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HomeMy WebLinkAboutR-93-0684J-93-760 10/21/93 RESOLUTION NO. 93-- 684 A RESOLUTION, WITH ATTACHMENT, AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM ND SUBJECT TO THE APPROVAL OF THE INTERNATIONAL TRADE BOARD ("BOARD"), WITH MAN EL ARQUES, CONSULTANT, TO PERFORM THE SERVICES OF TRADE MISSION COORDINATOR, FOR THE PERIOD OF OCTOBER 1, 1993 THROUGH SEPTEMBER 30, 1994, IN THE AMOUNT OF $24,000.00; ALLOCATING FUNDS THEREFOR FROM THE INTERNATIONAL TRADE BOARD BUDGET. WHEREAS, the City of Miami is committed to stimulating economic development through international trade; and WHEREAS, the promotion of Miami's international business infrastructure and the promotion of investment in our community to firms in specific international locations will provide new sources of enterprise for our community; and WHEREAS, catalogue shows and trade missions constitute highly effective vehicles for promoting Miami's export and attracting foreign investment to the City's economy thereby 1 stimulating business activity and job creation; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the i Preamble to this Resolution are hereby adopted by reference ATTPACVVtv�: 1 CON I AulD CITY COMMISSION MEETING OF 0 C T 2 1 1993 Roaolution No. 93- 684 thereto and incorporated herein as if fully set forth in this Section. Section 2. The City Manager is hereby authorized to execute an agreement, in substantially the attached form and subject to the approval of the International Trade Board ("Board"), with Manuel Arques, to perform the services of Trade Mission Coordinator, for the period of October 1, 1993 through September 30, 1994, in an amount of $24,000.00, with funds therefor hereby allocated from the International Trade Board budget. Section 3. This Resolution shall become effective immediately upon its adoption. PASSED AND ADOPTED this -21st day of October, 1993. XAVIER Y. SUAR,9Z, MAYOR ATT MATTY HIRAI CITY CLERK PREPA E AND PP VED BY: HUMBERTO HERNANDEZ ASSISTANT CITY ATTORNEY APPROVED AS TO,FORM AND CORRECTNESS: -2- 93- 684 PROFESSIONAL SERVICES AGREEMENT This Agreement entLed into this day of , i 1993, by and between the CITY OF MIAMI, a municipal corporation of the State of Florida (hereinafter "CITY") and Manuel Arques, an individual (hereinafter "CONSULTANT"). R E C I T A L S WHEREAS, the City of Miami is committed to stimulating economic development through international trade; and WHEREAS, the promotion of Miami's international business infrastructure and the jpromotion of investment in our community to firms in specific international locations will provide new sources of enterprise for our community; and WHEREAS, catalogue shows and trade missions constitute highly effective vehicles for promoting Miami's exports and attracting foreign investment to the City's economy thereby stimulating business activity and job creation. NOW, THEREFORE, in consideration of the mutual covenants and obligations herein contained, and subject to the terms and i conditions hereinafter ktated, the parties hereto understand and i agree as follows: I. TERM The term of this Agreement shall be from October 1, 1993 through September 30, 1994. -1- 93- 684 J II. SCOPE OF SERVICES Under the supervis+on of the International Trade Board I Director, the consultant's responsibilities are as follows: A) Organize, recruit J and coordinate overseas missions for the Board, including: j - scheduling and prearranging meetings with businessmen and government officials, official receptions, and meal functions within the country visited. - submission within two months of the conclusion of each i f mission of a final report detailing the mission's economic impact on the City's economy, e.g., exports generated, jobs created, amount of mission -generated foreign investment in the local economy. B) The consultant's responsibility shall include: - travel to the overseas exhibition sites, set up and man the Board's exhibition booth, obtain trade leads for participating companies, and refer those leads on to the companies. - furnish within two months of the conclusion of each catalogue show a final report detailing the show's economic impact on Miami e. lollar value P � g of exports generated and jobs created. III. COMPENSATION AND FEE SCHEDULE The City shall pay the CONSULTANT, as maximum compensation for the services performed, a fee not to exceed $24,000.00. -2- 93- 684 IV. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS Both parties shall comply with all applicable laws, ordinances and codes of federal, state and local governments. V.i GENERAL CONDITIONS A. All notices or other communications which shall or may 1 be given pursuant to this Agreement shall be in writing and shall be delivered by personal service, or by registered mail addressed to the other party at the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed given on the day on which personally served or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. I CITY OF MIAMI International Trade Board 300 Biscayne Blvd. Way Suite 1100 Miami, FL 33131 (305) 350-7891 CONSULTANT Manuel Arques c/o ITB 300 Biscayne Blvd. Way Suite 1100 Miami, Florida 33131 (305) 350-7891 B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms of;this Agreement shall rule. D. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach'of the same or any other provision hereof, and no waiver shall be effective unless made in writing. -3- 93- 684 E. Should any provisions, paragraphs, sentences, words or phrases contained in t4is Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under thellaws of the State of Florida or the City of Miami, such provisions, paragraphs, sentences, words or j phrases shall be deemed modified to the extent necessary in order jto conform with such laws, or if not modifiable to conform with such laws, then same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect. VI. OWNERSHIP OF DOCUMENTS All documents developed by CONSULTANT under this Agreement shall be delivered to CITY by said CONSULTANT upon completion of the services required pursuant to Section II hereof and shall become the property of CITY, without restriction or limitation on its use. CONSULTANT agrees that all documents maintained and generated pursuant to this contractual relationship between CITY and CONSULTANT shall be subject to all provisions of the Public Records Law, Chapter 119, Florida Statues. I It is further understood by and between the parties that any information, writings, maps, contract documents, reports or any other matter whatsoever which is given by CITY to CONSULTANT pursuant to this Agreement shall at all times remain the property of CITY and shall not be used by CONSULTANT for any other purpose whatsoever without the written consent of -CITY. -4- 93-- 684 VII. NONDELEGABILITY That the obligations undertaken by CONSULTANT pursuant to this Agreement shall nit be delegated or assigned to any other person or firm unless C2TY shall first consent in.writing to the performance or assignment of such service or any part thereof by another person or firm. VIII. AUDIT RIGHTS CITY reserves the right to audit the records of CONSULTANT at any time during the performance of this Agreement and for a period of one year after final payment is made under this Agreement. IX1 AWARD OF AGREEMENT CONSULTANT warrants that it has not employed or retained any person employed by the CITY to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person employed by the CITY any fee, commission percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of this Agreement. X. CONSTRUCTION OF AGREEMENT This Agreement sha l be construed and enforced according to the laws of the State of Florida. XI. ;SUCCESSORS AND ASSIGNS This Agreement shall be binding upon the parties herein their heirs, executors, legal representatives, successors, and assigns. -5- 93- 684 XII. INDEMNIFICATION 1 The CONSULTANT, shall indemnify and save the CITY harmless from and against any nd all claims, liabilities, losses, and causes of action, whch may arise out of the CONSULTANT s activities under this (Agreement, including all other acts or omissions to act of the CONSULTANT, including any person acting for or on its behalf, and, from and against any orders, judgements or decrees which may be entered, and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claims, or in the investigation thereof. 4 XII1; CONFLICT OF INTEREST I A. CONSULTANT covenants that no person under its employ who presently exercises any functions or responsibilities in connection with this Agreement has any personal financial interests, direct or indirect, in the work product of this Agreement. The CONSULTANT further covenants that, in the performance of this Agreement, no person having such conflicting interest shall be employed. Any such interests on the part of III the CONSULTANT or its employees, must be disclosed in writing to 4 the CITY. B. The CONSULTANTIis aware of the conflict of interest laws of the City of Miami (city of Miami Code Chapter 2, Article V), i Dade County, Florida (Dade County Code Section 2-11.1) and the State of Florida, and agrees that it will fully comply in all frespects with the terms of said laws. -6- 93- 684 XIV. INDEPENDENT CONTRACTOR CONSULTANT and its+employees and agents shall be deemed to be independent contractors, and not agents or employees of CITY, and shall not attain Ihny rights or benefits under the Civil Service or Pension Ordinances of the CITY, or any rights generally afforded classified or unclassified employees; further he/she shall not be deemed entitled to the Florida Worker's Compensation benefits as an employee of the CITY. i XV. TERMINATION OF AGREEMENT CITY retains the right to terminate this Agreement at any time prior to the completion of the services required pursuant to Section II. hereof without penalty to the CITY. In the event, + notice of termination of this Agreement shall be in writing to the CONSULTANT, who shall be paid for those services performed prior to the date of its receipt of the notice of termination. In no case, however, will the CITY pay the CONSULTANT an amount in excess of the total sum provided by this Agreement. It is hereby understood by and between the CITY and the CONSULTANT that any payment made in accordance with this Section I + to CONSULTANT shall be made only if said CONSULTANT is not in default under the terms!of this Agreement. If the CONSULTANT is j in default, then the CITY shall in no way be obligated and shall not pay to the CONSULTANT any sum whatsoever. XVI. NONDISCRIMINATION CONSULTANT agrees that it shall not discriminate as to race, sex, color, creed, or national origin, or handicap in connection with its performance under this Agreement. -7- 93- 684 Furthermore that no otherwise qualified. individual shall, solely by reason of his/her race, sex, color, creed, national origin, or handicap, b excluded from the participation in, be denied benefits of, oribe subjected to discrimination under any program or activity receiving federal financial assistance. XVII. MINORITY PROCUREMENT COMPLIANCE CONSULTANT acknowledges that it has been furnished a copy of Ordinance No. 10538, the Minority/Business Affairs and Procurement Program Ordinance of the City of Miami, and agrees to comply with all applicable substantive and procedural provisions therein, including any gmendments thereto. XVIIiI. CONTINGENCY CLAUSE Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and is subject to amendment or termination due to lack of funds, or authorization, reduction of funds, and/or change in regulations. XIX. DEFAULT PROVISION In the event that CONSULTANT shall fail to comply with each and every term and condition of this Agreement or fails to perform any of the ter s and conditions contained herein, then CITY, at its sole option, upon written notice to CONSULTANT of such an alleged default and an opportunity to cure such an alleged default for a period of ten (10 ) days after the date of such notices was given (or, in the event such default cannot be cured within ten (10) days, then, if such cure is not commenced within such ten (10) day period and diligently completed thereafter), may cancel and terminate this Agreement, and all 1 _8_ 93- 684 payments, advances, or other compensation paid to CONSULTANT by CITY was in default of it he provisions herein contained, shall be forthwith returned to CITY. XX. ENTIRE AGREEMENT This instrument and its attachments constitute the sole and only Agreement of the parties hereto relating to said services and correctly set forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. ;XXI. AMENDMENTS No amendments to his Agreement shall be binding on either party unless in writingand signed by both parties. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by the respective officials thereunto duly authorized, this the day and year first above written. ATTEST: MATTY HIRAI CITY CLERK WITNESSES: APPROVED AS TO INSURANCE REQUIREMENTS: SUJAN S. CHHABRA, DIRECTOR RISK MANAGEMENT DEPARTM NT -9- CITY OF MIAMI, a Municipal Corporation of the State of Florida CESAR H. ODIO CITY MANAGER MANUEL ARQUES INDIVIDUALLY APPROVED AS TO FORM AND CORRECTNESS: A. QUINN JONES, III CITY ATTORNEY 93- 684