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HomeMy WebLinkAboutM-97-0416CITY OF MIAMI. FLORIDA INTER -OFFICE MEMORANDUM ro Honorable Mayor and Members .A.E June 3, 1997 r,LE of the City Commission SUBJECT Intedocal between the City and MSEA r=ROrA • % �• V / /�/ REFERENCES A. Quinn Jan S, I11 City Commission : City Attom� ENCLOSURES: Meeting June 9, 1997 Under cover of this memo is a copy of the revised Intedocal Agreement (6.2.97), by and between the City of Miami and the Miami Sports and Exhibition Authority (MSEA), (the "Intedocal"), which incorporates the modifications recommended and approved by the members of the MSEA board at its meeting held on June 2, 1997. For your convenience, new language is underlined and deleted language is indicated by strike through. Specifically, the changes are as follows: 1. Section 1.2(xii) now includes "parking facilities" in the definition of the "Project"; 2. Section 2.2 now requires the City to undertake all reasonable efforts to apply for grants, or other funds which may be available from Public Agencies, or third: parties for purposes of funding the development, construction, operation, or, maintenance of the Project, and further provides that the City shall be responsible for compliance with all conditions pertaining to any funding grants, including reporting requirements and that the Parties agree and acknowledge that none of the duties of MSEA shall be construed to impose financial obligations or liabilities of any kind upon MSEA, except to the extent of funds actually in its possession that were derived as a result of the development, construction, management or operation of the Project. 3. Section 2.3 now provides that neither the City nor the Authority shall be required to expend funds other than Airport Revenue for the operation and % maintenance of the Air Transportation Facility; ' 4. Section 2.3 (iii) has been rephrased and now states that the CITY is to establish policies and practices to minimize any negative impact upon the residents of the area surrounding the Airport Area. which may be a direct result of the development and operation of the Air Transportation Facility; 5. Section 6.2 now provides that a qualified "Firm" will be hired to provide architectural and engineering services; 97 - 416 Honorable Mayor an, .Aembers June 3, 1997 and Members of the City Commission Page 2 6, Section 6.5 now provides that the Parties may terminate this Intedocal Agreement if a sublease agreement is not executed by the Bureau within one hundred and twenty (120) days from the date that the City Commission approves this Interiocal Agreement; 7. Section 6.7. now requires the consent of the AUTHORITY in connection with the City's right to subordinate_ the Intedocal Agreement; 8. Section 9.1 now requires the consent of the AUTHORITY in connection with the City's right to sell, or mortgage the Property, and to transfer or delegate any of its duties or obligations under this Intedocal Agreement, as may be permitted by law; 9. Section 10.5 now provides that all Improvements at the property shall be designed so as to achieve an integrated site development which incorporates the Air Transportation Facility and Regional Visitors Center in a manner which maximizes the flow of visitors through the Air Transportation Facility and Regional Visitors Center and the Adjacent Area; 10. Article 15 pertaining to insurance now provides that the limits of individual ;types of insurance coverage required of the subtenants, licensees and concessionaires will be established by Risk Management, and that the City Manager will not unreasonably withhold or delay any review and approval of such requirements; 11. Section 16.3 conditions the parties right to terminate the Intedocal Agreement in the event of damage or destruction occurring during the last five (5) years of the term upon the rights which the subtenants may have under their respective subleases, and any other existing contractual obligations, including but not limited to any obligation existing pursuant to any bonds issued by the Authority or the City; 12.. Section 20.1 now includes in the definition of "a default' if the City defaults in the due and punctual payment of any funds when due, and payable to the Authority in accordance with the terms of the Intedocal Agreement, and such default continues for more than Ten (10) days after the sum is due; 13. Section 21.1 now provides that the Authority may engage such other counsel ..,as. deemed. appropriate and approved by.a_four-fifths.vote of the:City Commission; 14. The provisions of Section 24.1 now provides for the warranties and representations pertaining to Environmental matters will be provided by the subtenants, licensees, concessionaires, and management entities under , their respective contracts; and 15. A new Article was added (Article 26) which protects MSEA board members and City officials from personal liability. 97— 416 Honorable Mayor and. .inbers and Members of the City Commission June 3, 1997 Page 3 Additionally, this revised Intedocal includes all the documents referenced in the Interiocal as "attached" which were- previously unavailable at the time the Interlocal went to print; specifically, the Survey, the Legal Description of the Property, and the Letter of Intent. CC: Edward Marquez, City. Manager r Jack Luft, Director CPR MSEA Board Members F;Watson/Memocommission.doe JOB 97- 416 INTERL®CAL AGREEMENT BY AND BETWEEN THE CITY OF MIAMI THE MIAMI SPORTS AND EXHIBITION' AUTHORITY 97- 416 TABLE OF CONTENTS STATE OF BACKGROUND AND PURPOSE 2 ARTICLE 1 - EXHIBITS AND DEFINITIONS 4 Section 1.1 Exhibits 4 Section 1.2 Defined Terms; Singular, Plural and Gender 4 ARTICLE 2 - PURPOSE OF INTERLOCAL AGREEMENT 8 Section 2.1 Purpose of Interlocal 8 Section 2.2 Obligations of CITY and the AUTHORITY 8 Section 2.3 Goals and Responsibilities of the Parties Pertaining to the Air Transportation Facility 9 Section 2.4 Creation of Fund 10 Section 2.5 Lease of Property to the AUTHORITY 10 Section 2.6 Title 10 ARTICLE 3 - THE TERM 11 Section 3.1 Initial Term 11 Section 3.2 Renewal Term(s) 11. ARTICLE 4 - RENT 11 Section 4.1 Rent 11 ARTICLES - EASEMENTS 12 Section 5.1 Easement Granted to the AUTHORITY 12 Section 5.2 Limitations on Easement Rights 12 Section 5.3 Easement for Development of Other Areas of Watson Island 14 Section 5.4 -Connection of the Air Transportation Facility and Regional Visitors Center to Utilities 14 ARTICLES - USES 15 Section 6.1 Use of the Property 15 Section 6.2 Description of the Airport Area and the Adjacent Area 15 Section 6.3 Uses Permitted at the Airport Area 16 Section 6.4 Uses Permitted at the Adjacent Area 16 Section 6.5 Condition Precedent Pertaining to the AUTHORITY'S Obligations under this Interlocal Agreement 17 Section 6.6 The Party's Obligations Pertaining to the Issuance of a Request for Qualifications or Invitation to Bid 17 JOMdrranleCont".aa 97- 416 Section 6.7 . Reservation of Right of CITY 18 ARTICLE 7 - PAYMENT FOR MUNICIPAL SERVICES 18 Section 7.1 Payment for Services 18 Section 7.2 Manner of Payment 20 ARTICLE 8 - CITY'S RIGHT OF ENTRY 20 Section 8.1 GINS Right of Entry 20 ARTICLE 9 - PARTICIPATION OF ADDITIONAL AGENCIES, ASSIGNMENTS AND SUBLEASE AGREEMENTS 21 Section 9..1 Participation of Additional Public Agencies, Assignments and Sale of Property 21 Section 9.2 Sublease Agreements 21 ARTICLE 10 - POSSESSION AND CONSTRUCTION OF FACILITIES 22 Section 10.1 Delivery of Possession of the Property 22 Section 10.2 Cooperation 22 Section 10.3 The Improvements 22 Section 10.4 Manner of Construction of Improvements 23 Section 10.5 Design, Concept Plans and Preliminary Drawings 23 Section 10.6 Review and Approval of Preliminary Plans 24 Section 10.7 Review and Approval of Construction Documents 25 Section 10.8 Performance and Pdyment Bonds 26 Section 10.9 Insurance 26 Section 10.10 Title of the Improvements 26 Section 10.11 CITY Property to Remain Free of Liens 27 Section 10.12 Prompt Payment of Materialmen and Suppliers 27 Section 10.13 Permits and Authorizations 27 Section 10.14 Parking 28 Section 10.15 Manner of Construction of Improvements Upon the Adjacent Area 28 ARTICLE 11 - NOTICES 28 Section 11.1 Method of Addresses 28 ARTICLE 12. IMPOSITIONS 29 Section 12.1 Impositions as Additional Rent 29 ARTICLE 13 - MAINTENANCE, REPAIR AND ALTERATIONS Section 13.1 Alterations, Improvements, and Changes Permitted Section 13.2 Maintenance Section 13.3 Repairs Section 13.4 CITY'S Reservation of Rights J0B/kdrrab1cC"de AL&C 29 29 30 30 30 97- 416 ARTICLE 14 - COMPLIANCE WITH APPLICABLE LAWS 30 Section 14.1 Legal Requirements 30 ARTICLE 15 - INSURANCE 31 Section 15.1 Property to be Insured 31 Section 15.2 Provisions 33 ARTICLE 16 - DAMAGE OF DESTRUCTION - 34 Section 16.1 Adequately Insured Damage Destruction 34 Section 16.2 Underinsured 35 Section 16.3 Damage or Destruction Occurring Toward End of Term 36 ARTICLE 17 - UTILITIES 36 Section 17.1 Payment of Utilities 36 ARTICLE 18 - GOVERNMENTAL PURPOSE AND FINANCIAL SUPPORT .37 Section 18.1 Governmental Purpose and Financial Support 37 ARTICLE 19 - ABSENCE OF THIRD PARTY BENEFICIARIES 37 Section 19.1 No Third Party Beneficiaries 37 ARTICLE 20 - DEFAULT AND REMEDIES 38 Section 20.1 Events of Default 38 Section 20.2 Remedies 38 Section 20.3 No Waiver 38 Section 20.4 Remedies Cumulative 39 Section 20.5 Unavoidable Delay 39 ARTICLE 21 - LEGAL COUNSEL 40 Section 21.1 Legal Counsel 40 ARTICLE 22 - ATTORNMENT BY SUBTENANT AND NON -DISTURBANCE BY CITY 40 Section 22.1 Cancellation of Termination of Interlocal Agreement 40 ARTICLE 23 - MORTGAGE FINANCING AND ISSUANCE OF BONDS Section 23.1 Leasehold Mortgage ARTICLE 24 - ENVIRONMENTAL Section 24.1 Environmental Warranty of AUTHORITY ARTICLE 25 - MISCELLANEOUS Section 25.1 Section Captions Section 25.2 Other Documents !OB/kdrrWeCont=mdoc 41 41 41 41 42 42 42 97-- 416 t Section 25.3 Counterparts 42 Section 25.4 Entire Agreement 42 Section 25.5 Severability 43 Section 25.6 Approvals and Consents 43 Section 25.7 Governing Laws 43 Section 25.8 Amendments 43 Section 25.9 Waiver of Jury Trials 43 Section 25.10 Quiet Enjoyment 44 Section 25.11 Surrender of Possession 44 Section 25.12 Attorney's Fees 44 ARTICLE 26 - NO PERSONAL LIABILITY 44 Section 26.1 Protection From Personal Liability 44 10Wk rrabicconunu.a= 97- 416 THIS INTERLOCAL AGREEMENT is made and executed this day of 1 1997, by and between the CITY OF MIAMI, a municipal corporation of the State of Florida (the "CITY"); and the MIAMI SPORTS AND EXHIBITION AUTHORITY, an independent and autonomous agency and instrumentality of the CITY (the AUTHORITY). r STATEMENT OF BACKGROUND AND PURPOSE WHEREAS, pursuant to the findings reported by Thompson Consultants International in the Master Plan prepared in March of 1995, there is a demand for air transportation services in the Greater Miami downtown area; and WHEREAS, the CITY is owner, in fee simple of all that certain land located in the Greater Miami downtown area, in Dade County, Florida known as "Watson Island"; and `\ WHEREAS, the CITY has completed a Master Plan Study for the development of an Air Transportation Facility on Watson Island; and WHEREAS, the CITY has requested assistance from the State of Florida, in the form of a grant, for the costs of development and construction of the Air Transportation Facility, and the State of Florida has appropriated certain funds for such assistance; and WHEREAS, the CITY will procure professional services for purposes of preparing a strategic development plan to create a financially viable development plan for the Air Transportation Facility on Watson Island; and WHEREAS, under the authority of §211.057, F.S., .[now repealed; See §212.0305, F.S.] the Miami City Commission, by Ordinance No. 9662, established the AUTHORITY as an independent and autonomous agency and instrumentality of the CITY; .Z. 97- 416 WHEREAS,, the AUTHORITY is empowered to acquire in its own name, real property, and to lease, sell, and license real property, all in accordance with its stated purpose; and WHEREAS, on April 25, 1996, the Miami City Commission, passed and adopted Resolution No. 96-281 authorizing and directing the City Manager to negotiate an i agreement between the CITY and the AUTHORITY, and designated the AUTHORITY as the entity to coordinate the development of the Air Transportation Facility, and a regional Visitors center on Watson Island; and WHEREAS, the Greater Miami Convention & Visitors Bureau (the "Bureau") is the officially designated marketing and sales organization for the visitors and convention industry in Dade County; and WHEREAS, the Bureau's mission is to attract visitors, who in turn contribute substantially to the growth of the aviation industry and therefore it is a vital component of the aviation industry in Dade County; and WHEREAS, the Bureau has executed a letter of intent expressing its commitment to enter into a sublease agreement with the AUTHORITY for purposes of developing and operating a Regional Visitors Center and administrative offices as part of the Watson Island Air Transportation Facility; and WHEREAS, the CITY and the AUTHORITY, with funding assistance from other parties, which will include the Florida Department of Transportation, and the Bureau intend to develop,, construct and operate -the Air Transportation Facility and the at Watson Island. .3- 97- 416 NOW THEREFORE, in consideration of the benefits that will accrue to the parties by virtue of this agreement and the respective terms and conditions contained herein, the parties hereto agree as follows: ARTICLE I EXHIBITS AND DEFINITIONS Section 1.1. Exhibits. Attached or to be attached, as specifically indicated in this Interlocal Agreement, are the following Exhibits which form a part of this Interlocal Agreement. Exhibit A Survey (copy attached) (certified original filed with City Clerk) Exhibit B Conceptual Site Plan (attached) Exhibit C Legal Description of the Property (attached) Exhibit D Legal Description of Airport Area (to be attached pursuant to the provisions of Section 6.2 of this Interlocal Agreement) Exhibit E Legal Description of Layout of Adjacent Area (to be attached pursuant to the provisions of Section 6.2 of this Interlocal Agreement) . Exhibit F Letter of Intent from the Bureau (attached) Exhibit G Funding Agreement (to be attached pursuant to the provisions of Section 6.5 of this Interlocal Agreement) Exhibit H Joint Participation Agreement (FDOT and City of Miami) (attached) Section 1.2. Defined Terms: Singular, Plural And Gender. Any word contained in the text of this Interlocal Agreement shall be read as the singular, or the plural and as the masculine, feminine or neuter gender, as may be applicable in the particular context. More specifically, however, for the purposes of this Interlocal Agreement the following words shall have the meanings attributed to them in this Section: 416 Al r'� (i) "Airport Revenue" shall mean those revenges derived by the CITY and the AUTHORITY directly from the Air Transportation Facility ownership and operations, including but not limited to rentals, tolls, fees and charges. (ii) "Air Transportation Facility a ' shall mean the sipal- all the facilities which are to be developed, operated and managed at the Pfe�ae�y, Airport Area, as provided for in this Interlocal Agreement, wbiGh including but not limited to: the airside and landside facilities the terminal aviation service and support areas the Regional Visitors' Center, and offices related thereto offices for the AUTHORITY arkin (iii) "Applicable Laws" shall mean any law (including without limitation, any Environmental Law), enactment, statute, code, ordinance, administrative order, charter, tariff, resolution, order, rule, regulation, guideline, judgment, decree, writ, injunction, franchise, permit, certificate, license, authorization, or other direction or requirement of any governmental authorify," political subdivision, or any division or department thereof now existing or hereafter enacted, adopted„ promulgated, entered, or issued, (iv) "Construction Documents" shall consist of final, working drawings and specifications including, without limitation, the following information: definitive architectural drawings; definitive foundation and structural drawings; definitive electrical and mechanical drawings; final specifications; landscaping; and graphics. -s- 97- 41G (v) "Environmental Laws" shall mean all applicable requirements of federal, state and local, environmental, public health, and safety laws, regulations, orders, permits, licenses, approvals, ordinances and directives, including but not limited to, all applicable requirements of: the Clean Air Act; the Clean Water Act; the Resource Conservation and Recovery Act, as amended by the -Hazardous and Solid Waste Amendments of 1984; the Safe Drinking Water Act; the Comprehensive Environmental Response, Compensation and Liability Act, as amended by the Superfund Amendments and Reauthorization Act of 1986; the Occupational Health and Safety Act; the Toxic Substances Control Act; the Pollutant Discharge Prevention and Control Act; the Water Resources Restoration and Preservation Act; the Florida Air and Water Pollution Control Act; the Florida Safe Drinking Water Act; Florida Environmental Reorganization Act of 1975. (vi) "Fair Market Rental Value" shall mean what a landlord under, no compulsion to lease the premises and a tenant under no compulsion to lease the premises would determine as rent, taking into consideration the uses permitted under the applicable lease, the quality, size, design and location of the premises to be leased, and the rent for comparable buildings located in the vicinity of Watson Island. (vii) "Interlocal Agreement Date" shall mean the date that this Agreement is fully executed by both parties. (viii) "Impositions" shall mean all governmental assessments, franchise fees, . excises, .license and permit fees, levies, charges and taxes, general and special, ordinary and extraordinary, of every kind and nature whatsoever (irrespective of their nature, including, without limitation, all such charges based on the fact of a transaction, irrespective of how measured) which at any time during the term of this Interlocal "6- 97- 416 Agreement may be assessed, levied, confirmed, imposed upon, or grow, or become due and payable out of or in respect of, or become a lien on: all or any part of the Property, and/or the Improvements including any fixtures, equipment or personal property placed in and any improvements as to the Improvements and/or the Property, including without limitations ad valorem, and other similar taxes on the real estate or the leasehold interest or license and/or the personal property. (ix) * "Insurance Trust Account" shall mean a trust account to be administrated by an independent trustee appointed by the CITY and the AUHTORITY who will manage and disburse funds in accordance with Article 15 and 16. (x) "Public Agency" shall mean a political subdivision, agency, or officer of the state of Florida or of any state of the United States, including, but not limited to, state government, county, city, school district, single and multipurpose special district, single and multipurpose public authority, metropolitan or consolidated government, an independently elected county officer, any agency of the United States Government, and any similar entity of any other state of the United States. (xi) "Project" shall mean the development, construction, management and operation of the Air Transportation Facility and Regional Visitors' Center, and any other related facilities 'and'' improvements at the Property, including, mooring and docking facilities, and the Improvements to be developed at the Adjacent Area, as iuch term is defined in this Interlocal Agreement, 'which improvements may consist of commercial, recreational and retail businesses ancillary to the operations of the Air Transportation Facility and the Regional Visitefs Gente ; and parking facilities. (xii) "Property" shall mean that certain area located on Watson Island, which is legally described in Exhibit "C", attached hereto and incorporated herein. -7- 97- 416 x. ARTICLE 2 PURPOSE OF INTERLOCAL AGREEMENT Section 2.1. Purpose of Interlocal. Pursuant to the provisions of the Florida Interlocal Cooperation Act of 1969, the CITY and the ADTHORITY, hereby enter into this Interlocal Agreement for, purposes of developing, operating and managing the Project. Section 2.2. Obligations of CITY and the AUTHORITY. The CITY shall undertake all reasonable efforts to apply for -grants, or other funds which may be available from Public Agencies, or third parties for purposes of funding the development, construction operation, or maintenance of the Proiect The parties acknowledge that prior to the Interlocal Agreement Date, the CITY applied for State funds, and has been appropriated certain moneys which are to be utilized to fund the cost of development and construction of the airport facilities, contemplated under this Project. The City shall be responsible for compliance with all conditions pertaining to any funding grants including reporting requirements. The terms and conditions applicable to the receipt and expenditure of these the State funds which have been appropriated as of the Interlocal Agreement Date are set forth in the Joint Participation Agreement, executed on . June 4, 1993, by 'and between the Florida Department of Transportation (FDOT), and the CITY, as amended, a copy of which is attached and incorporated. hereto as Exhibit H, (the "JPA" ). The CITY shall be the sponsor of the project identified as Job No: 87098-3810 under the JPA. The CITY shall contribute financial assistance to the extent such financial assistance is made available by the state, or any other Public Agency, or any third party, including the Bureau. The CITY shall establish an account in which shall be deposited all funds pertaining to the .8- 97- 416 A4 I'-^ �'4 M1� Project. The CITY shall comply at all times with the conditions prescribed in the JPA. As between the state and the CITY, the CITY shall be the contractual party to the construction contract(s) as shall be entered into for the accomplishment of the Project. The CITY will provide adequate, capable and qualified personnel to supervise the development and construction of the Project. The AUTHORITY covenants that it shall assist the CITY in obtaining any additional financial assistance necessary to complete the development and construction of the Project. The AUTHORITY, subject to the provisions of this Interlocal Agreement, upon possession of the Property, shall assume responsibility for the day to day management and leasing of the Project. The Parties agree and acknowledge that none of the duties of MSEA shall be construed to impose financial obligations or liabilities of any kind upon MSEA, except to the extent of funds actually in its possession that were derived as a result of the. development, construction management or operation of the Proiect. Section 2.3. Goals and Responsibilities of the Parties Pertaining to the Air Transportation Facility. The CITY shall be responsible for establishing and approving policies for the operation and maintenance of the Air Transportation Facility. The AUTHORITY, with the assistance of such technical and professional staff of the CITY, as it may require, shall be responsible for the day to day management, operation and leasing 91 the Airport Transportation Facility. . It is further agreed, that neither the CITY nor the AUTHORITY shall be required to expend funds other than Airport Revenue for the operation and maintenance of the Air Transportation Facility. The Parties hereby agree that it is the goal of this Interlocal Agreement to accomplish the following objectives: -9- 97- 416 t (i) To create a synergy between the Air Transportation Facility, the convention and exhibition centers which are operated by the CITY and the AUTHORITY, and the goals and undertakings of the -Regional Visitor's Center which will achieve economic benefits to the convention and exhibition business of the CITY; (ii) To operate, manage, and maintain the Air Transportation Facilities solely out.-bf Airport Revenues; (iii) To develep establish policies and practices to ensure minimize that the any negative impact upon the residents of the area surrounding the Airport Area which may be a direct result of the development and operation of the Air Transportation Facility. Section 2.4. Creation of Fund. For the purpose of accurately and adequately recording and accounting for the operations and funds pertaining to the Air Transportation Facility, and for the purpose of providing the AUTHORITY with funds for the necessary expenditures in carrying out the duties and functions required in Section 2.3 of this Article, the CITY shall establish, designate and maintain such separate accounts as it shall consider proper in the sound management of the Airport Revenues, and as required under the terms of the JPA. All Airport Revenue shall be deposited to the credit of such separate fuund. Expenditures from that fund may be made by the AUTHORITY for purposes deemed to. be related to the operation and maintenance of the Air Transportation Facility, as authorized by law. -to. 97- 416 Section 2.5. Lease of Property to the AUTHORITY. The CITY hereby leases to the AUTHORITY, and the AUTHORITY takes from the CITY, the Property. The CITY shall transfer possession of the Property to the AUTHORITY upon the satisfaction of the Condition Precedent, as provided for under Section 6.5 of this Interlocal Agreement. Section 2. 6 Title. The CITY covenants and agrees that, at and until the Interlocal.Agreement Date, it is well seized of the Property, and has good title to it, free and clear of liens and encumbrances having priority over this Interlocal Agreement, and that the CITY has full right and authority to enter into this Interlocal Agreement. ARTICLE 3 THE TERM Section 3.1. Initial Term. The initial term of this Interlocal Agreement shall be for forty-five (45) years commencing on the Interlocal Agreement Date. Section 3.2. Renewal Terms(s) The CITY, at its sole and exclusive option, upon request of the AUTHORITY, may extend the term of this-. In.terlocal Agreement, in any increment of years, for an additional twenty (20) years. , ARTICLE 4 RENT Section 4.1. Rent. The AUTHORITY shall pay to the CITY rent as follows: (1) Airport Area. The Parties hereby agree that the Rent to be paid to the CITY, if any, for the AUTHORITY'S occupancy and use of the Airport Area, 97- 416 Qx_ -yrfi �a. L I i as such term is defined in Section 6.2 of this Interlocal Agreement, and to the AUTHORITY, by subtenants, licensees, and concessionaires, shall be established in accordance with the requirements of the Florida Department of Transportation (FDOT), and if applicable the requirements of the Federal Aviation Administration. (2) Adjacent Area. At such time as the AUTHORITY develops, or procures the development of the Adjacent Area, as such term is defined in Section 6.2 of this Interlocal Agreement, the AUTHORITY shall not convey any interest with respect to the Adjacent Area, unless: (i) the AUTHORITY receives Fair Market Rental Value in connection with any commercial use of the Adjacent Area; and (ii) the AUTHORITY and the CITY negotiate a payment to the CITY which guarantees a fair return to the CITY, which shall be payable to the CITY commencing on the date that the AUTHORITY enters into any agreement for such purposes, including but not limited to, any sublease agreement, management agreement, license or development agreement. In the event that the AUTHORITY finances the cost of improvements to the Adjacent Area, the CITY will agree to allow the AUTHORITY to utilize and/or pledge any and all revenues derived from the business conducted upon such area towards the payment of any debt service in connection with such financing. ARTICLE 5 EASEMENTS Section 5.1. Easements Granted to the AUTHORITY. Unless otherwise being provided by. the CITY, the CITY hereby agrees to grant such easements in, over, upon, through and under Watson Island, as may be needed -lz. 97- 416 and requested by the AUTHORITY or any of its subtenants for the purpose of facilitating the following: (a) Utility Easements. Installing, maintaining, repairing and replacing utility facilities such as water, gas, electric, and telephone lines, and storm and sanitary sewers within the Property; (b) Vehicular Easement. Providing access by service and emergency vehicles to and from the Property, Section 5.2. Limitations on Easement Rights. The CITY shall grant such easements as provided for in Section 5.1 above, provided however the location of the easement is approved by the City Manager, the grant is specifically authorized by a duly adopted resolution of the City Commission and such easements shall be granted upon the express condition that: (i) The grantee of such easement shall carry on any construction; maintenance or repair activity with diligence and dispatch, and shall use its diligent efforts to complete the same in the shortest time possible under the circumstances (force majeure excepted), and shall not carry on any construction, maintenance or repair activity in the easement area in such manner as to unreasonable interference with the public's use and enjoyment of Watson Island in carrying on such activities; (ii) Except in the event of emergency, the grantee of such easement shall not undertake any construction, replacement, maintenance or repair activity in such easement area unless prior notification is provided to the CITY; -13- 97- 416 x (iii) The grantee of such easement shall promptly upon the completion of any such construction, repair or maintenance activity, at no costs to the CITY, restore the surface of the easement area as nearly as possible to its former condition and appearance; (iv) The grantee of such easement shall agree to indemnify the CITY from all claims and actions in law and in equity which may arise out of, or as a consequence of the negligence of the grantee, or its authorized agents, servants or employees, in maintaining, repairing and utilizing the easement area. Section 5.3. Easement for Development of Other Areas of Watson Island. Provided that there is no material interference with the AUTHORITY'S use and enjoyment of the Property, the AUTHORITY shall permit the CITY to erect, use, maintain and repair water, sanitary sewer and storm water utilities, mechanical and electrical conduits, pipes,. and cables in, to, under and through the Property as often and to the extent that the CITY may now or hereafter deem to be necessary or appropriate for the development of other areas of Watson Island. The AUTHORITY acknowledges that the leasehold interest conveyed under this Interlocal Agreement is subordinate to the CITY°S right to convey, from time to time, such easements as may be necessary for right-of-way, vehicular and pedestrian traffic across or along any or all parts of the Property. Section 5.4. Connection of the Air Transportation Facility 0eAw to Utilities. The AUTHORITY, at no cost to the CITY, shall cause the subtenant(s) to install ail necessary connections between the improvements to be constructed, or erected on the -14- 91- 416 w . ?v �'pc"t I I �r f Property, and the water, sanitary sewer and storm water drain mains, and mechanical and electrical conduits, whether or not owned by the CITY and/or the Miami -Dade Water and Sewer .Department.... The AUTHORITY, shall cause to be paid by the subtenant(s) all the additional cost, if any, of locating and installing new facilities for sewer, sanitary storm water drain mains, water, electrical, and other utilities as needed to service the Property. i ARTICLE 6 USES Section 6.1. Use of the Property. The Parties to this Interlocal Agreement agree that the Property shall be used for the purpose or purposes set forth in Sections 6.3 and 6.4 below. No use shall be made or permitted to be made of the Air Transportation Facility and Regional Visitors Center, or the Property, or acts done, which are in violation of any Applicable Law, or the JPA, the breach of which might result in any penalty to the CITY, or forfeiture of the CITY'S title to the Property. The AUTHORITY shall not commit, or permit any subtenant, licensee, or concessionaire to commit any waste with respect to the Air Transportation Facility , or any other improvement, building and appurtenance at any time located on the Property. The Air Transportation Facility and Regional Visitors Center, or the Property shall not be used for purposes of conducting any gambling activities thereon, or from there, of any nature whatsoever, without the prior approval of the City Commission, which approval may be unreasonably withheld, or conditioned upon, the payment of additional Rent. 97- 416 fil Section 6.2 Description of the Airport Area and the Adjacent Area. The parties acknowledge that the CITY, prior to the Interlocal Agreement Date, or as soon as possible after the Interlocal Agreement Date, shall engage a qualified firm (the "Eng+AeefiRg Firm") for purposes of furnishing general architectual and engineering services related to the development contemplated by this Interlocal Agreement. As part of the scope of such services, the €wgMeer-ing Firm is to provide an Airport Layout Plan which shall legally describe and establish the boundaries of an area within the Property wherein the airport site will be developed, (the "Airport Area"), and which will depict and legally describe the remaining area within the Property as (the "Adjacent Area"). The Airport Area and the Adjacent Area shall be depicted in Exhibits D, and E, which shall be attached and incorporated in this Interlocal Agreement. Section 6.3 Uses Permitted at the Airport Area. The Airport Area is to be utilized for commercial and non commercial aviation activities, specifically to provide seaplane and helicopter services, and all activities in connection therewith, or incidental to the operation of an airport, including, but not limited to, the construction, maintenance and operation of approach areas, runways, taxiways, public aprons, parking areas, hangars, automobile parking areas, navigational aids, lighting facilities, public terminals, offices related to the' air transportation services, offices of the AUTHORITY, the Regional Visitors Center and administrative offices related thereto, offices for the U.S. Customs Services, and public facilities appurtenant to the airport, and the Regional Visitors Center, mooring and docking facilities, and for associated facilities beneficial to the airport and Regional Visitors Center. The Air Transportation Facility shall be operated for the use and -16- 97- 416 �tyq benefit of the public, and all airport facilities.and services shall be made available to the public on fair and reasonable terms and without discrimination. Section 6.4 Uses Permitted at the Adjacent Area. The Adjacent Area shall be utilized for the purposes of developing, constructing, and operating thereon saFAFReMai at -uses compatible aflsillaFy to with the operations of the ,Air Transportation Facility i eFs GeflteF, including mooring and docking facilities for vessels, retail, cultural, recreational and parking facilities. Section 6.5 Condition Precedent Pertaining to the AUTHORITY'S Obligations Under This Interlocal Agreement. Notwithstanding the fact that the Parties have entered into this Interlocal Agreement, the Parties hereby acknowledge that all liabilities, obligations, and covenants of the CITY and the AUTHORITY under this Interlocal Agreement are contingent upon the AUTHORITY executing a sublease agreement, and a Funding Agreement, with the Bureau (the "Condition Precedent"). Prior to the Interlocal Agreement Date, the AUTHORITY and the Bureau have executed a Letter of Intent wherein the Bureau has expressed its interest in participating in the development and operation of this Project as a subtenant of the AUTHORITY. A copy of the Letter of Intent from the Bureau is attached as Exhibit "F". Upon execution, a copy of the Funding Agreement shall be attached and incorporated into this Interlocal Agreement as Exhibit "G". In the event that the AUTHORITY and the Bureau are unable to. execute a sublease agreement - within one hundred and twenty M 201 days from the date that the City Commission approves this Interlocal Agreement, the Parties may terminate this Interlocal Agreement. 97- 416 Section 6.6 The Partv's Obligations Pertaining to the Issuance of a Request for Qualifications or Invitation for Bids. The Parties shall comply with the legal requirements, if any, of the Florida Department of Transportation pertaining to the solicitation and selection of individuals, corporations, or other. legal. entities qualified_to:._..:.•,•_:.•_.._•_.,.:, _ .. . (1) occupy facilities and furnish concessions at the Air Transportation Facility; (1) provide professional services in connection with the planning, design and construction of the Air Transportation Facility, and Regional ViSitOFS (ii) provide professional services for the maintenance and operation of the Air Transportation Facility. Section 6.7. Reservation of Rights of CITY. The CITY reserves the right subiect to the AUTHORITY'S consent to subordinate this Interlocal Agreement to the provisions of any future agreement entered into between the CITY and the United States, the County, the State of Florida, and any agency thereof to obtain funding aid for the improvement, operation, or maintenance of the Air Transportation Facility. Section 6.8. Naming Rights. .i The AUTHORITY shall have the exclusive right to sell, license or otherwise*ant the naming rights to the Air Transportation Facility, and any other portion of the. Property, or any other facility constructed on the Property, for a period not to exceed the Interlocal Agreement Term, provided, however, that: (a) the CITY approves of the name, which approval shall not be unreasonably withheld or delayed, and (b) the AUTHORITY shall pay to the CITY ninety percent (90%) of any and all moneys -18- 9 M� M 13 c,. received by the AUTHORITY in connection with the selling, licensing or granting of such naming rights. ARTICLE 7 PAYMENT FOR MUNICIPAL. SERVICES Section 7.1. Payment for Services. The AUTHORITY, and the CITY acknowledge that as of the Interlocal Agreement Date, the definition of "governmental, municipal, or public purpose" as set forth in Section 196.012 of the Florida Statutes provides that: a governmental, municipal, or public purpose or function shall be deemed to be served or performed when the lessee under any leasehold interest created in property of any governmental unit is demonstrated to perform a function or serve a govemmental purpose which could properly be performed or served by an appropriate governmental unit, or which is demonstrated to perform a function or serve a purpose which would otherwise be a valid subject for the allocation of public funds; and that an activity undertaken by a lessee which is permitted under the terms of its lease agreement of real property designated as an "aviation area" on an airport layout plan which has been approved by, the Federal Aviation Administration, and which real property is used for the administration, operation, business offices and activities related specifically thereto in connection with the conduct of an aircraft full service fixed base operation which provides goods and services to the general aviation public in the promotion of air commerce shall be deemed an activity which serves a governmental, municipal, or public purpose or function. Additionally, the use by a lessee, licensee, or management company of real property or a portion thereof as a convention center, visitors center, is deemed a use that serves a governmental, municipal, or public purpose or function .19. 97- 416 when access to the property is open to the general public with or without a charge for admission. Therefore, in the event that the Property, or any of the Improvements constructed thereon is exempt from ad valorem taxation, the Parties agree that in recognition of the municipal services provided to the Property by the CITY, and in support of these municipal...�arvices,, ,tha..• AUlTM_ORITY_ hereby covenants that any sublease agreement, license agreement, concession agreement, or management agreement entered into by the AUTHORITY, in connection with the Property, and the Improvements thereon, shall include a covenant obligating any such subtenant, licensee, concessionaire, or management entity to be pay to the CITY an annual payment which shall never be less than, the amount of ad valorem taxes which the CITY would receive from the Property and the' Improvements, from such subtenant, licensee, concessionaire, or management entity if its use were not exempt under the law, based on the appraised value of that portion of the Property and the Improvements utilized by such subtenant, licensee, concessionaire, or management entity, as such amount would be established by the Dade County Property Appraiser (the "Municipal Service Payment"). Section 7.2. Manner of Payment. The Municipal Service Payment shall be payable in annual installments. The AUTHORITY shall cause the first installment to be paid to the CITY by the Bureau ypon r the completion of construction of the Air Transportation Facility and Regional Visitors. Center. Thereafter, the AUTHORITY shall require any other subtenant, licensee, concessionaire, or management entity to pay to the CITY annual installments of the Municipal Service Payment, as provided for above. -20- 97- 416 ai l ii Tr . z.e a 1.. F ARTICLE 8 CITY'S RIGHT OF ENTRY Section 8.1. CITY'S Right of Entry. . The AUTHORTY shall permit the CITY and its agents, representatives, employees, and or designees of the CITY to enter into the Air Transportation Facility and Regional Visitors Center, and to all other areas of the Property, at all reasonable times for any reasonable purpose, provided, however, that the CITY'S rights under this Section shall not unreasonably interfere with the operation of the Air Transportation Facility and Regional Visitors Center, or the performance of the AUTHORITY'S obligations under this Interlocal Agreement. ARTICLE 9 PARTICIPATION OF ADDITIONAL PUBLIC AGENCIES, ASSIGNMENTS AND SUBLEASE AGREEMENTS Section 9.1, Participation of Additional Public Agencies Assignments and Sale of Property. The Parties hereby agree and understand that this Interlocal Agreement is entered into to facilitate the delivery of certain public services, and to manage and operate related commercial facilities in connection therewith. Therefore, at any time during the term of this Interlocal Agreement, if the Parties determined that to make the most efficient use of their powers it would be necessary and advantageo�o to cooperate with other Public Agencies, or that the services and function of the AUTHORITY under this Interlocal Agreement would be more efficiently served by another Public Agency, the Parties may amend this Interlocal Agreement to include the participation of another Public Agency, or the AUTHORITY, subject to the prior written approval of the City Commission, may assign its rights and obligations under this -zt- 97- 416 Interlocal Agreement to another Public Agency. The CITY reserves the right to sell, or mortgage the Property, and to transfer or delegate any of its duties or obligations under this Interlocal Agreement, as may be permitted by law, subject to the AUTHORITY'S consent. Section 9.2. Sublease Agreements. The AUTHORITY may grant a license, or permit a concession, or sublet a portion of the ProPerty provided that ( i ) the identity and 'business character of the licensee, concessionaire, or subtenant are incidental to the operation of the Air Transportation Facility or Regional Visitors Center, and that their use of the Airport Area shall be in common with the public with respect to the provision of air transportation services, and for public purposes with respect to the operation of Regional Visitors Center; ( ii ) AUTHORITY obtains the prior written consent of the CITY; and ( iii ) in the event that such licensing, or subletting is at the Adjacent Area, the CITY shall be entitled to receive from the AUTHORITY Rent as provided under Section 4.1(2) of this Interlocal Agreement. ARTICLE 10 POSSESSION AND CONSTRUCTION OF FACILITIES Section 10.1. Delivery of Possession of the Property. s The CITY shall deliver possession of the Property to the AUTHORITY upon the satisfaction of the Condition Precedent. Section 10.2. Cooperation. The AUTHORITY and the CITY recognize that there may be additional parties with which either the CITY, or the AUTHORITY may be dealing with for purposes of obtaining funds to undertake the construction of the Improvements described in this -22- 97- 416 t 0 Article. Accordingly, the Parties shall use good faith to assist and cooperate with each other in their respective efforts to secure the financing for this Project, including, without limitation, executing and/or consenting, as applicable to the documents and actions required in connection therewith. Section 10.3. The Improvements. At such time as adequate financing has been secured for the cost of development and construction, and pursuant, the requirements of the JPA, the conditions of the sublease agreement to be entered into by and between the AUTHORITY and the Bureau, and the Funding Agreement in connection therewith, and in the manner provided by law, including but not limited to the provisions of Section 287.055 of the Florida Statutes, the Parties shall commence and complete the development and construction of improvements to the Airport Area and the Adjacent Area. All improvements constructed upon or installed at the Property including approach areas, runways, taxiways, public aprons, parking areas, hangars, automobile parking areas, navigational and navigational aids, lighting facilities, public terminals, offices related to the air transportation services, offices for the AUTHORITY, the Regional Visitors Center and administrative offices related thereto, offices for the U.S. Customs Services, and public facilities appurtenant to the airport and the Regional Visitors Center, shall be referred to in this Interlocal Agreement as the "Improvements". Section 10.4. Manner of Construction of Improvements. The construction of the Improvements on the Property shall be in accordance with all applicable federal, state and local laws, ordinances, rules, regulations, and other applicable legal requirements and with respect to the Air Transportation Facility - 23 - 97- 416 and Regional Visitors Center, in accordance with the JPA, the Preliminary Plans and Construction Documents, which shall be approved in the manner set forth below. Section 10.5. Design, Concept Plans and Preliminary Drawings. All Improvements for the Property shall be designed so as to achieve an integrated site development incorporating the Air Transportation ViSitefs-6entef in a manner which maximizes the flow of visitors through the Air Transportation Facility and ' the Adiacent Area. The Parties will obtain preliminary drawings that will depict the size and locations of all the structures and the features for the design of the Air Transportation Facility. and Section 10.6. Review and Approval of Preliminary Plans. The Parties shall submit Preliminary Plans to the City Manager for review and approval as follows: (a) Air Transportation Facility The Parties in coordination with the Bureau, and any other of the AUTHORITY'S subtenants, or the operator or manager of the Air Transportation Facility, if such entities are selected prior to construction of the Improvements, shall submit the Preliminary Plans to the City Manager for written approval. Upon receipt of each set of Preliminary Plans representing a certain stage of construction, the City Manager shall review sam6 and shall promptly (but in any event within fifteen [15] calendar days after such receipt) give the Parties written notice of his approval or disapproval setting forth in detail each of its reasons for any disapproval. If no written response is delivered to the Parties within fifteen (15) calendar days after submission of such Preliminary Plans, or within five (5) calendar days of any -24- 97-- 416 0 resubmission thereof, they shall be deemed approved, except that no violation of applicable governmental statutes, local ordinances, codes, plans, laws or regulations, shall be deemed waived thereby. In the event of a disapproval, the Parties shall, within a reasonable time from the date 'the Parties receive the notice of such, disapproval resubmit such Preliminary Plans to the City Manager, altered to satisfy the reasonable and proper grounds given for disapproval. Any resubmission shall be subject to review and approval by the City Manager in, accordance with. the procedure hereinabove provided until same shall be approved by the City Manager. Section 10.7. Review and Approval of Construction Documents. After approval of Preliminary Plans for the Air Transportation Facility and Regional Visitors Center, the Parties shall submit to the City Manager two sets of Construction Documents for the Air Transportation Facility and Regional Visitors Center when the Documents are 10% complete, 50% complete and 90% complete. Upon receipt thereof, the City Manager shall review same, and shall promptly (but in any event within fifteen [151 days after such receipt), give the Parties notice of its written approval or disapproval, setting forth in detail its reasons for any disapproval. The City Manager's rights to disapprove the Construction Documents submitted shall be limited to matters depicted in the Construction Documents which do not conform substantially to the approved Preliminary Plans or previously approved Constr6ction Documents for other stages of the Air Transportation Facility and Regional Visitors Center, or elements not presented in the approved Preliminary Plans, or which are violations of governmental statutes, local ordinances, codes, plans or regulations, or the JPA. If no response from the City Manager is delivered to the Parties within fifteen (15) days after the submission of such Construction Documents, or within five (5) 97- 416 1 s calendar days of any resubmission thereof as hereinafter provided, they shall be deemed approved, except that no violations of applicable laws, statutes, ordinances, codes, or regulations shall be deemed waived thereby. In the event of a disapproval, the Parties shall, within -a reasonable time from the date of its receipt of the notice of: - such disapproval, resubmit the Construction Documents, for that stage, to the City Manager altered to satisfy the grounds given for disapproval. The City Manager's determination of what constitutes matters that do not conform substantially to the approved Preliminary Plans or previously approved Construction Documents shall be final and conclusive. Any resubmission shall be subject to review and approval by the City Manager. Once the final Construction Documents for the Air Transportation Facility and Regional Visitors Center are approved by the City Manager, -the Parties shall submit them to the City's Building and Zoning Department, with notice to the City Manager of such submittal for final construction permitting. Section 10.8. Performance and Payment Bonds. The Parties shall require and procure from the contractor or contractors undertaking any part of the construction and equipping of the Improvements, performance and payment bonds in connection with each of the contracts. The Parties shall also require and procure from such contractor or contractors, waivers of all liens r or rights of lien for labor and materials furnished in the construction and equipping of the Improvements. Section 10.9. Insurance. The Parties shall require every such contractor to fumish insurance protecting the CITY, and the AUTHORITY and their respective commissioners, officers, agents, and employees, as their interests may appear, against any claim for personal injuries, -26. 97- 416 JIM 4!E'dFi°'�•��" death claims, and property damage that may be asserted because of the construction and equipping of the Project. The insurance required herein is to be of the type and in those amounts as may be determined by the City Manager. Section 10.10. Title to the Improvements. At all times during the term of this Interlocal Agreement, title to all Improvements located upon the Property, shall vest in the CITY, unless otherwise authorized by the City Commission. Section 10.11. CITY Property to Remain Free of Liens. The AUTHORITY shall have no power, or right to, and shall not in any way encumber the CITY'S fee simple interest in the Property. If any mechanics' liens shall at any time be filed against the Property, as a result of the actions of the AUTHORITY, or any of the subtenants, licensees, or concessionaires, the AUTHORITY shall promptly take and diligently pursue a cause of action to have the same discharged or to contest in good faith the amount or validity thereof, and if unsuccessful in such contest, to have the same .di-scharged. Section 10.12. Prompt Payment of Materialmen and Suppliers. The Parties shall cause to be made, prompt payment of all money due and legally owing to all persons doing any work, including subcontractors, or providing supplies and equipment in connection with the development, construction, reconstruction, or operation of the Improvements. Nothing in this section shall limit the right of the Parties to contest, in good faith,'by legal proceedings or otherwise, whether any amount claimed, or alleged to be due and owing to any such person is legallydue and owing, and the Parties may withhold payment of such amounts pending resolution of such dispute. -27- 97- 416 Section 10.13. Permits and Authorizations. The CITY shall assist the AUTHORITY and its subtenants, licensees and concessionaires in obtaining all other permits, certificates and authorizations needed for the construction of the Air Transportation Facility -and Regional Visitors Center. Any permits or other formal government approvals, when requested by the AUTHORITY from the CITY, will not be unreasonably withheld, delayed, or conditioned by the CITY. Section 10.14. Parking., The Parties may construct or cause to be constructed, at the Adjacent Area, as required by the Project, parking facilities. Section 10.15. Manner of Construction of Improvements Upon the Adiacent Area. In the event that the Parties develop or cause the development and construction of Improvements upon the Adjacent Area, all plans for such development and construction shall be reviewed and approved in the manner set forth in this Article, and all suph development.and construction shall be undertaken in accordance with the conditions set forth in this Article. ARTICLE 11 NOTICES Section 11.1. Method and Addresses. All notices, demands, or other writings required or allowed in this Interlocal Agreement must be In writing and shall be delivered or sent, with copies indicated, by personal delivery, certified mail, telefax or overnight delivery service to the Parties as follows (or at such other address as a Party shall specify by notice given pursuant to this Section) : -28- 9 %-- 416 TO THE CITY: WITH COPIES TO: CITY OF MIAMI ATTN: City Manager 3500. Pan American Drive Miami, Florida 33133 Telefax No. 305-285-1835 CITY ATTORNEY City'of Miami Miami Riverside Building, 9th Floor 444 S.W. 2nd Avenue Miami, Florida 33120 Telefax No. 305-416-1801 . MAYOR AND CITY COMMISSIONERS City of Miami 3500 Pan American Drive Miami, Florida 33133 TO THE AUTHORITY: MIAMI SPORTS AND EXHIBITION AUTHORITY City of Miami Miami Riverside Building, 9th Floor 444 S.W. 2n° Avenue Miami, Florida 33121 Telefax No. ARTICLE 12 IMPOSITIONS Section 12.1. Impositions as Additional Rent. The AUTHORITY shall include in all subleases, licenses or concession agreements an affirmative obligation on the part of the subtenant(s), licensee(s), or concessionaires) to pay and discharge, as they become due, any and all Impositions, promptly and before any fine, penalty, interest or cost may be added to such Imposition. -29- 97- 416 i. 1 ARTICLE 13 MAINTENANCE, REPAIR AND ALTERATIONS Section 13.1. Alterations, Improvements, and Chances Permitted. AUTHORITY shall have the right to effect or permit its subtenant(s) to effect all alterations, repairs, improvements and changes, and any alterations, repairs, improvements, that are necessary for the health, safety and welfare of the subtenants, licensees and patrons using the Property, or to preserve the structural integrity of the Air Transportation Facility and Regional'Visitors Center, or to effectuate improvements, or repairs that must be made to comply with provisions of this Interlocal Agreement or the JPA. Section 13.2. Maintenance. The AUTHORITY shall require its subtenant(s), licensees, and concessionaires, to maintain, at no cost to the CITY, all the Property demised under any sublease Agreement, and the Improvements to be constructed thereon, in a presentable condition consistent with good business practice, and in a safe, neat, clean and good physical condition. Section 13.3. Repairs. The AUTHORITY shall require its subtenant(s), licensees, and concessionaires, to repair, at no cost to the CITY, all the Property demised under any sublease Agreement, and the Improvements to be constructed thereon, in a presentable condition consistent with good business practice, and in a safe, neat, clean and good physical condition. Section 13.4 CITY'S Reservation of Rights. The CITY, reserves the right to take any action it considers necessary to protect -30- 97- 416 the aerial approaches of the airport against obstruction, together with the right to prevent the AUTHORITY or the Bureau or any other subtenant from erecting, or permitting to be erected, any building or other structures on the Property which in the opinion of the CITY, would limit the usefulness of the Air Transportation Facility or constitute a hazard to aircraft. ARTICLE 14 COMPLIANCE WITH APPLICABLE LAWS Section 14.1. Legal Requirements. During the term of this Interlocal Agreement, the Parties shall comply with all Applicable Laws. The AUTHORITY shall require all subtenants, licensees, concessionaires or management firms to comply with all Applicable Laws and shall require all subtenants, licensees, concessionaires or management firms, to obtain and maintain at no cost or expense to the CITY, all necessary permits and licenses that are required in connection with their operation of and use of the Property. ARTICLE 15 INSURANCE --- -- - Section 15.1 Property to be Insured. Prior to entering into any sublease agreement, license, concession, or management agreement, the AUTHORITY shall submit a copy of such proposed sublease agreement, license, concession, or management agreement to the City Manager for purposes of allowing the City Manager to review and, if deemed necessary and reasonable by the City Manager, to revise the insurance requirements set forth therein, which revisions shall then be included in the proposed sublease agreement, license, concession, or management agreement. The insurance to be required by the -31. 97- 416 { W_ AUTHORITY under any .sublease agreement, license, concession, or management agreement shall include the following coverage: (a) Property. Insurance against loss or damage to the Improvements resulting from. fire, windstorm, hail, lightning, vandalism, malicious mischief and such other perils ordinarily included in special causes of loss property forms, including coverage for flood, if available, and which insurance shall in all events cover all risks covered by policies commonly referred to as all risk policies. Such insurance shall be maintained in an amount not less than the full replacement cost of the Improvements including any costs which may be required to comply with Applicable Laws. (b) Liability. Commercial general liability insurance and liquor liability insurance which shall provide coverage against claims against the CITY or the AUTHORITY for bodily injury (including death) and property damage resulting directly or indirectly from any act, omission or activities pf the CITY or the AUTHORITY or any of its respective employees, agents, subtenants, licensee, concessionaires, invitees, patrons, or contractors, aggFegaie, and in such amounts as may be required by the CITY'S Risk Management Department, naming the CITY as an additional insured on. Additional Insured Designated Person or Organization form CG 2026 or its equivalent. (c) Workers' Compensation. Workers' Compensation insurance complying with the statutory limits of the State of Florida, including employer's liability with limits of in such amounts as may be required by the CITY'S Risk Management Department, $ earh—PeFsen by disease and $ d-seage n„!*-ry limit, to insure all persons or -32- 97- 416 u.y..,':.:i., t.. entities employed by the AUTHORITY or any of its subtenants, licensees, or concessionaires in connection with the Air Transportation Facility and the Regional Visitors Center and the Property. (d) Builder's Risk. During construction, in. addition to the other insurance coverage's required under this Article, builder's risk insurance under a special clause of loss property form, written on a completed value basis, in an amount not less than the projected total cost of construction of the Improvements as reasonably estimated by the AUTHORITY. (e) Additional Coverages. Such other insurance coverages as the CITY may from time to time reasonably require consistent with commercially reasonable practices and standards in the industry. Section 15.2. Provisions. (a) All policies of insurance referred to in this Article shall be in form and substance satisfactory to the CITY and the AUTHORITY, and issued by insurance companies satisfactory to the CITY and the AUTHORITY. The review and approval of the City Manager with respect to the insurance coverage required hereunder shall not be unreasonably delayed or witheld. (b) The AUTHORITY shall require that all of the premiums therefor be paid, and that such policies, or certificates thereof, are delivered to the CITY prior to the commencement of any construction or occupancy upon the Property, and at "least thirty (30) days prior to the expiration of any such policy, a certificate of insurance of the renewal policy shall be provided to the CITY. In the event the AUTHORITY fails to enforce the requirements of insurance herein called for or any of its subtenants, licensees, concessionaires or management firms fail to pay the premiums therefor, or to - 33 - 97- 416 deliver such policies, or certificates thereof, to the CITY, the CITY shall be entitled, -but shall have no obligation, to cause such insurance to be issued and pay the premiums therefor, which premiums shall be collected as additional rent payable to the AUTHORITY by its subtenants, licensees, concessionaires or management firms and after receipt of such payment the AUTHORIY shall reimburse the .CITY. (c) Each insurer shall by endorsement on its policy or by independent instrument furnished to the CITY provide that the CITY be given sixty (60) days written notice before any policy shall be altered or canceled. Any modification to the insurance requirements of this Interlocal Agreement shall require the prior written approval of the City Manager. (d) All required insurance shall be by valid and enforceable policies issued by financially sound insurance companies, rated not less than B= IX in Best's Rating Guide (most current edition) or other insurance companies agreed to by the CITY. (e) The proceeds payable under all the insurance required hereunder shall be made available to the Parties to be utilized as provided for under Article 16 below. ARTICLE 16 DAMAGE OR DESTRUCTION -A. Section 16.1. Adequately Insured Damage or Destruction. If the Improvements. are damaged or otherwise destroyed, and such damage or destruction was caused by a casualty covered and proceeds are paid under an insurance policy, such insurance proceeds (the "Insurance Proceeds") shall be deposited into the Insurance Trust Account, and concurrently with such deposit the -34- 97— 416 Parties shall deposit the applicable deductible into the Insurance Trust Account with disbursements to be made to the Parties in order to repair such damage or destruction as soon as reasonably possible, and this lhterlocal Agreement shall continue in full force and effect. The Parties shall commence the restoration as soon as reasonably possible following the damage or destruction, and 'shall use good faith efforts to diligently and continuously prosecute the restoration to completion. Such restoration shall be in accordance with and in compliance with all Applicable Laws and, if the plans are materially different from those used originally to construct the Air Transportation III Facility and Regional Visitors Center, the plans must be approved by the City Manager. All such restoration shall be performed by the Parties in accordance with the requirements set forth in Article 10. Section 16.2. Underinsured. If the Improvements are damaged or otherwise destroyed, and such damage or I destruction was caused by a casualty not covered under the insurance required by Article 15 of this Interlocal Agreement, or if so covered the Insurance Proceeds are insufficient to pay the costs of restoration the Parties shall cooperate with each other in locating and securing additional funds which may be available from other Public Agencies. In any event, the AUTHORITY shall within one hundred and twenty (120) r, days from such damage or destruction provide the CITY with written notice .. the AUTHORITY'S election either to utilize the Insurance Proceeds along with other funds . to pay the cost of restoration, or to terminate this lnterlocal Agreement. In the event that the AUTHORITY elects to utilize Insurance Proceeds and other funds to restore the Improvements, concurrently with such election, the AUTHORITY shall: (a) deposit the deductible amount into the Insurance Trust Fund, and (b) commit in writing to -35- 97- 416 deposit the amount of any deficiency into the Insurance Trust Fund and provide the CITY with evidence that the AUTHORITY has secured sufficient funds to cover the deficiency. The Parties shall commence the restoration as soon as reasonably possible following the damage or destruction, and shall use good faith efforts to diligently and continuously prosecute the restoration to completion. Such restoration shall be in accordance with and in compliance with all Applicable Laws and, if the plans are materially different from those used originally to construct the Air Transportation Facility and Regional Visitors Center, the plans must be approved by the City Manager. All such restoration shall be performed by the AUTHORITY in accordance with the requirements set forth in Article 10. Section 16.3. Damage or Destruction Occurring Toward End of Term. In case of damage or destruction of the Air Transportation Facility and Regional Visitors Center, or any of the other Improvements, occurring during the last five (5) years of the term of this Interlocal Agreement Term, and the damage is such that the cost of restoration is more than 75% of the full replacement cost of the Air Transportation Facility , then, eitheF the AUTHORITY-F the -GI#, either Party -may elect to terminate this Interlocal Agreement by written notice to the other within sixty (60) days after the occurrence of such damage or destruction, in which case the CITY shall be entitled to receive all the Insurance Proceeds, subject to any rights of any lender to receive the outstanding principal and interest on any construction loans which have been approved by the CITY, and any other existing contractual obligations including but not limited any existing Pursuant to any bonds issued by the AUTHORITY or the CITY and the rights which the subtenants may have under their respective subleases. -36- 97-- 416 'a. 1 ARTICLE 17 UTILITIES Section 17.1. Payment of Utilities. The AUTHORITY, shall cause to be paid, all charges for consumption of water, gas, heat, light, power, telephone service, and other public utilities of every kind furnished to the Property throughout the Iriterlocal Agreement Term, and all other costs and expenses of every kind whatsoever of or in connection with the installation use, operation, and maintenance of utilities at the Property. ARTICLE 18 GOVERNMENTAL PURPOSE AND FINANCIAL SUPPORT Section 18.1. Governmental Purpose and Financial Support. The conveyance of the leasehold interest in the Property under this Interlocal Agreement, and the Parties activities pertaining to planning, establishment, development, construction, improvement, maintenance and operation of the Air Transportation Facility and Regional Visitors Center, are public and governmental functions exercised for a public purpose. The CITY shall cooperate with and assist the AUTHORITY in all matters respecting the development and construction of the Project. Upon completion of the Project, the AUTHORITY shall be responsible for the leasing, management and operation of the Project, provided, however, that any liability incurred by the AUTHORITY in the leasing, management, and operation of the Project shall not be binding on the CITY unless the CITY has in writing, prior to the AUTHORITY incurring such liability, approved funding by the CITY for the payment thereof. -37- 97- 416 ARTICLE 19 ABSENCE OF THIRD PARTY BENEFICIARIES Section 19.1. No Third Party Beneficiaries. Nothing in this Interlocal Agreement, express or implied, is intended to (a) confer upon any entity pr person other than the Parties any rights or remedies under or by reason of this Interlocal Agreement as a third -party beneficiary, or otherwise; or (b) authorize anyone not a party to this Interlocal Agreement to maintain an action pursuant to or based upon this Interlocal Agreement. ARTICLE 20 'DEFAULT AND REMEDIES Section 20.1. Events of Default. The occurrence of any one or more of the following events is deemed an "Event of Default": (a) If the AUTHORITY defaults in the due and punctual payment of any installment of any Rent when due and payable in accordance with this Interlocal Agreement, and such default continues for more than Ten (10) days after the sum is due; LM If the CITY defaults in -the due and punctual payment of any funds when due and vavable to the AUTHORITY in accordance with this -Interlocal Agreement and such default continues for more than Ten (10) days after the sum is due; 0* UC In the event either Party defaults in the due performance or observance of any covenant or condition or provision, under this Interlocal Agreement, other than the payment of Rent, and such default continues for more than thirty (30) days after written notice of the default from the non defaulting Party. -38. 97- 416 W Section 20.2. Remedies. (a) If any Event of Default occurs, the Party not at fault shall have the right, to terminate this Interlocal Agreement upon (15) Fifteen days written notice. Section 20.3 No Waiver. The waiver (either expressed or implied by law) by either Party of any default -of any term, condition or covenant herein contained shall -not be a waiver of any subsequent default of the same or any other term, condition or covenant herein contained. No waiver made by either Party with respect to performance, or manner or time thereof, of any obligation of the other Party or any condition to its own obligation under this Interlocal Agreement shall be considered a waiver of any rights of the party making the waiver with respect to the particular obligations of the other. Party,- .or conditions -to its own obligation beyond those expressly waived, and to the extent thereof, or a waiver in regard to any other rights of the Party making the waivet,.,or in regard to any obligation of the other Party. Section 20.4 Remedies Cumulative. No remedy conferred upon or reserved to the CITY, or the AUTHORITY shall be considered exclusive of any other remedy, but shall be cumulative and shall be in addition to every other remedy given under this Interlocal Agreement or existing at ' law � or in equity or by statute; and every power and remedy given by this Interlocal Agreement to the CITY or the AUTHORITY may be exercised from time to time and as often as occasion may arise or as may be deemed expedient by the CITY or the AUTHORITY. No delay or omission of CITY or AUTHORITY to exercise any right or power arising from any default shall impair any right or power, nor shall it be construed to be a waiver of any default or any acquiescence in it. -39- 97- 416 Section 20.5. Unavoidable Delay. For the purpose of any of the provisions of this Interlocal Agreement, neither the CITY (including the City Manager) nor the AUTHORITY, as the case may be, shall be considered in breach of or -in --default in -any-.of its -obligations under this Interlocal Agreement in the event of Unavoidable Delay in the performance of any such obligations due to strikes, lockouts, acts of God, inability to obtain labor or materials due to governmental restrictions, availability, enemy action, civil, commotion, fire, unavoidable casualty, (not including such party's insolvency of financial condition), it being the purpose and intent of this paragraph that in the event of the occurrence of any such Unavoidable Delays the time or times for the performance of the covenants, and provisions of this Interlocal Agreements, shall be extended for the period of Unavoidable Delay; provided, however, that the Party seeking the benefit of the provisions of this Section shall, within thirty (30) days after such Party shall "gave become aware of such Unavoidable Delay, give notice to the other Party thereof, in writing of the cause or causes thereof, and the time anticipated to be delayed. ARTICLE 21 LEGAL COUNSEL Section 21.1. Legal Counsel. The City Attorney shall be the legal advisor of and attorney and counsel for the CITY, and for all matters related to the purpose of this Interlocal Agreement. The. AUTHORITY may utilize such other counsel as deemed appropriate subiect to approval by a four -fifth vote of the City Commission. .40. 97- 416 Ji i?y ��AT•��t s ARTICLE 22 ATTORNMENT BY SUBTENANT AND NON DISTURBANCE BY CITY Section 22.1. Cancellation or Termination of Interlocal Agreement. The cancellation or termination of this Interlocal Agreement by the Parties hereto, shall not interfere with any rights of subtenants under this Interlocal. Agreement, _ provided that: (i) such sublease agreements have been approved by the CITY; (ii) the subtenants are not in default under their respective agreements; (iii) and such subtenants enter into agreements with the CITY whereby such subtenants attorn to the CITY, assume all obligations and liabilities in connection with the portion of. the Property under their respective sublease agreement, including but not limited to: maintenance, repairs, Impositions, insurance and liability for damage, destruction and environmental contamination. ARTICLE 23 , MORTGAGE FINANCING AND ISSUANCE OF BONDS Section 23.1 Leasehold Mortgage. Provided that an Event of Default has not occurred and is not continuing, the AUTHORITY shall have the right, subject to the City Commission's approval, at any time and from time to time to encumber the leasehold estate created by this Interlocal Agreement and any Improvements by mortgage or other security instrument. :f ARTICLE 24 ENVIRONMENTAL Section 24.1 Environmental Warranty of AUTHORITY. The AUTHORITY shall include in all subleases, licenses, concession agreements and management agreements provisions whereby such third parties shall -ar - 91- 416 warrant and represent that they will not: (i) unlawfully use or employ the Property, or any of the facilities thereon to handle, transport, store, treat,. or dispose .of any hazardous wastes or substances, on the Property, to the -Inter s and (ii) will not knowingly conduct - , any activity on the Property in violation of any applicable Environmental Laws; (iii) and that any activity on or relating to the Property, and the operations of the Air Transportation Facilities will be conducted in full compliance with all Environmental Laws and all terms, conditions and requirements of any and all permits, licenses, consents, approvals, and authorizations of any federal, state, or local regulatory agencies or authorities. Nothing set forth herein above is intended to prohibit the AUTHORITY from authorizing subtenants, licensees, or concessionaires to undertake all activities in connection with the receipt, distribution, storage, handling, purchase, sale,,,," and dispensing of aviation fuel and other similar products for airport purposes. -4Z- 97- 416 r ARTICLE 25 MISCELLANEOUS Section 25.1. Section Captions The captions appearing in this Interlocal Agreement are for convenience only and shall in no way define, amplify, limit or describe the scope or intent of this Interlocal Agreement or any pact thereof. Section 25.2. Other Documents. The CITY and the AUTHORITY shall take all such actions and execute all such documents which may be reasonably necessary to carry out the purposes of this Interlocal Agreement, whether or not specifically provided for in this Interlocal Agreement. Section 25.3. Counterparts This Interlocal Agreement may be executed and delivered in two counterparts, each of which shall be deemed to be an original and both of which, taken together, shall be deemed to be one Interlocal Agreement. Section 25.4. Entire Agreement. This Interlocal Agreement, and the documents which are Exhibits to this Interlocal Agreement contain the sole and entire agreements entered into by the Parties with respect to their subject matter, and supersede any and all other, /Orior written, or oral agreements between them with respect to such subject matter. Section 25.5. Severability If any term, or provision of this Interlocal Agreement, or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Interlocal Agreement or the application of such term or provision to -43- 97- 416 N the persons or -circumstance other than' -those 'as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Interlocal Agreement shall be valid and be enforced to the fullest extent permitted by law. Section 25.6. Approvals and Consents. Wherever in this Interlocal Agreement the approval or consent of any party is required, it is. understood and agreed that such approval or consent will not be unreasonably withheld or delayed, unless the context specifically indicates otherwise. Section 2 This Interlocal Agreement shall be governed by the laws of the State of Florida. This Interlocal Agreement is subject to and shall be interpreted to effectuate its compliance with the Charter of the City of Miami. Section 25.8. Amendments. No amendment may be made to this Interlocal Agreement unless authorized by the City Commission and the AUTHORITY. Section 25.9 Waiver of Jury Trial. The parties hereby waive trial by jury in any action, proceeding or counterclaim brought by either of the parties hereto against the other on, or in respect of, any matter whatsoever arising out of or in any way connected with this Interlocal Agreement, the relationship of Landlord and Tenant hereunder, the AUTHORITY'S use or occupancy of the Property and/or any claim of injury or damage. Section 25.10 Quiet Enioyment. If the AUTHORITY pays the rents and other amounts due under the Interlocal Agreement, observes and performs all the terms, covenants and conditions hereof, the AUTHORITY shall peaceably and quietly hold and enjoy the Property for the Interlocal . 44 - 97- 416 ;tZ' Agreement Term, without interruption by CITY, subject to the terms and conditions of this Interlocal Agreement. Section 25.11 Surrender of Possession. Upon the expiration or earlier termination of the Interlocal Agreement pursuant to the provisions hereof, the AUTHORITY shall deliver to the CITY.possession of. the,...._., Property in good repair and condition, reasonable wear and tear excepted. Section 25.12 Attorney's Fees. In the event that legal action is taken by either party to enforce any of the provisions of this Interlocal Agreement, the prevailing party shall be entitled to reasonable attorney's fees in connection with any such action. ARTICLE 26 NO PERSONAL LIABILITY Section 26.1 Protection From Personal Liability. No obligation or liability of any kind or nature whatsoever incurred by or asserted against the AUTHORITY or the CITY in connection with this Interlocal Agreement or arising out of the Party's actions in connection therewith, shall in any manner whatsoever be a personal obligation or liability of any member of the AUTHORITY or any elected or appointed official of the CITY. IN WITNESS WHEREOF, the parties have executed this Interlocal Agreement at Miami, Florida on the day and year first above written. ATTEST: By: WALTER J. FOEMAN City Clerk CITY OF MIAMI, a municipal corporation of the State of Florida By: EDWARD MARQUEZ City Manager -as- 97- 416 ATTEST: MIAMI SPORTS AND EXHIBITION AUTHORITY By: By: APPROVED AS TO INSURANCE APPROVED AS TO, FORM AND REQUIREMENTS: CORRECTNESS: By: By: Risk Management Department A. QUINN JONES, III City Attorney Matson/interlocal.doc -46. 97 416 A i w IT �\yN 44, 0, k#v YrJ k-I I-Iletol - ,;;i "". i I : liG,"10K, , . too ti nxj %14 \ /IfiP411V i G+RII fl... 4 1 �ls•��r!�i:t': v z to City Of Miami Biscayne Bay Souihetn"• • •' Miami Yacht Parking. .•::: / Club -a Iternative proposeci locations..* ••••e•••s e•• ,� Visitbr Center • Seaplane Terminal I o . � e ®• e® r e Seaplanes e o Heliport Biscayne Bay EXHIBIT ewe Docking Facilities Property Boundary Public Boat Ramp Miami Outboard Club e' loan ■■ - - - - Q— e e •. u e to Miami Beach 1i i,. MIAMI MUNICIPAL AIRPORT AND VISITOR SERVICES CENTER LEGAL DESCRIPTION. - COMMENCE AT A POINT KNOWN AS P. T. STATION 25+50 OF THE OFFICIAL MAP OF LOCATION AND SURVEY OF A PORTION OF SECTION 8706, DESIGNATED AS A PART OF STATE ROAD A-1-A IN DADE.000NTY, FLORIDA AS.RECORDED IN PLAT BOOK 56 AT__ ...: _ . PAGE 71 OF THE PUBLIC RECORDS OF DADE COUNTY, FLORIDA, SAID POINT BEING THE POINT OF TANGENCY OF THE CENTERLINE OF THE MOST NORTHERLY CURVE OF GENERAL DOUGLAS MACARTHUR CAUSEWAY, RUNNING SOUTHEASTWARDLY FROM THE NORTHWESTERLY CORNER OF WATSON ISLAND AND HAVING A RADIUS OF 1432.49 FEET AND A CENTRAL ANGLE OF 62A 00' 00"; THENCE RUN SOUTH 60A 52' 45" WEST, ALONG THE RADIAL LINE OF THE ABOVE MENTIONED CURVE FOR A DISTANCE OF 65.00 FEET TO THE SOUTHWESTERLY RIGHT OF WAY LINE OF SAID MACARTHUR CAUSEWAY, THENCE SOUTH 29A 07' 15"•EAST ALONG SAID SOUTHWESTERLY RIGHT OF WAY LINE FOR A DISTANCE OF 149.85 FEET TO THE POINT OF BEGINNING OF THE 'PARCEL TO BE DESCRIBED; THENCE CONTINUE SOUTH 29A 07' 15' EAST ALONG SAID RIGHT OF WAY FOR A DISTANCE OF 857.55 FEET TO A POINT OF TANGENCY; THENCE CONTINUE ALONG SAID RIGHT OF WAY LINE AND ALONG A CIRCULAR CURVE CONCAVE TO THE NORTHEAST HAVING A RADIUS OF 1974.88 FEET, A DELTA ANGLE OF 15^08117" FOR AN ARC DISTANCE OF 521.77 FEET TO ITS INTERSECTION WITH THE NORTHERLY RIGHT OF WAY LINE OF THE OLD A-1-A ; THENCE CONTINUE ALONG SAID RIGHT OF WAY AND CURVE A DELTA ANGLE OF 19A 38'58' FOR AN ARC DISTANCE OF 677.28 FEET TO A POINT OF TANGENCY OF THE SOUTHERLY RIGHT OF WAY LINE OF MACARTHUR CAUSEWAY; THENCE SOUTH 26A 05' 30" WEST FOR A DISTANCE OF 144.46 FEET TO ITS INTERSECTION WITH THE NORTHEASTERLY LINE OF THE MAIN SHIP CHANNEL AS SHOWN ON THE CITY OF MIAMI ZONING MAP SHEET NUMBER 22 SAID NORTHEASTERLY LINE BEING SHOWN AS BEING 200 FEET NORTHEASTERLY FROM THE CENTERLINE OF THE MAIN SHIP CHANNEL AS PER THE U.S. CORPS OF ENGINEERS COORDINATE SHEET FROM CHANNEL P. I. IV TO CHANNEL P.I. V ; THENCE ALONG SAID NORTHEASTERLY LINE NORTH 63A53'42" WEST FOR 2,854.77 FEET TO ITS INTERSECTION WITH THE EASTERLY LIMITS OF A DADE COUNTY PROPERTY AS PER OFFICIAL RECORDS 2454 AT PAGES 77 TO 79 OF THE PUBLIC RECORDS OF DADE COUNTY, FLORIDA; THENCE NORTH 31A46'31" WEST ALONG SAID BOUNDARY FOR A DISTANCE OF 45.80 FEET TO ITS INTERSECTION WITH THE SOUTHEASTERLY LINE OF THE PARCEL KNOWN AS THE "ENTIRE PARCEL " , WESTERLY PORTION OF WATSON PARK, THENCE NORTH 73A56' 26' EAST ALONG SAID SOUTHEASTERLY LINE FOR A DISTANCE OF 1433.07 FEET TO THE POINT OF BEGINNING. CONTAINING 30.9670 ACRES MORE OR LESS. UPLAND AREA: 22.7858 ACRES MORE OR LESS SUBMERGED LANDS AREA: 8.1812 ACRES MORE OR LESS 97- 416 EXHIBIT-Ce- 6-03--1997 1 2 : S3PM June -3, 1997 FF �1GMCVB 30SS392997 a R E A T a R MMMI CONVENTION &VISITORS BUREAU " L' urism is Everybod s Business Mayor Joe Carollo and Commission City of Miami 3500 Pan American Drive Miami, FL 33133 Dear Mayor Carollo and -Commissioners: It is with great pleasure that I write to inform you that the Greater Miami Convention & Visitors Bureau (Bureau) is interested in pursuing a lease agreement with the Miami Sports and Exhibition Authority (Authority). Our intention is to be a subtenant of the Authority and participate in the construction of a world class Regional Visitors Center on Watson Island. Further, it is our intention to operate the facility upon its completion. We look forward to sitting down with your staff and negotiating the details of the project yet to be worked out. When your staff is at a point that they are ready to begin discussing the details of the lease, please have them call my office to arrange a convenient time. Sin y Merrett R. Stierheim President & CEO I q ;),); - I q t tl; 701 13rickell Avenue, Suite 2700, Miami, Florida 33131 (3051639-3000. Fax (305) 539-3113 P. 2 97- 416 EXHIBIT qua February I992 WPI No:6RZn47 �. Fund: n n - SAMAS Approp: 088800 - -----_ Function: u7 SAMAS Oq.-. nn50 Job No: R7nQg-U n . Federal No: Org. Code 55nti7no01;78 Contract No: 21G Vendor No.F-596000375010 STATE OF FLOIZIDA DEPARTMENT OF TRANSPORTATION - - _.. , " PUBLIC TRANSPORTATION JOINT-PAR77CIPATTQIV AGREEMENT THIS AGREEMENT, made and entered into this day of I9 13 by and between the STATE OF FLORIDA DEPARTMENT OF 7R4NSP0RTA770N, an agency of the State'of Florida, hereinafter called the Department, and the City of Miami hereinafter called the Agency. WITNESSETR- W11WAS, the Agency has the authority to enter into said Agreement and to undertake the project hereinafter nafter descr'`nbed, and the Department has been granted the authority to function adequately in all areas of appropriate jurisdiction- including the'implementatum of an integrated and balanced transportation system and is authorized under F.S. 33?_.QQ6ifiJ to enter into d s•Agreement; NOW, THEREFORE, inconsideration of the mutual covenants, prondsesand representations hero, the parties agree as follows: 1.00 Purpose of Agreement: The purpose of this Agreement isto conduct a Master Plan Study for the proposed Air Transportation Service Facility at Watson Island, Miami, Florida .:s and as further described in EAibiKsl _ A-B-C attadW hereto and by this reference made a part hereof, hereinafter called the project, and to provide Departmental financial assistance to the Agency and state the terms and conditions upon which such, assistance will be provided and the understandings as to the manner in which the project will be undertaken and completed. I 0. RETun -IG FOR Fl R01EIR REVIEW, PLEASE IDENTIFY AS EXHIBIT-K. # 9.7- 416 w , February 1992 2.00 Accomplishment of the Project: 2.10 General Requirements: The Agency shall commence, and complete the project as described in Exhibit "A" with all practical dispatch, in a sound, economical, and efficient manner, and in accordance with the provisions herein, and all applicable laws. 220 Pursuant to Federal, State; anii Lacal Lava: In'the event that any election, referendum, approval, permit, notice, or other proceeding or authorization is requisite under applicable law to enable the Agency to enter into this Agreement or to, undertake the project hereunder; or to observe, assume or carry out any of The provisions of the Agreement, the Agency will initiate and consummate, as provided by law, all actions necessary with respect to any such matters so requisite. 2.30 Funds of the Agency: The Agency shall initiate and prosecute to completion all proceedings necessary including federal aid requirements to enable the, Agency to provide the necessary funds for completion of the project. 2.40 Submission of Proceedings.. Contracts and Other Documents: The Agency shall submit to the Department such data, reports, records, contracts and. other documents relating to the project as the Department may require as listed in Exhibit "C". 3.00 Project Cost: The total estimated cost of the project is $_U0.000'.00 This amokn is based upon the estimate summarized in Exhibit "B" and by this reference made a part hereof. •The Aggcy,agrees to bear all expenses in excess of the total estimated cost of the project and any deficits -involved, 4.00 Department Participation: The Department agrees to maximum participation, including contingencies, in the project in the amount of S 7 . Sco _Cib as detailed in Exhibit "B or in an amount equal to the percentages) of total project wd shy is Exhab&B-, =Wdawa is Ins. 4.10 Project Cost Eligibility: Project costs eligible for State participation mall be allowed only from the date of this Agreement. It is understood that State participation in eligible projectzostris subject to: a) Legislative approval of the Department's appropriation request in the work program year that the project is scheduled to be committed b) The understanding that disbursement of funds will be made in accordance with the balanced thirt six (36) month cash forecast; c) Availability of funds as stated in paragraph 17.00 of this Agreement; d) Approval of all plans, speeificataons, contracts or other obligating documents and all other terms of this Agreement; e) Department approval of the project scope and budget (Exhibits A & B) at the time appropriation authority biomes available - en Front End Funding: Front end funding $� (is not) applicable. If applicable, the Dgm*ne, t may initially pay 100% of the total allowable incurred project costs up to an amount equal to its total share of participata n as shown in paragraph 4.00. 5.00 Retainage: Retainage M (is not) applicable if applicable, N/A percent of the Department's total share of participation as shown in paragraph 4.00 is to be held in retainage to be disbursed, at the Department's discretion, on or before the completion of the final project audit. .2 97- 416 February 1992 6.00 Project Budget and Disbursement Schedule: 6.10 The Project Budget: Prior to the execution of this Agreement, a project budget, shall be prepared " - by the Agency and approved by the Department, The Agency shall maintain said budget, carry out the project and shall incur obligations against and make disbursements of project funds only in conformity with the latest approved budget for the project. The budget. may be revised periodically, and if revised, a copy of the revision should be forwarded to the Comptroller.- No budget increase or decrease shall be effective un/ass It complies with fund participation requirements established in paragraph 4.00 of this Agreement and is approved by the Department Comptroller. 6.20 Schedule of Disbursements: The Agency shall provide the Department with a time -phased schedule of the Department funds to be expended an the project. This schedule shall show estimated disbursements for the entire term of the project by quarter of fiscal year. 770 schedule may be divided by project phase where such division is determined to be appropriate by the Department. Any sign ftcant deviation from the approved schedule in Exhibit "B" requires submission of a supplemental schedule by the Agency. 7.00 Accounting Records: 7.10 Establishment and Maintenance of Accounting Records: The Agency shall establish for the project,, in conformity with uniform requirements that may be established by Department program guidflines/procedures and Generally Accepted Governmental Accounting Standards (GAGAS) to faa7itate the admin' ation of the financing program, separate accounts to be maintained within its existing accounting system or establish independent accounts. Such accounts are referred to herein collectively as the 'project account'' The project account shall be made available upon request by the Department any time during the period of the Agreement and for fee years after final payment is made. 720 Funds Received Or Made Available for 77ne Project: The Agency shall appropriately record in the project account, and deposit in a bank or trust company which is.a member of the Federal Deposit Insurance Corporation, all payments received by it from the Department pursuant to this Agreanent and all other funds provided for, accruing to, or otherwise received on account of the project, whieln••Department payments and other funds are herein collectively referred to as "project fiends'. The Agency shall require depositories of project funds to secure continuously an& fully all project funds in excess of the amounts -insured under federal plans, or under State plans which have been -approved for the deposit of project funds by theDeparh=t, by the deposit or -setting -- aside of collateral of the types and in the manner as prescribed by State law for the security of public funds, or as approved by the Department. Incurred for the Project: The Agency shalF-chargr to-Eheyrojxt account all eligible costs of the project. Casts in excess of the latest approved budget or attributable to actions which have not received the required approval of the Department shall not be considered eligible costs. 7.40 Documentation of Project Costs: All costs charged totheprgert,including anyapprovedservices contributed by the Agency or others, shall be supported by properly executed payrolls, time records, invoices, contracts, or vouchers evidencing in proper detail the nature and propriety of the charges. 7.50 Checks, Orders, and Vouchers: Any check or order drawn by the Agency with respect to any ifem which is or will be chargeable against the project account will be drawn only in a=rdance with a properly signed voucher then on faze in the of flu of the Agency stating in proper detail the purpose for which such .check or order is drawn. All checks, payrolls, invoices, contracts, vouchers, orders, or o0wlaccwfing documents pertaining in whole or in part to the project shall be clarrly identified, readily accessible, and, to the extant feasible, kept separate and. -apart from all other such documents. - -- _ 97— 416 February I992 7.60 Audit Reports: The Agency shall provide to the Department for each of its fiscal years for which the project account remains open, an audit report prepared either by its official auditor or audit agency or an independent certified public accountant, reflecting the use of the funds of the Department, the Agency, and those from any other source with respect to the project. Audits shall be performed in accordance with generally accepted government auditing standards contained in the Standards for Audit of Governmental 0rganizati2M Pra amns Activities and Functions, issued by the LI. S. General Accounting Office and OMB Circulates A-128 or A-133 where applicable. The Agency shall require its auditors to include in their report a schedule of project assistance as described in Exhibit "A", Special Considerations. 7.70 Insurance: The Agency shall corny property and casualty insurance on project equipment and.. — - facilities and provide evidence of said insurance for the project amount stated in paragraph 4.00 of this Agreement. If this Agreement is for purchase of land, the Department mdy waive or modify this section with an Exhi t "C". 8.00 Requisitions and Payments: 8.01 Bills for fees or other compensation for services or expenses shall be submitted in detail sufficient for a proper preaudit and postaudit thereof. 8.02 Bills for any travel expenses shall be submitted in accordance with Chapter 112.061 F.S. The Department may establish rates lower than the maximum provided in Chapter 112.061 Florida Statutes. 8.03 If, after project completion, any claim is made by the Dgw*nmt resulting from an audit or JW work or services performed pursuant to this agreement, the Department- my offset such amount from payments due for work or services done under any public transportation joint particiation agreement which it has with the Agency owing such amount if, upon demand, payment of the amount is not made -within sixty (60) days to the Department. . . 8.04 Offsetting any amount pursuant to section 8.03 shall not be considered a breach of contract,by the Department. 8.10 Preliminary Action by the Agency. In order to obtain any Department funds, the Agency shall: 8.11 With respect to property acquired, file with _the Department of Transportation, District Six 2, South Miami Av flit . Miami Florida, 31 i 40 its requisition on a forma or forms pressed by the Department, and such other data pertaining to the project account (as d , n ao �, .7.10 hereof) and the project as the Department may-rap&r,-ioIustify amid support the payment requisitions, including. (1) the date the Agency acquired the property, (2) a statement by the Agency certifying that the Agency has acquired said property and= (3) if the requisition coves the acquisition of real property, ' A. a statement by the Agency certifying that the Agency has acquired said/" , real property, and actual consideration paid for real property. B. a statement by the Agency certifying that the appraisal and acquisition of the real property together with any attendant relocation of occupants was accomplished in compliance with all faieral laws, rules and procedures squired by any federal oversight agency and with all state laws, rules and procedures tkat may'apply to the Agency acquiring the real property: - 4 97- 416 February 1992 7.60 Audit Reports: The Agency shall provide to the Department for each of its fiscal years for which the project account remains open, an audit report prepared either by its official auditor or audit agency or an independent certified public accountant, reflecting the use of the funds of the Department, the Agency, and those from any other source with respect to the project.. Audits shall be performed in accordance with generally accepted government auditing standards contained in the Standards for Audit of Governmental Organizations, Mg arms Activities and Functions, issued by. the U. S. General Accounting Office and OMB Circulares A-128 or A-133 where applicable. The Agency shall require its auditors to include in their report a schedule of project assistance as described in Exhibit "A",.Special Considerations.-.- - 7.70 Insurance: The Agency shalt carry property and casualty insurowe -on • prOI'Wt equipment • and _ facilities and provide evidence of said insurance for the project amount stated in paragraph 4.00 of this Agreement. If this Agreement is for purchase of land, the Department may waive or modify this section with an Exhibit "C". 8.00 Requisitions and Payments: 8.01 Bills for fees or other compensation for services or expanses shall be submitted in detail sufficient for a proper preaudit and postaudit thereof. 8.02 Bills for any travel expenses shall be submitted in accordance with Chapter 112.061 F.S. The Dep, rtment may establish rates lower than the maximum provided in Chapter 112.061 Florida Statutes. 8.03 If, after project completion, any claim is made by the Department resulting from an audit or Jbi work or services performed pursuant to this agreement, the Department may offset such amount from payments due for work or services done under any public transportation joint particiation agreement which it Am with the Agency owing such amount if, upon demand, payment of the amount is not made within sixty (60) days to the Department. 8.04 Offsetting any amount pursuant to section 8.03 shall not be amsidered a bra3ch of contract -by the Department. — - — - 8.10 Preliminary Action by the Agency: In order to obtain any Department funds, the Agency shalk 8.11 With respect to property acquired, file with theDepartmentof Transportation, - District_,$.iY . 602 Snuth Miami AveaLe Miami Florida, I'll 30 its requisition on a forms or forms prescribed by the Department, and such other data pataining to the project account (as defined i_ 'nTvar ;gwpph.7.10 hereof) and the project as the Department may requir"Justi fy and support the payment requisitions, including: (1) the date the Agency acquired the property, (2) a statement by the Agency cati%frog that the Agency has acquired said property and? (3) if the requisition covers the acquisition of real property; ' A. a statement by the Agency certifying that the Agency has acquired said real property, and actual consideration paid for real property. B. a statement by the Agency certifying that the appraisal and acquisition of the real property together with any attendant relocation of occupants was accomplished in compliance with all federal &m, rules and procul"ures required by any federal oversight agency and with all state lawn, rules and procedures - - tltarmayapply to the Agency acquiring the real property: - 4 97— 416 .IiS�ryf�l'.ri�l t February I992 8.12 Comply with all 'applicable provisions of this Agreement. 8.20 The Departm att's Obligations: Subject to other provisions hereof, the Department will honor such requisitions in, amounts and at times deemed by the Department to be proper to ensure the carrying out of the project and payment of the eligible costs. However, notwithstanding any other provision of this Agreement, the Department may elect by notice in writing not to make a payment on the project account it. 8.21 Misrepresentation: The Agency shall ham made misrepresentation of a material nature in its application, or any.supplement.therdo. or amendment thereof, or in or with.respect to any document of data furnished therewith or purst�ant hereto; 8.22 Litigation: There is then pending litigation with respect to the performance by the Agency of any of its duties or obligations which may jeopardize or adversely affed the project, the Agreement, or payments to- the project; 823 Approval by Department: The Agency shall have taken any action pertaining to the project which, under this agreement, requires the approval of the Department or has made related expenditure or incurred related obligations without having bean advised by the Department that same are approved, . 1 824 Conflict of Interests: T7nerehas been any violation of the conflict of inferastprovisions • ' contained herein; or 825 Default: The Agency has been determined by the Department to be in default under any of the provisions of the Agreement. 826 Federal Participation Qf Applicable): The Department may suspend or terminate the financial assistance of this grant if any federal agency providing faieral financial assistance for the project determines that the purposes of the statute under which the project is authorized would not be adequately served by continuation of federal financial assistance to the project. — - 8.30 Disallowed Costs: In determining the amount of the payment, the Department will exclude all projects costs incurred by the Agency prior to the effective date of this Agreement, costs which are not provided for in the latest approved budget for the project, and costs atfrnbufable to goods or services received under a contract or other arrangements which have not been approved in writing by the Department. 9.00 Termination oasperation Uf'Project:- 9.10 Termination or Suspension Generally: If the Agency abandons or, before completion, finally discontinues the project; or if, by reawn.of any of the events or conditions set forth in paragraphs 821 to 8.26 inclusive, or for any other reason, the eommencament, prosecution, or timely completion of the project by 14 Agey is rendered improbable, infeasible, impossible, or illegal, the Department ivill, by written notice to the:Ageney, suspend any or 411 of its obligations under this Agreement until such time as the event or condition resulting in such suspension has ceased or been corrected, or the Department may terminate any or all of its obligations under this Agreement. 9.11 Action Subse upmt to Notice of Termination or Suspension. Upon receipt of any final termination or suspension notice under this paragraph, the Agency sMI proceed promptly to carry out the actions required therein which may include any or all of the following. (1) necessary action to terminate or suspend, as the case may, be, project activities and contracif and such other action as may beaquired 9;7-- 416 k. l February I992 or desirable to keep to the minimum the costs upon the basis of which the financing is to be computed; (2) furnish a statement of the project activities and contracts, and other undertakings the cost of which are otherwise includable as project costs; and (3) remit to the Department such portion of the financing and any advance payment previously received- as. is determined by the Department to be due under the provisions of the Agreement. The termination or suspension shall be carried out in conformity with the latest schedule, plan, and budget as approved by the Department or upon the basis of terms and conditions imposed by the Departmen t. upon the failure of the Agency to furnish the.schedule, plan, and budget within a reasonable time. The approval of a remittance by the Agency or the closing out of federal financial — • participation in the project shall not constitute a waives of any claim which the Department may otherwise have arising out of this Agreement. 9.12 The Department reserves the right to unilaterally cancel this Agreement for refusal by the contractor or Agency to allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119 Florida Statutes and made or received in conjunction with this Agreement. 10.00 Remission of Project Account Upon Completion of Project: Upon completion of the project, and affer payment, provision for payment, or reimbursement of all project costs payable from the project account is made, the Agency shall remit to the Department its share of any unexpended balance in the project account. 11.00 Audit and Inspection: The Agency shall permit, and shall require its contractors to permit, the Dep►zrrtinent's authorized representatives to inspect all work, materials, payrolls, records, and to audit the books, rec"aand accounts pertaining to the financing and development of the project. 12.00 Contracts of the Agency: 1210 Third Party Agreements: Except as otherwise authorized in writing by the Department, the Agency shall not execute any contract or obligate itself in any manner requiring the disbursement of Department joint participation funds, including consultant or construction contracts or amendments thereto, with any third party with respect to the project without the written approval of the Department. Failure to obtain such approval shall be sufficient cause for nonpayment by the Department as provided in paragraph 8.23. The Department sped Tkc ally reserves unto itself the right to review the qualftations of any consultant or contractor and to approve or disapprove the employment of the same. 1220 Compliance with Consultants' Competitive Negotiation Act: It is understood and agreed by the parties hereto that participation by the Department in a project with an Agency, where said project involves a consultant contract for engineerin& architecture or surveying services, is contingent on the Agency complying in -MFwith-provisions of Section 287.055, Florida Statutes; Corwalt=is—Competitive Negotiation Act. At the discretion of the Department , the Agency Will involve the Department in the Consultant Selection Process for all projects. In all cases, the Agency's Attorney shall certify to the Department that selection has been accomplished in compliance with the Consultant's Competitive Negotiation AcE 1230 Minority Business Enterprise (MBE) Policy and Obligation: 1231 MBE Policy: It is the policy of the Department that minority business enterprises as defined in 49 CFR Part 23, as amended, shall have the maxinncrn opportunity to participate in the performance of contracts financed in whole or in part with Department funds under this Agreement. The MBE requirements of 49 CFR Part 23, as amended, apply toAVLAgreemmE 1232 MBE Obligation: The Agency and its contractors agree to ensure that Minority Business Etaierprises as defined in 49. C.F.R Part 23; as amended, have the hiax mum opportunity to participate in 6 97— 416 February I992 the performance of contracts and this Agreement. in this regard, all recipients, and contractors shall take all necessary and reasonable steps in accordance with 49 C.F.R. Part 23, as amended, to ensure that the Minority Business Enterprises have the maximum opportunity to compete for and perform contracts. Grantees, recipients and their contractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of Department assisted contracts.. 12.33 Disadvantaged Business Enterprise (DBE) Obligations:lf Urban Mass Transportation Administration or Federal Highway Administration Funding is a part of this project, the Agency must comply with Subpart (E) of.CFR 49, Part 23, as amended.' 13.00 Restrictions, Prohibitions, Controls, and Labor Provisions: - 13.10 Equal Employment Opportunity: In connection with the carrying out of any project, the Agency shall not discriminate against any employee or applicant for employment .beaause of race, age, creed, color, sex or national origin. Thi Agency will take affirmative action to ensure that applicatats are employed, and that employees are treated during employment, without regard to their race, age, creed, color; sex, or national origin. Such action shall include, but not be limited to, the following. Employment upgrading, demotion, or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Agency shall insert the foregoing provision modifud only to show the particular contractual relationship in all its contracts in connection with the development of operation of the project, except contra�ts for the standard commercial supplies or raw materials, and shall require all such contractors to insert a similar provision in all subcontracts, except subcontracts for standard commercial supplies or ram materials. What the project involves installation, construction, demolition, removal, site improvemernt, or similar work the Agency shall post, in conspicuous places available to employees and applicants for employment for project work notices to be provided by the Department setting forth the provisions of the nondiscrimination clause. 1320 Title VI - Civil Rights Act of 1964: The Agency will comply zaa all the requirementsimposed by Title"VI of the Civil Rights Act of 1964 (78 Statute 252), the Regulations of the Federal Department of Transportation issued thereunder, and the assurance by the Agency pursuant thereto. 13.30 Prohibited Interests: Neither the Agency nor any of its contractors or their subcontractors shall entei into any contract, subcontract, or arrangement in connection with the project or any property included or planned to be included in the project, in which any member, officer, or employee of the Agency or the locality during his tenure or for two years thereafter has any interest, direct or indirect. If any such present or former member, officer, or employee involuntarily acquires or had acquired prior to the beginning of his tenure any such intaest, and if such interest is immediately disclosed to the Agency, the Agency zoith prior approval of the Department, may waive the prohriiiiibn contained in this subsection: Provided, that or employee shall not participate in any action by the Agency or the locality relating to such contract, subcontract, or arrangement. The Agency shall insert in all contracts entered into in connection with the project or any property includsd or planned to be included in any project, and shall require its contractors to insert in each of their subcontrayts, the following provision: "No member, offua, or employee of the Agency or of the locality durum his tenure or for two yam. thereafter shall have any interest, direct or indirect, in this contact or the proceeds thereof.". The provisions -of this subsection shall not be applicable to any agreement between the Agency and its fiscal depositories, or to any agreement for utility services the rates for which are fired or controlled by a Governmental agency` .- 7 9?- 416 February 1992 13.40 Interest of Members of, or Delegates to, Congress: No member or delegate to the Congress of the United States shall be admitted to any share or part of the Agreement or any benefit arising therefrom. 14.00 Miscellaneous Provisions:. 14.10 Environmental Pollution: All Proppwis, Plans, and SPacq cations for the acquisition, construction, reconstruction, improvement of facilities or equipment, shall be presented 10 the Department for review. In rendering such review, the Department shall determine whether such facility or equipment is designed and equipped to prevent and control environntental pollution: 14.20 Department Not Obligated to Third Parties: The Department shall not be obligated or liable hereunder to any party other than the Agency. 1430 When Rights and Remedies Not Waived:• In no event shall the making by the Department of any payment to the Agency constitute or be construed as a waiver by the Department of any breach of covenant or any default which may then exist, on the part of the Agency, and the making of such payment by the Department while any such breach or default shall exist shall in no way impair or prejudice any right or randy available to the Department with respect to such breach or default. 14.40 How Agreement Is Affected by Provisions Being Held Invalid: If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected. In such an instance the remainder would 16 continue to conform to the terms and requirements of applicable law. -14.50 Bonus or Commission: By execution of the Agreement the Agency represents that it has not paid and, also, agrees not to pay, any bonus or commission for the purpose of obtaining an approval of its application for the financing hereunder. 14.60 State or Territorial Law: Nothing in the Agreement shall require the Agency to observe or enforce compliance with any provision thereof, perforate any other act or do any other thing in contravention 'of any applicable State law. Provided, that if any of the provisions of the Agreement violate any applicable•Staie law, the Agency will at once notify the Department in writing in order that appropriate changes and modifications may be 'made'by the Department and the Agency to the end that the Agency may proceed as soon as possible with the project. 14.70 Use and Maintenance of Project Facilities and Equipment: TheAgencyagrees that the project facilities and equipment will be used by the Agency to provide or support public transportation for the period of the us4iiHif"f-such facilities' and equipment as determined in accordance-with-gaheral accounting principles and approved by the Department. The Agency further agrees to mains in the project facilities and equipment in good working order for the useful life of said facilities or equipment: 14M Property Records: The Agency agrees to maintain property records, conduct physical inventories and develop control systems as required by 49CFR Part 18, when applicable 14.80 Disposal of Project Facilities or Equipment: If the Agency d46ses of any project facility or equipment during its useful life for any purpose except its replacement with Wz facility or equipment for public transportation use, the Agency will comply with the terms of 49CFR Part 18 relating to property management standards. The Agency agrees to remit to the Department it proportional amount of the proceeds from the disposal of the facility or equipment. Said, proportional amount shall be determined onW basis' of the ratio of the Department financing of the fachHty'or equipment as provided in this Agreement. 8 97-- 416 w s February 1992 1490 Contractual Indemnity: To the extent permitted bylaw, the Agency shall indemnify, defend, save, and hold harmless the Department and all its officers, agents or employees from all suits, actions, claims, demands, liability of any nature whatsoever arcing out of, because of, or due to breach of the Agreement by the Agency or its subcontractors, agents or employees or due to any negligent act, or occurrence of omission or commission of the Agency, its subcontractors, agents or employees. Neither the Agency nor any of its agents will be liable under this section for damages arising out of injury or damage to persons or property directly caused or resulting from the sole negligence of the Department or any of its officers, agents or employees. The parties agree that this clause shall not waive the benefits or provisions of Chapter •76&28-Florida•Statutes or any similar provision of law. 15.00 Plans and Speeificationat.rn-the.e9ent.that this:Agreement involves. the purchasing -of capital equipment or the constructing and equipping of facilities, the Agency ahall submit to the Department for approval all appropriate plans and specifications covering the project. The Department will review all plans and specifications and will issue to the Agency written approval with any approved portions of the project and comments or recommendations concerning any remainder of the project deemed appropriate. After resolution of these comments and recommendations to the Department's satisfaction, the Departmaent wall issue to the Agency written approval with said remainder of the project. Failure to obtain this written approval shall 6e sufficient cause for nonpayment by the Department as provided in paragraph 8.23. 16.00 Agency Certification: The Agency will certify in writing prior to project closeout that the project was completed in accordance with applicable plans and specifications, is in place on the Agency fatality, that adequate title�isjn the Agency and that the project is accepted by the Agency as suitable for the intended purpose. :17.00 Appropriation of Funds: 17.10 The State of Florida's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. 17.20 Multi -Year Commitment: in the event this Agreement is in exrtss of $25,000 and has a term for a period of more than one year, the provisions of Chapter 339.I35(7)(a), Florida Statutes, are hereby incorporated. - ;'(a) The Department, during anyPascal year, shall not expand money, incur any liability, or enter ' into any contract which, by its terms involves the expenditure of money in excess of the amounts budgeted as available for expenditure during such focal year. Any contract, verbal or written, made in violation of -this -subsection shall.be.null and void, and no- money shall. be.paid.thereon. ... . The Department shall require a statement from the comptroller of the Department that funds are available prior to entering into any such contract or other binding commitment of funds. Nothing herein shall prevent the making•of contracts for a period exceeding one year, but any contract so made shall be executory only for the value of the services to be rendered or agreed to be paid for in succeeding fiscal years, and this paragraph shall be incorporated verbatim in all contracts of the Department which are ]bran amount in excess of twenty-five thousand dollars and having a -term for a period of more than one year." !, 18.00 Expiration of Agreement: The Agency agrees to complete the project on or before June 30, 1995 . If the Agency does not complete the project within this time period, this Agreement will expire unless an extension of the time period is requested by the Agency and granted in writing by the District Secretary, District Six • . Expiration of this Agreement will be considered termination of the project and the procedure established in paragraph 9.00 of this Agreement shall•be initiated. ---- 9 _. 9'7- 416 a: February 1992 19.00 Agreement Farmat: All words used herein in the singular form shall extend to and include the plural. All words used in the plural form shall extend to and include the singular. All words used in any gender shall extend to and include all genders. 20.00 Execution of Agreement: This Agreement may be simultaneously executed in a minimum of two counterparts, each of which so executed shall be deemed to be an original, and such counterparts together shall constitute one in the same instrument. - 21.00 Restrictions on Lobbying: 21.10 Federal: The Agency agrees that no federal appropriated funds hade been paid or will be paid by or on behalf of the Agency, to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, thexna,Fing of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renem 1, amendment or modification of any federal contract, grant, loan or cooperative agreement. If any funds other than federal appropriated funds have been paid by the Agency to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this joint Participation Agreement, the un4rsoed shall complete and submit StandardForm-L.LL, "Disclosure Form to Report Lobbying,• in accordance wi th' i is instructions. The Agency shall require that the language of this section be included in the araard documents for all suba=rds at all tiers (including subcontracts, subgrants, and contracts under grants, loans and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. 21.20 State: No funds received pursuant to this contract may be expended for lobbying the 6gislature or a state agency. 22.00 Vendors Rights: Vendors (in this document identifual as Agency) providing goods and,services to the Department should be aware of the following time frames. upon receipt, the Department has five (5) working days to inspect and approve the -goods -and -services unless the bid spe djications, purchase order or contract specifies..._ -- --- - --- otherwise. The Department has 20 days to deliver a request for payment (voucher) to the Department of Banking. and Finance. The 20 days are measured from the latter of the date the invoice is recdved orr the goods or services are received, inspected and approved. If a payment is not available within 40 days after receipt of the invoice and roceipt, inspection and approval of goods and services, a separate interest penalty of 0.03333 percent per day will be due and payable, in addition to the invoice amount to the Agency. T lee interest penalty provision applies after a 35 day time period to health care providers, as del W by rule. Interest penalties of less than one (1) dollar will not be enforced unless the, Agency requests payment: Invoices which have to be returned to in Agency bemuse of Agency preparation errors mill result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the Department. A Vendor Ombudsman has been established within the Department of Banking and Finance. The duties of this individual include acting as an advocate for Agencies who -may be aperiencing problems in obtaining timely payment(s) from the Department. The Vendor Ombudsman may be contacted at (904)498-2924 or by calling the State Comptroller's Hotline,1-800-848-3792. - - 10 97-- 416 Ot w- February 1992 WPINO. - 6823097_ 10B.NO.--.87oga-3810 Agreement Date /993 v IN WITNESS WHEREOF, the parties hereto have caused these presents be c= fed the day and YW'r flrSf above written. AGENCY City olx BY. Cesar H. Odio Tnja- City Manager a �er APPROVED AS TO. FORM AND 'CORMTRESS.- 1� DATE FUNDING APPROVED BY COMPTROLLER (SEE A77ACM ENCUMRANCE FORM) APPROVED AS TO FORM, LEGALITY 0R'*Y DE rARTMENT OF SP RTA770M ATTEST: AMIZl 2 - 2;,vA—,a4A-&, (SEAL) EXECU77YE SECRETARY OR NOTARY 11 .97- 416 =alas=aaasnaoaaaasnae=nnanaa=naaesaannnansa=nsacaz=aat:naamnsn=aria ENCUMBRANCE INPUT FORM aasxaaaaaa=naaaeaannsssaaaan=aasaaaaansn;naasaaaanx;a=asoammnonaa RUSH (Needed by / /� (date)) Reason for RUSH : Advertise (Letting Date) 'Award-- Renewal .. - Letter of Authorization Xg New Court Order Overrun Supplemental Correction Addition Termination Agmt. Contract # _AA226 Contract Type AG Method of Procurement G Vendor Name City of Miami Vender ID F 596-000-375-01O has Written/Verbal Approval from a Participating Federal Agency been received Yes XX No Fed Agmt Amt $135,000 State Funds $7,500 Local $7,500 Beginning date of this Agmt: 05/01/93(Must be after fund approval) Ending date of this Agmt: 12/31/95(Estimate if necessary) Execution date of this Agent: -_/_,/_(Only on original agreements) Has work been authorized to begin? Yes X No Have standard financial provisions been altered by contract terms? 'Yes X_ No If so, show Revision date: Does this agreement and/or change order include provisions for reimbursement to D.O.T. from other entities? . Yes X_ No If so, has the JPA been approved by the COMPTROLLER?, Yes No Brief description of work: Master Plan Study for the proposed Air Transportation Service Facility at Watson Island. DS fund amount $7,500 for WPI 6823097 ORG-CODE *EO * OBJECT * AMOUNT * CO/SEC/JOB#/PH *FCT (PROGRAM#) ( WPI # — -) (FUND) numeric ( FYI ) To be completed if funded in 2 or more fiscal years. aa=Hansata=msosassasaaaaasaaaaaaamaeamn=aaaaaaaaaaaaa==aaaaaaanaaa 55062020628 *11 *730056 * .,500 * 87098-3810-50 *637 — ( 2095•. ) ( 6823097 ) (010 ) ( ) - - - - - - - - - - - - - -lu. - .. - - - - - - •• - - r - - - - - - - - - - - - - - - - - - - - - - - - - - - - - V - - - - - - 55062020628 *11 *730050 * $ * ;50 *637 (' ) ( ) (Olb) ( ) ------------- -------------- ----------------------------------- 55062020628 *11 *730050 * $ * -50 *637 ( ) ( ) (010 ) ( ) TOTAL AMOUNT * $7,500 Originator: Anne S. Brewer Date:_04/15/93—Phone SC452-5906 E-mail user ID Pt629ab TO BE COMPLETED BY OFFICE OF COMPTROLLER BUDGET ENTITY 5580 CATEGORY 088800-93 9 7-- _____ a*r runt+ etil-hnrized an 03/23 93a7, 5W..00 Im ALLOTMENT—Ab=!42,385.00 YEAR _93— L F, CHECKED _04/19/93_ FUNDS APPROVED BY —Marsha —Johnson DATE _04/19/93 9?- 416 m WPI NO. 6823097 JOB NO. 87098-3810 EXHIBIT "A" PROJECT DESCRIPTION'AND RESPONSIBILITIES ; This forms an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation, and the City of Miami datedAti¢ /g PROJECT LOCATION: Watson Island Air Transportation Facility - City of Miami PROJECT DESCRIPTION: Conduct a•Master Plan Study for the proposed Air Transportation Service Facility at Watson Island. SPECIA*L CONSIDERATIONS BY AGENCY: The audit report(s) required in Paragraph 7.6-0'-d'f the Agreement shall include a schedule of project assistance that will reflect the'Department's contract number, WPI number, and JOB'number and the Federal Identification_numher.,.where.applicable, and, the amount of state funding action (receipt and disbursement of funds) and any federal or local funding action from any other source with respect to the project. SPECIAL CONSIDERATIONS BY DEPARTMENT: NONE i 97- 416 WPI NO.: 6823097 JOB NO.: 87098-3810 EXHIBIT "B" PBOJgCT COST AND CASHFLOW: This exhibit forms an integral part. of that certain Joint Participation Agreement between the STATE Of FLORIDA, DEPARTMENT OF TRANSPORTATION, and the CITY OF MIAMI dated t •/ 0 I. PROJECT COST: 6823097 $ 150,000.00 TOTAL -PROJECT COST: $ 150,000.00 II. FUND PARTICIPATION: Federal Participation: (FAA) (90.0%) $ 135, 000.;00 Public Agency Participation: (LF) ( 5.0$•) - $- • •7 j 500.00 Department Participation: (DS) ( 5.0t) $ 7,500.00 TOTAL PROJECT COST: $ 150,000.00 III. ESTIMATED CASHFLAW OF STATE FUNDS ($ X 10001 Fiscal Year 1st Otr. 2nd Otr. 3rd Qtr. 4th Qtr. 92/93 0 0 0 1.5 93/94 1.5 1.5 1.5 r1.5 57- 416 WPI NO.: 6823097 JOB NO.: 87098-3810 EXHIBIT "C" REQUIRED SUBMITTFICATIONS AND BASIS FOR THEIR ACCEPTANCE BX THE DEPARTMENT This exhibit forms an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation, and the City of Miami dated ,{f4- 4, Documents required to be submitted to the Department by the Agerkc� in accordance with the terms of this contract. SUBMITTAL/CERTIFICATION RESPON-SIBILITY Consultant Selection Compliance Agency Attorney Certified. Design Submittal Department -Letter.. Construction/Procurement Department Letter MBE Compliance Agency Certified Safety Compliance Agency Certified Audit Reports As Requested 97- 416 o`r WPI No: 6823097 Fund: 010 SAMAS Approp: 988719 JOB: 87098-3810 Function: 637 SAMAS Object: 790007 Federal No: N/A Org. Code: 55062920628 Contract No: AA2.26.- vendor No: F596000375010 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION PUBLIC TRANSPORTATION SUPPLEMENTAL JOINT PARTICIPATION AGREEMENT THIS AGREEMENT, made and entered into this /4- day of 0(�AiGt 1.9 174. , by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an agency of the State of Florida, hereinafter called the Department, and the CITY OF MIAMI, hereinafter called the Agency. WITNESSETH: WHEREAS, the Department and the Agency heretofore on the Aj1h of June, 1993 entered into a Joint Participation Agreement; and 1. WHEREAS, the Agency desires to accomplish certain project items as outlined in the Attachment "A" -appended hereto; .and a WHEREAS, the Department desires to participate in all eligible items for this project as outlined in Attachment "A" for a total Department Share of SI00500. NOW, .THEREFORE THIS INDENTURE WITNESSETH: that for and in consideration of the mutual benefits to flow from each to the other, the parties hereto agree that the above described Joint Participation --Agreement- is to be amended and supplemented as follows: 1.00 Project Descriptions Conduct a Master Plan Study for the proposed Air Transportation Service Facility at Watson Island, Miami, Florida. 2.00 Project Cost: Paragraph 3.00 of said Agreement is increased by $60,006 bringing the revised total cost of the project to $210,000. Z Paragraph 4.00 of said Agreement is increased by $3.00Q bringing the Department's revised share in the project to 10 500. 3.00 Amended Exhibits: Exhibit "B" of said Agreement is amended by Attachment "A". 4.00 Contract Time: Paragraph 18.00 of said Agreement is amended N/A 9�- 416 WPI No: 6823097 JOB No: 87098-3810 ATTACHMENT "A" SUPPLEMENTAL AGREEMENT This Attachment forms an integral part of that certain' Supplemental Joint Participation Agreement between the--State--of--Florida;- D_.epartment_ of Transportation and the City of Miami dated 10/1V44. DESCRIPTION OF SUPPLEMENT:. Justification for cost change: Increase in project. cost estimate. I. Project Cost: As approved As amended Net Change TOTAL PROJECT COST $ 150,000 $ 210,000 $ 60,000 II. Fund ,Participation: Fedg1rAl:(FAA) (90.0%) $ 135,000 Agency:(LF) ( 5.0t) 7,500 Department:(DS) ( 5.0t) 71500 TOTAL PROJECT COST $ 150,000 (90.0%) $ 189,000 $ 54,000 ( 5.0%) 10,500 3,000 ( 5.0%) 10,500 3,000 $ 210,000 $ 60,000 97- 416 y A WPI No: 6 3097 JOB No: 87098-3810 Agreement Date • Except as hereby modified, amended or changed, all other terms of said Agreement dated June. 4._ ..1.992--.and any other --. subsequent. --sUPplements shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused these presents be executed, the day and year first above written. AGENCY BY: TITL ATTE TITL; APPROVED AS TO FORM AND CORRECTNESS: MIA //! %i.� � � DATE FUNDING APPROVED BY COMPTROLLER (SEE ATTACHED ENCUMBRANCE FORM) LEGALITY TRANSPORTATION (� (2-04'x�' - DIRECTOR, PLANNINGPLANNINGtAPD PROGRAMS DISTRICTS X City ttor .: W COM�tS5i0N / C 16M Saco NOTARY Sepbift 26.1W r COUNTY OF The foregoincinstrument was acknowledged before me thisl(,S, r� d c+ OC40N4- Koe,ehsv� {Daw by Dir. Planning & Proa., who is. personally known to me (um and wb of paitiool or who has produced as identification and whho;!L did _(did not) take an oath. 97- 416 4 `"trLL1 ENCUMBRANCE INPUT FORM===-=__=_--_-____^____-__' RUSH (Needed -by==_/'%_===-(datie))_______________ Reason for RUSH : Advertise (Letting a e) _ Award Renewal Letter of KutHorlzition New Court Oraer Overrun -Supplemental - .Correction Mition Termination Agmt.-- Contract Contract .-Typa ---- _ • o rocuremen : Vendor Name —City of Miami •-Ven%or ID F596000375010 Has Written/Verbal Approval from a Participating Federal Agency been received Yes No X Fed Agmt Amt$1891000 St —Me Funds 10,500 Local Funds$ 10,500 Beginning date of this Agmt: 09/017W(Must Be after fund approval) Ending date of this Aqmt: 06/30/95(Estimate if necessary) Execution date of this Agmt: / / (Only on original agreements) Has work been authorized to be in? -R Yes No Have standard financial provis7ons been altered by contract terms? Yes X No If so, show Revision date: Does this -agreement and/or change order include provisions or reimbursement to D.O.T. from other entities? Yes No BAf description of work:MASTER PLAN STUDY FOR THE PROPOSED AIR TWSPORTATION SERVICE FACILITY AT WATSON ISLAND. SUPPLEMENTAL AGREEMENT - ADDITIONAL ** $3,000 ** ORG-CODE *EO * OBJECT * AMOUNT * CO/SEC/JOB#/PH *FCT (PROGRAM#) ( WPI if ) (FUND) numeric (..FY's ) To be completed if funded in 2 or more fiscal years. 55062020628 * 11 * 790007 * $ 3,000 * w7e98/3810/•50 * 637 ' ( 94/95j ( 2095 (76823097 ) (010) ------------------------------------------------------------------ 55 ------------------------------------------------------------------ ( ) ( ) ( ) TOTAL AMOUNT * $ 3,000 ---------------------------------- --------------------------�=-- Originator:Richard L. Duley Date:-08/01/94 Phone SC 452-5912 E-MAIL user ID. PT628RD 30-6-377-5912 TO BE COMPLETED BY OFFICE OF COMPTROLLER ****************************************************************** BUDGET ENTITY 5580 CATEGORY 088719 WORK ORDER BALAACE approved 8-3-94 $3-jU00 ALLOTMENT 14,120,0UY.00 YEAR 94 DATE FUNDS APPROVED BY marsnia-Johnson - 8-5-94 FOR THOMAS F. BOYD, CPA, COMPTROLLER . ****************************************************************** 97- 416 i i WPI No:6823097 Fund: 010 SAMAS Approp: 088719. JOB: 87098-3810 Function: 637 SAMAS Object: 790007 Federal No: N/A Org. Code: 55062020628 Contract No: &A22§ Vendor No: F596000375010 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION. PUBLIC TRANSPORTATION -SUPPLEMENTAL JOINT -PARTICIPATION AGREEMENT NO, 2 A, _ THIS AGREEMENT, made and entered into this 8 day of 19 9�e, by and between the STATE OF FLORIDA DEPARTMENT OF.TRANSPORTATIONf an agency of the State of Florida, hereinafter called the Department, and the CITY OF MIAMI, hereinafter called the Agency. WITNESSETH: WHEREAS, the Department and the Agency heretofore on the A= of June, 1993 entered into a Joint Participation Agreement; and WHEYtEAS, the Agency. desires to accomplish certain project items as outlined in the Attachment "A" appended hereto; and WHEREAS, the Department desires to participate in all eligible items for this project as outlined in Attachment "A" for a total Department Share of $363,000. NOW, tHEREFORE THIS INDENTURE WITNESSETH: thaf for and in considerra_tTon of the mutual benefits to flow from each to the other, the parties hereto agree that the above described Joint Participation Agreement is to be amended and supplemented as follows: 1.00 Project Description: Master Plan Study and Construct Air Transportation Services Facility at Watson Island - Miami Florida. 2.00 Project Cost: Paragraph 3.00 of said Agreement is increased by ,$705,000 bringing the revised total cost of the project to $ 915.000. Paragraph 4.00 of said Agreement is increased by $352,500 bringing the Department's revised share in the project to $363.000. 3.00 Amended Exhibits: Exhibit "B" of said Agreement is amended by Attachment "A1l. ..00 Contract Time: Paragraph 18.00 of said Agreement is amended to extend contract time until December 31. 1998. _9 7 -- 416 :}r WPx No: -ULO-97 J08 No: 8.7098-3810 ATTACHHENT "All SUPPLEMENTAL AGREEMENT This Attachment forms an integral. part- of- that certain ;Supplemental Joint Participation Agreement between the State of Florida, Department of Transportation and the City of Miami dated- T . DESCRIPTION OF SUPPLEMEIDTt (Justification for cost change) To revise project description. Provide funding for the construction of the Air Services Facility. I. Project Cost: As approved As amended Not Change TOTAL PROJECT COST $ 2100000 $ 915,000 $ 70SO000 II. Fun(% Ba:rticipaticn: With Federal Particinationi_ , Federal:(FAA) (90.0t) $ 189,000 (90.0%) $ 189,000 $ 0 Agency:(LF) ( 5.0%) 10,500 ( 5.0t) 10,500 0 Department:(OS) ( 5.0*) 110,500 ( 5.0%) ^1001500 0 Sub -Totals: $ 210,000 $ 210,000 $ 0 Without Federal Participation: Agency:(LF) ( .0%) $ 0 (50.0%) $ 352,500 $ 352,500 Department:(DS) ( .0*) 0 (50.0%) 352,500 $ 352,500 Sub -Totals: $ 0 $ 705,000 i $ 70SO000 41.6 r WPI No: 6823097 JOB No: 87098-3810 Agreement Date:_ Except as hereby modified, amended or changed, all other terms of said Agreement dated June 4. 1993 and any other subsequent supplements shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused these presents be executed, the day and year first above written. AGENCY BY: CESAR H'. ODIO TITLE: Gi tV Manager ATTEST: f4ite J. Beeman Cfity DATE FUNDING APPROVED BY COMPTROLLER (SEE ATTACHED ENCUMBRANCE FORM) 10-9-95 APPROVED AS TO FORM, LEGALITY ATTORNEY DEPARTMENT OF TRANSPORTATION APPROVED AS TO FORM AND CORRECTNESS: A. QUJ98W, III CITY ATTOOft y7- 416 •