HomeMy WebLinkAboutR-92-032846
J-92-289
5/14/92
RESOLUTION NO.
92-- 328
11
A RESOLUTION, WITH ATTACHMENTS, AUTHORIZING
THE CITY MANAGER TO EXECUTE AN AGREEMENT, IN
SUBSTANTIALLY THE ATTACHED FORM, WITH THE
YWCA OF GREATER MIAMI, INC., A FLORIDA NOT -
FOR -PROFIT CORPORATION, TO PROVIDE A
COMMUNITY DEVELOPMENT "FLOAT LOAN", SUBJECT
TO THE AVAILABILITY OF FUNDS AND CONTINGENT
UPON PRIOR APPROVAL BY THE DEPARTMENT OF
HOUSING AND URBAN DEVELOPMENT (HUD), TO AMEND
THE 17TH YEAR CDBG PROGRAM FINAL STATEMENT TO
REFLECT ALLOCATIONS OF FUNDS AND A TECHNICAL
INCREASE IN FUNDS BY SAID AMOUNT PLUS
INTEREST, IN AN AMOUNT NOT TO EXCEED
$2,000,000 AT ONE PERCENT (1%) INTEREST RATE
FOR A PERIOD OF TWO (2) YEARS, SECURED BY AN
IRREVOCABLE LETTER OF CREDIT FROM A BANK IN
FAVOR OF THE CITY AND ACCEPTABLE TO THE
CITY'S FINANCE DEPARTMENT AS COLLATERAL FOR
SAID LOAN IN ACCORDANCE WITH FEDERAL
GUIDELINES, FOR THE PURPOSE OF CONSTRUCTING A
NEW TWO STORY BUILDING TO HOUSE THE AGENCY'S
CENTRAL OFFICES AND OTHER COMMUNITY SERVICE
FACILITIES IN THE OVERTOWN/PARK WEST
NEIGHBORHOOD.
WHEREAS, the City Commission is desirous of promoting and
encouraging economic development in the City's neighborhood
community development target areas; and
WHEREAS, the YWCA of Greater Miami, Inc., is prepared to
invest in the Overtown community through the construction of new
offices and neighborhood service facilities; and
WHEREAS, the YWCA of Greater Miami, Inc., has requested a
Community Development "Float Loan" in an amount not to exceed
$2,000,000 to construct a new building in the Overtown
neighborhood for administrative and service needs; and
'ATTACHMENT (5)
CONTAINED
CITY COMMISSION
MEETING OF.
MAY 14 1992
9 2ke-"u 8
WHEREAS, the Department of dousing and Urban Development
(HUD) must first approve an amendment to the 17th Year CDBG
Program Final Statement to ref leot an allocation of funds and a
technical increase in funds by said amount plus interest;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the
Preamble to this Resolution are hereby adopted by reference
thereto and incorporated herein as if fully set forth in this
Section.
Section 2. The City Manager is hereby authorized/ to
enter into an agreement, in substantially the attached form, with
the YWCA of Greater Miami, Inc., a' Florida not -for -profit
corporation, to provide a Community Development "Float Loan
subject to the availability of funds, in an amount not to exceed
$2,000,000 at one percent (1%) interest rate for a period of two
(2) years, for the purpose of providing financial assistance in
the construction of a new building to be located in the
Overtown/Park West neighborhood to serve as the agency's new
central offices and provide additional community service
facilities, contingent upon prior approval by the Department of
Housing and Urban Development (HUD) to amend the 27th Year CDBG
Program Final Statement to ref leot an allocation of funds and a
technical increase in funds by said amount plus interest.
The herein authorization is further subject to compliance
with all requirements that may be imposed by the City
Attorney, including but not limited to those prescribed by
applicable City Charter and Code provisions.
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92-- 328
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e
Section 3. The Community Development "Float Loan" is
further subject to and conditioned upon, the City's receipt of an
irrevocable Letter of credit from a bank in favor of the City and
aooeptable to the City's Finance Department as collateral for
said loan and upon approval by the appropriate federal regulatory
agency.
Section 4. This Resolution shall become effective
immediately upon its adoption.
PASSED AND ADOPTED this 14th day obi" 992.
XAVIEAA. SUAREZ, MAYOR
ATT
t4cot-4:40��,
MATTOZ HIRAI
CITY CLERK
COMMUNITY DFSf LOPM T REVIEW AND APPROVAL:
FRA=-tASUN2fDA, DIRECTOR
DEPARTMENT OF COMMUNITY DEVELOPMENT
FINANCIAL DEPARTMENT REVIEW AND APPROVAL:
,z
CARLO GARCIA, DIRECTOR
DEPARTMENT OF FINANCE
BUDGETARY REVIEW AND APPROVAL:
MANORAR S 4,PRANA
ASSISTANT TY MANAGER
1
92- 328
w
PREPARED AND APPROVED BY:
CARMEN L. LEON
ASSISTANT CITY ATTORNEY
APPROVED AS TO FORM AND CORRECTNESS:
A. QU N i9fits, II
CITY ATTO, EY
CLL:osk:M2943
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AGREEMENT BETWEEN THE CITY OF MIAMI
and
YWCA OF GREATER MIAMI, INC.
This Agreement entered into this day of ,
1992, by and between the City of Miami, a municipal corporation
eof the State of Florida, hereinafter referred to as the "CITY,"
and YWCA of Greater Miami, Inc., Florida Non -Profit Corporation,
i
hereinafter referred to as the "BORROWER."
THEREFORE, in consideration of the mutual covenants and
obligations herein contained, and subject to the terms and
conditions hereinafter stated, the parties hereto understand and
agree as follows:
I
=
DEFINITIONS
-
For the
purpose of this Agreement, the following terms shall
be
—{
defined
as set forth below:
-
1.1
"CDF" shall mean Community Development Float, which
constitutes the loan by the CITY to the BORROWER
in
- k
`
accordance with this Agreement and applicable laws.
1.2
"CITY ACTIVITIES" shall mean those activities of
the
PROJECT (as that term is hereinafter defined) to
be
carried out by the CITY as described in Exhibit 1.
1.3 "CITY COMMISSION" shall mean the Mayor and the City
Commissioners of the CITY.
1.4 "CITY I,OAN" shall mean those monies advanced to
BORROWER by the CITY in connection with the PROJECT
and pursuant to the terms and conditions of the
92- 328
0 0
Agreement, as secured by the
irrevocable/unconditional LETTER OF CREDIT.
1.5 "CITY MANAGER" shall mean the Chief Executive Officer
of the CITY and will be construed to include any
duly authorized designee, such as an Assistant City
Manager and/or the City of Miami Community
Development Director.
1.6 "Sun Bank/Miami, N.A." is the bank issuing the
irrevocable unconditional LETTER OF CREDIT for the
sum of Two Million Dollars ($2,000,000), and is
located at 777 Brickell Avenue, Miami, Florida
33131.
1.7 "CONTRACT DOCUMENTS" shall mean this Agreement and
any exhibits attached hereto, as well as any
applicable federal, state and local regulations,
laws and ordinances which pertain to the PROJECT, as
they may be amended from time to time; and shall
additionally be deemed to include any agreements
entered into between the BORROWER and the
architect/engineer, general contractor and/or
project manager for the demolition, restoration and
rehabilitation of the PROJECT SITE.
1.8 "DEPARTMENT" shall mean the CITY's Department of
Community Development.
1.9 "HUD" shall mean the United States Department of
Housing and Urban Development and/or any duly
authorized, federal employee.
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92-- 3'28
1.10 "LETTER OF CREDIT"
shall
me -tin
n
Unconditional/irrevocable
LETTER OF
CREDIT in favor
of the CITY issued by a
financial
institution
of
excellent standing and repute, with
an uffice within
the corporate limits of
the CITY,
which LETTER
OF
CREDIT shall be irrevocable, unconditional,
and
shall be a clean LETTER
OF CREDIT
which will
not
require a document of title to be presented in order
for payment to be honored, which must be approved by
the CITY MANAGER prior to the execution of this
Agreement. The LETTER OF CREDIT may be drawn upon
by the CITY for any cause or no cause whatsoever, at
the discretion of the CITY MANAGER, upon prior
forty-eight (48) hours written notice to the
BORROWER.
1.11 "PROJECT" shall mean the construction of a new
administrative office and service facility building
to serve as new corporate headquarters.
1.12 "PROJECT SITE" shall mean the site located at
approximately 351 N.W. 5th Street in the
ParkWest/Overtown area.
1.13 "TOTAL PROJECT COST" not to exceed Two Million
Dollars ($2,000,000) to be used for the construction
and soft costs of the project.
2.1
2.2
II
SUPERVISION
Except as provided herein, the DEPARTMENT shall act
on behalf of the CITY in the fiscal control,
programmatic monitoring, and non -material
modification of this Agreement.
The City Commission shall approve or disapprove the
following actions or conduct by passage of the
appropriate enabling legislation:
a) Any amendments, extensions or modifications
of this Agreement proposed by BORROWER.
b) Any assignment, sale, transfer or sublease
proposal in connection with this Agreement,
without limitation, the bulk sale, merger or
acquisition of BORROWER by another business
entity, or the sale, or the negotiation,
transfer, sale, hypothecation or any other
manner of encumbrance of BORROWER's LETTER OF
CREDIT (as that time is hereinafter defined).
c) Any proposed increase in the PROJECT budget
or any modification or amendment to the
LETTER OF CREDIT required pursuant to this
Agreement must similarly be considered and
approved or disapproved, as applicable, by
the CITY COMMISSION.
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92- 328
III
TIME OF PERFORMANCE; TERM
3.1 The effective date shall be the date of execution of
this Agreement by the parties or the date of the
first day of the month of receipt of funds from the
CITY, whichever is later. The term of this Agreement
and of the Letter of Credit shall be two (2) years
from such effective date.
IV
SCOPE OF SERVICES
4.1 BORROWER shall construct the Project Elements at a
cost of not to exceed $2,000,000.00. The Project
Elements shall herein be defined to mean the
successful and timely construction of the Project in
compliance with all applicable technical codes and
zoning laws, other applicable laws, rules or
regulations. The Project Elements shall be
effectuated in conformance with approved programs,
plans, diagrams and documents, as defined by this
Agreement.
The BORROWER will demonstrate to the reasonable —
satisfaction of the City Manager, or his authorized
designee, that it will incur a cost of not less than
$2,000,000.00 which will be expended for the project
cost. The BORROWER will, in conformance with the
ii
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92-- 328
CITY's ability to audit and inspect this Project,
keep and maintain such books, records, documents,
bills and invoices as are necessary and appropriate
for documenting such expenditures.
All contractors, subcontractors, architects,
engineers and landscape architects which are engaged
by the BORROWER for the work shall be duly licensed,
and registered as required by the laws of the State
of Florida and, additionally, possess any applicable
Dade County Certificate of Competency and City of
Miami Occupational Licenses.
4.2 Assurance of Governmental Approvals; Permits, Licenses:
BORROWER warrants that it has obtained, or has
reasonable assurance that it will obtain, all
federal, state and local governmental approvals and
reviews required by law to be obtained by the
BORROWER for the PROJECT.
This Agreement is subject to the receipt of the
LETTER OF CREDIT and further subject to all
applicable requirements of federal, state and
municipal law.
Y
FUNDING
5.1 The CITY LOAN to BORROWER shall be in a principal
amount not to exceed the amount of the Letter of
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5.2
5.3
5.4
Credit but in no event to exceed Two Million Dollars
($2,OQO,000); with the proceeds of the CITY LOAN to
be used according to the terms and conditions set
forth herein. All CITY LOAN disbursements shall be
made by the CITY to an account designated by
BORROWER in writing to the CITY at 300 Biscayne
Boulevard, Suite 420, Miami, Dade County, Florida.
The interest rate payable by BORROWER on the CITY
LOAN shall be one percent (1%) per annum, simple
interest on the actual amount disbursed.
BORROWER hereby agrees to pay to CITY the principal
and interest of the CITY LOAN, in the amount set
forth below, in addition to payments for local
surtax, documentary stamps, intangible taxes,
recording fees, and any other miscellaneous costs
generated in relation to the CITY LOAN, including
the purchase of various required insurance policies.
Interest shall be paid on the amount disbursed,
commencing on the first day of the month of the
first disbursement date and quarterly thereafter
until the end of the term of the loan at which time
a balloon payment sufficient to pay off the entire
outstanding indebtedness of principal and any
interest outstanding shall be made by BORROWER to
the CITY.
2VII
92- 328
5.5 The CITY LOAN shall be secured by the LETTER OF
CREDIT. in favor of the CITY. A copy of said LETTER
OF CREDIT is attached and incorporated herein as
Exhibit 2.
5.6 The entire outstanding principal balance of the CITY
LOAN, and all accrued unpaid interest thereon, shall
become immediately due and payable either upon the
bankruptcy, reorganization, dissolution, or
liquidation of the BORROWER, or upon the sale,
partial sale, refinancing, exchange, transfer, sale
under foreclosure, or other disposition of the
PROJECT SITE or of the improvement and/or capital
equipment situated thereon or any other event with
default as set forth in Article VIII herein.
5.7 The CITY LOAN may be prepaid at any time Without
5.8
penalty.
All payments due the CITY under this Agreement are
payable to: City of Miami, c/o Finance Director,
300 Biscayne Boulevard Way, Miami, Florida 33131
(or to such other address as the CITY may, in
writing, designate). All payments must be made on
weekdays during regular business hours and must be
within the times required by the CITY.
_8_ 9 2
5.9 Davis -Bacon prevailing wage rates must be applied to
the proceeds of the CITY LOAN that are allocated to
construction of the PROJECT. BORROWER shall use the
application and certificate -for -payment forms AIA
G702 and C703 and shall abide by the Federal Labor
Standards provisions of HUD Form 4010 of Exhibit 6.
5.10 City Loan disbursements shall be made monthly, based
upon vouchers submitted by the BORROWER, verified by
the CITY, and certified by the architect or quantity
surveyor and other certifying official who shall
otherwise be a corporate officer of BORROWER as
shall be acceptable to the CITY. All submissions by
contractors of monthly requisitions shall be on AIA
Forms 6702 and 6703 or their equivalent.
5.11 The term of the City Loan shall be for ( )
years, from date of execution of this agreement.
VI
REPORTING
6.1 BORROWER shall provide the CITY with an annual
report of all programs at the Center and a copy of
the association's audit is to be delivered to the
CITY within ninety (90) days of the close of the
BORROWER's fiscal year for each year the CITY LOAN
remains outstanding.
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4
6.2 BORROWER shall comply with all applicable provisions
of the- City of Miami First Source Hiring Ordinance,
Ordinance No. 10032, a copy of which is attached and
incorporated hereto as Exhibit 3.
6.2.1 The First Source Ordinance shall apply to all
construction resulting from this Agreement.
6.2.2 BORROWER shall utilize the CITY's Neighborhoods Jobs
Program to recruit CITY residents Who may qualify
for these jobs.
6.2.3 BORROWER shall also provide to the CITY a semiannual
report detailing the jobs created during the period
of this Agreement and the BORROWER's compliance with
Ordinance No. 10032. The reporting form is included
herein as Exhibit 4.
6.3 BORROWER shall, upon request by the CITY MANAGER or
his designee, provide the CITY with any additional
program information it may deem necessary.
All reports required by this Agreement (or such
other reports reasonably requested by the CITY) will
be furnished by the BORROWER to the CITY, c/o
Community Development Director, 1145 Northwest 11 th
Street, Miami, Florida 33136.
6.4 Maintaining Records and Right to Inspect:
BORROWER shall: keep and maintain books, records
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6.5
RM
6.7
and other documents relating directly to the receipt
and disbursement of CITY LOAN funds; and any duly
authorized representative of HUD, or the CITY shall,
at any reasonable time, have access to and the right
to inspect, copy, audit, and examine all such books,
records and other documents of BORROWER at such
place within Dade County, Florida as will be
designated by the CITY or HUD until the termination
of this Agreement.
Access to Project:
BORROWER agrees that any duly authorized
representative of HUD or CITY shall, at all
reasonable times, have access to all or any portions
of the PROJECT.
Davis -Bacon Act:
BORROWER shall comply with the Davis -Bacon Act by
submitting a monthly report to the CITY during
construction of the PROJECT.
BORROWER shall use U. S. Department of Labor Forms
257 and 347, and City of Miami Forms A and B in
submitting said monthly reports in compliance with
the Davis -Bacon Act.
92- 328
V11
INDEMNIFICATION
'l•1 BORROWER shall pay on behalf of, indemnify and save
CITY, its officials and/or employees, jointly and
severally, harmless from and against any and all
claims, demands, suits, proceedings, actions, debts,
liabilities, losses, and causes of action which may
arise out of BORROWER's activities, actions,
undertakings and/or uses under this Agreement,
including all other acts or omissions to act on the
part of BORROWER, or any other agent or
representative of the BORROWER, including any person
acting for or on its behalf; and from and against
all costs, attorneys' fees, expenses and liabilities
incurred by the CITY in the defense of any such
claims or in the investigation thereof. This
indemnity shall be limited, in terms of liability of
the BORROWER/Indemnitor, to the sum of One Million
dollars ($1,000,000), plus accrued interest, or the
CITY LOAN amount outstanding plus accrued interest,
whichever is less. One hundred dollars ($100.00) of
the CITY LOAM proceeds constitutes separate,
distinct and independent consideration given by the
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7.2
7.3
7.4
CITY to the BORROWER for the granting of this
indemnity.
Recapture of Funds:
CITY shall reserve the right to recapture funds when
the BORROWER shall fail: (i) to comply with the
terms of this Agreement, its exhibits, and relevant
laws referred to therein, or (ii) to accept
conditions imposed by CITY at the direction of
federal, state and local agencies. This section is
provided for without prejudice to the CITY's other
rights and remedies, which it expressly reserves and
retains.
Call Provisions:
The CITY MANAGER can call the LETTER OF CREDIT for
any reason whatsoever by giving the BORROWER notice
at least forty-eight (48) hours prior to said action
in the manner prescribed in Section 7.9.1 hereof.
Nondiscrimination:
BORROWER agrees that it shall not discriminate as to
race, sex, color, age, creed, national origin or
handicap in connection with its performance under
this Agreement.
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52- 328
7.5
Compliance With Federal, State and Local Laws:
Both parties shall comply with all applicable laws,
ordinances, and technical codes of federal, state
and local governments.
7.6
Award of Agreement:
BORROWER 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 for the award of this
Agreement.
7.7
Non—DelagabilitZ: '
The obligations undertaken by the BORROWER pursuant
to this Agreement shall not be delegated or assigned
to any other person or firm unless the CITY
COMMISSI0N shall first consent in writing, by
passage of an enabling resolution, to said
-
delegation or assignment.
T-8
Governing Lax; Venue; Reasonable Attorneys, Fees:
This Agreement shall be construed and enforced
according to the laws of the State of Florida.
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JOS
7.9
7.9.t
7.9.2
7.9.3
Venue in any civil action arising out of this
Agreement shall be in courts of competent
.
jurisdiction situated in Dade County, Florida.
General Conditions:
All notices or other communications which shall or
may be given pursuant to this Agreement shall be in
writing and shall be delivered by personal service,
or by registered mail, 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 (5th) day after being posted or on the date of
actual receipt, whichever is earlier:
CITY OF MIAMI BORROWER
City Manager YWCA of Greater Miami, Inc.
3500 Pan American Dr. 210 N.E. 18th Street
Miami, FL 33133 Miami, FL 33132
WITH COPIES TO:
City of Miami
Director of Community Development
300 Biscayne Boulevard, Way, Suite 420
Miami, FL 33136
Title and paragraph headings are for convenient
reference and are not a part of this Agreement.
No waiver or breach of any provision of this
Agreement shall constitute a waiver of any
AOL
subsequent breach of the same or any other provision
hereof, and no waiver shall be effective unless made
in writing.
7.9.4 Should any provisions, paragraphs, sentences, words
or phrases contained in this Agreement be determined
by a court of competent jurisdiction to be invalid,
illegal or otherwise unenforceable under the laws of
the State of Florida or the Code of City of Miami,
such provisions, paragraphs, sentences, words or
phrases shall be deemed modified to the extent
necessary in order to conform with such laws, or if
not modifiable to conform with such law, 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.
7.10 Independent Contractor:
BORROWER and its employees and other agents, shall
be deemed to be independent contractors, and not
agents or employees of CITY, and shall not attain
any rights or benefits under the Civil Service or
Pension Ordinances of CITY or any rights generally
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7.11
7.1 2
8.1
afforded classified or unclassified employees. They
also shall not be deemed entitled to the Florida
Workers' Compensation or Unemployment Benefits as an
employee of CITY.
Nothing contained in the CDF, or in this Agreement,
nor any act of HUD, the CITY, the BORROWER, or any
of the parties, shall be deemed or construed by any
of the parties, or by any third persons, to create
any relationship of third -party beneficiary,
principal and agent, authorized representative, a
limited or general partnership relationship, or
joint venture, or of any association or relationship
involving HUD and/or CITY.
Successors and Assigns:
This Agreement shall be binding upon the parties
herein, their heirs, executors, legal
representatives, successors, and assigns.
YIII
DEFAULT AND RENEDIE3
Events of Default:
A default shall consist of any of the following
events, acts:
a) A material breach of any covenant, agreement,
provision, or warranty entered into between
the CITY and BORROWER relating to the
PROJECT; or
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92- 328
b)
The BORROWER's failure to punctually and
fully pay any or all principal and/or accrued
interest on the CITY LOAN, or any installment
thereof, in the manner provided herein; or
c)
Dissolution, insolvency, bankruptcy =-
(voluntary or involuntary) of the BORROWER;
or
d)
Failure to maintain the required insurance or
bonding; or
e)
The Bank's failure to fully honor the LETTER -
OF CREDIT upon call or presentation by the
CITY for payment on such LETTER OF CREDIT or
the revocation or stop payment or lapse of
such LETTER OF CREDIT or insolvency of bank
issuing such LETTER OF CREDIT; or
f.
The issuance of a writ of execution,
attachment, garnishment, or similar writ
against any property and/or money at or to be
used by the BORROWER, or the entry of a final
judgment against BORROWER.
8.2 CITY's
Remedies:
8.2.1 If the
BORROWER defaults on his obligations as
contained in this Agreement, the CITY may terminate
this
Agreement and call or demand payment of the
full
balance due under the BORROWER's LETTER OF
92- 328
8.2.2
8.2.3
2
l-3
n
CREDIT, and/or institute or make any other
appropriate claims, notices or actions against the
BORROWER, as it deems appropriate in its discretion.
The CITY shall give the BORROWER one (1) written
Notice of Default stating what such default is. If
said default is not fully corrected within thirty
(30) consecutive days from the date of the notice of
such default, the CITY may by delivery of one ( 1 )
further written notice, terminate this Agreement
upon forty-eight (48) hours from such written notice
of termination, and/or call the LETTER OF CREDIT as
provided for in such instrument, which shall be an
automatic termination and cancellation of this
Agreement, effective forty-eight (48) hours from
such written notice.
In the event a default occurs and a call on the
LETTER OF CREDIT is made by the CITY MANAGER and Sun
Bank/Miami, N.A. does not honor the call within 48
hours, then the BORROWER shall be liable to pay
interest at the highest rate allowed by Florida law
on the monies disbursed and received by BORROWER
from the date of Sun Bank/Miami, N.A. failure to
honor said call to the date of repayment.
Regardless of the existent Letter of Credit the
BORROWER shall be liable for repayment of principal
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and accrued interest to the City of Miami in
accordance with the terms of this Loan Agreement and
exhibits.
Ix
ADDITIONAL GENERAL PROVISIONS
9.1 BORROWER agrees:
9.1.1 To maintain a separate, independent, distinct
checking account, and to deposit all CITY LOA►I funds
received in such account, and no other funds in said
account. The BORROWER will riot allow co -mingling of
such funds with any other monies or commercial
instruments, and will make all disbursement of CITY
LOAN funds from said accounts;
9.1.2 To produce all documents, including, without
limitation, cancelled checks, money orders, bank
statements, deposits, withdrawals, draws,
disbursements and change order forms, architectural,
construction, engineering and consultant contract
payments reasonably required upon request by the
CITY.
9.1.3 To consent to such audits as may be required by the
CITY or HUD.
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Kom1
12.1
13.1
x
EQUAL EMPLOYMENT OPPORTUNITY
BORROWER agrees to abide by the Equal Opportunity
Clause for Contracts subject to executive Order No.
11246, as described in Exhibit 4, which is attached
and incorporated herein.
XI
OTHER FEDERAL REQUIREMENTS
BORROWER agrees to abide by the provisions described
in Exhibit 6, Which is attached and deemed
incorporated herein, by reference.
III
AMENDMENTS
No amendments shall be made to this agreement unless
in writing and signed by authorized officers of the
BORROWER and the CITY MANAGER.
IIII
ENTIRE AGREEMENT
This Agreement and its exhibits (whether attached or
deemed as being incorporated by reference) contain
the entire agreement between the parties and shall
not be modified in any manner except by an
appropriate instrument in writing. This Agreement,
upon becoming effective, shall supersede and annul
any and all agreements heretofore made, issued or
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contemplated for the PROJECT between the CITY and =-
the BORROWER which shall hereafter be void and of no
effect.
RIV
INSURANCE CERTIFICATE _
14.1 The BORROWER shall provide to the CITY prior to the
execution hereof, a Commercial General Liability,
Comprehensive General Liability, Builders Risk
Policy or equivalent on an Occurrence Form with a
minimum limit of One Million Dollars ($1,000,000.00)
per occurrence covering premises operations, bodily
injury and property damage shall include the
following endorsements:
a. Contractual coverage.
b. The CITY shall be named as additional
insured.
C. Broad Form property endorsements.
d. Products and completed operations.
e. Independent contractors.
f. Personal injury liability.
g. Proof of Worker's Compensation shall be
provided per statutory limits (Chapter
440, Florida Statutes).
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92-- 328
14.1.1 Compliance With Insurance Requirements:
The BORROWER, through its own fault or negligence,
shall not violate or permit any occupant of the
PROJECT SITE, or any part thereof, to violate any of
the conditions or provisions of any such policy, and
BORROWER shall so perform and satisfy the
requirements of the companies writing such policies
so that at all times companies of A+ III Rating by
the latest edition of Best's Key Rating Guide
standing shall be willing to write and/or continue
such insurance.
14.1.2 Deposit of Certificates:
Copies of Certificates of Insurance evidencing the
coverage to be maintained by BORROWER herein shall
be delivered to the CITY's Insurance Manager. In
connection with all insurance policies required to
be maintained in accordance With the provisions of
this Article, BORROWER shall, at least thirty (30)
days prior to the expiration of any such policy,
deliver to the CITY Insurance Manager copies of
renewal policies evidencing the existence thereof,
to the parties hereinabove provided.
-2 -
3
32- 328
xv
'NO LIENS; PAYMENT AND PERFORMANCE BONDS
15.1 BORROWER agrees that it will at all times save CITY
free and harmless and indemnify it against all
claims for labor or materials in connection with
improvements, repairs, or operations on the PROJECT
SITE, and the costs of defending against such claims
including reasonable attorney's fees.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be executed by the respective officials thereunto
duly authorized, the day and year first above written.
CITY OF MIAMI, a municipal
corporation of the State of
Florida
ATTEST:
BY
MATTY HIRAI CESAR H. ODIO
CITY CLERK CITY MANAGER
ATTEST: BORROWER:
YWCA of Greater Miami, Inc.
A Florida Non Profit Corporation
By
CORPORATE SECRETARY PRESIDENT & C.E.O.
APPROVED AS TO FUNDING SOURCE
AND AVAILABILITY: ,
FINANCE DIRECTOR
APPROVED AS TO INSURANCE REQUIREMENTS:
SEGUNDO PEREZ �.
INSURANCE COORDINATOR
APPROVED AS TO FORM AND CORRECTNESS:
A. QUINN JONES, III
CITY ATTORNEY
J
_25_
CITY OF MIA MI, FLORIDA 39
INTER -OFFICE MEMORANDUM
TO Honorable Mayor and Members
of the City Commission
A���
FROM : Cesar H. Odio
City Manager
RECOMMENDATION:
DATE` so 1?tYohQ•A'pproving Fran
Agreement for a Community
SUBJECT Development "Float Loan"
YWCA $2,000,000
REFERENCES City COmmiElBion Meeting
of May 14, 1992
ENCLOSURES:
It is respectfully recommended that the City Commission approve the
attached Resolution authorizing the City Manager to enter into an
agreement, in a form acceptable to the City Attorney, with the YWCA
of Greater Miami, Inc., a Florida not -for -profit corporation, to
provide a Community Development "Float Loan" in the amount of
$2,000,000 at an interest rate of one ( 1 %) percent for a two (2)
year period.
BACKGROUND:
The Department of Community Development has analyzed the need to
enter into an agreement with the YWCA of Greater Miami, Inc., for
the provision of a Community Development "Float Loan" in the amount
of $2,000,000 at an interest rate of one (1%) percent for a two (2)
year period.
The loan will be used specifically for the purpose of financing the
construction of a new two-story building in the ParkWest/Overtown
area in which the agency will relocate its central offices as well
as providing, after school, child care and other training
facilities.
The City's funds will be protected by securing the loan with an
irrevocable letter of credit.
The YWCA is requesting this loan because without immediate
financial support, the organization would not be able to build the
new facility within the time constraints mandated by an existing
lease on the property. The agency would not have sufficient time
to raise the required capital in order to construct the new
headquarters within the time allowed by the lease with Metro Dade
County.
Attachment:.
Resolution
92- 328
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