HomeMy WebLinkAboutR-89-0136A RESOLUTION AUTHORIZING THE CITY MANAGER
TO ENTER INTO A PROFESSIONAL SERVICESS
AGREEMENT, IN SUBSTANTIALLY THE FORM
ATTACHED, WITH PEAT MARWICK MAIN & CO.,
CERTIFIED PUBLIC ACCOUNTANTS, WITH THE
PARTICIPATION OF THE MINORITY -OWNED
ACCOUNTING FIRM OF GRAU & COMPANY, TO
ANALYZE THE FINANCIAL VIABILITY OF ,
PROPOSALS TO BE SUBMITTED IN RESPONSE TO
THE REQUEST FOR PROPOSALS FOR THE SW NORTH
RIVER DRIVE UNIFIED DEVELOPMENT PROJECT;
AUTHORIZING COMPENSATION FROM THE PROPERTY
AND LEASE MANAGEMENT ENTERPRISE FUND TO BE
REIMBURSED TO THE CITY BY THE SUCCESSFUL
PROPOSER UPON EXECUTION OF A NEGOTIATED
LEASE AGREEMENT, FOR SERVICES NOT TO
EXCEED AN AMOUNT OF $16,500 TO BE
_ DETERMINED BY THE NUMBER OF RESPONSIVE
PROPOSALS SUBMITTED AND ANALYZED, PLUS
OUT-OF-POCKET EXPENSES NOT TO EXCEED AN
AMOUNT OF $1,650 FOR THE PERIOD COMMENCING
UPON EXECUTION OF" AN AGREEMENT AND
TERMINATING UPON COMPLETION OF
PROFESSIONAL SERVICES; FURTHER PROVIDING
THAT 50% OF DUE AMOUNT BE PAID TO SAID f
MINORITY -OWNED SUBCONSULTING FIRM
PARTICIPATING IN THE ANALYSIS OF
PROPOSALS. 's
WHEREAS, the City of Miami Commission adopted Resolution.
No. 88-1066 on November 3, 1988, authorizing the City Manager to
issue a Request for Proposals for a Unified Development Project
for the development of marine -oriented recreational and retail
uses, including food and beverage sales, on an approximately .7
acre City -owned riverfront land parcel located between SW 2nd and
3rd Streets on SW North River Drive on the Miami River, Miami,
Florida; and 'E
WHEREAS, Section 29-A(c) of the City Charter requires the
a,
City Commission to select a certified public accounting firm to.
analyze proposals based on certain specific evaluation criteria
_ X
defined in the Request for Proposals and to render a written
report of its findings to the City Manager; and r
'WHEREAS, by the adoption of Resolution No. 88-1066 on.
November 3, 1988, the City Commission further ,selec- ,tethe;
- gat
certified public accounting firm of Peat_,MarW. ck Main ,&. Co., yaitl� s
N }tom
the participation of the minority -owned accounting firm of
Company to ons; and CITY CO ssslo t
MEETING Q'
ATTAC H TS FES 0 v� y {� � `�f�tN t
Lpj ion
:Y =
vunUNnacw
REMARKS:
WHEREAS, the due date for proposal submissions for the
unified development of the SW North River Drive property is March
1, 1989; and
WHEREAS, it is now necessary to enter into a professional
services agreement with Peat Marwick Main & Co. with
participation of Grau & Company to analyze the financial
viability of proposals in an amount not to exceed $16,500 to be
determined by the number of responsive proposals submitted and
analyzed, plus out-of-pocket expenses; and
WHEREAS, the scope of services includes an evaluation of
the financial viability of the development teams, the proposed
financing strategies, and an assessment of the short and long
range economic and fiscal returns to the City; and
WHEREAS, compensation for said services in an amount not to
exceed $16,500 plus out-of-pocket expenses not to exceed $1,650
or 10% of the maximum fee, is available from the Property and
Lease Management Enterprise Fund; and
WHEREAS, all monies expended for certified public
accounting professional services shall be reimbursed to the City
by the successful proposer upon execution of a negotiated lease
agreement;
NOW THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The City Commission hereby authorizes the City
Manager to enter into a Professional Services Agreement, in
substantially the form attached, with Peat Marwick Main & Co.,
certified public accountants, with the
participation of the
minority -owned accounting firm of Grau
& Company, to analyze
responsive proposals to be submitted in response to the Request
for Proposals for the unified development
of the SW North River
Drive property whereby the firm will
analyze the financial tk=
viability of the proposed development
teams and financing yrf.
strategies, assess the short and long range economic and fiscal '>
return to the City, and render a written
report of its findingsa
to the City Manager for consideration.
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J-89-116
} 1/27/89
RESOLUTION NO."`�
A RESOLUTION AUTHORIZING THE CITY MANAGER
- TO ENTER INTO A PROFESSIONAL SERVICES
AGREEMENT, IN SUBSTANTIALLY THE FORM
ATTACHED, WITH PEAT MARWICK MAIN & CO.,
CERTIFIED PUBLIC ACCOUNTANTS, WITH THE
PARTICIPATION OF THE MINORITY -OWNED
ACCOUNTING FIRM OF GRAU & COMPANY, TO
ANALYZE THE FINANCIAL VIABILITY OF ,
PROPOSALS TO BE SUBMITTED IN RESPONSE TO
THE REQUEST FOR PROPOSALS FOR THE SW NORTH
_ RIVER DRIVE UNIFIED DEVELOPMENT PROJECT;
AUTHORIZING COMPENSATION FROM THE PROPERTY
AND LEASE MANAGEMENT ENTERPRISE FUND TO BE
REIMBURSED TO THE CITY BY THE SUCCESSFUL
PROPOSER UPON EXECUTION OF A NEGOTIATED
LEASE AGREEMENT, FOR SERVICES NOT TO
EXCEED AN AMOUNT OF $16,500 TO BE
DETERMINED BY THE NUMBER OF RESPONSIVE
PROPOSALS SUBMITTED AND ANALYZED, PLUS
OUT-OF-POCKET EXPENSES NOT TO EXCEED AN
AMOUNT OF $1,650 FOR THE PERIOD COMMENCING
UPON EXECUTION OF" AN AGREEMENT AND
- TERMINATING UPON COMPLETION OF
=
PROFESSIONAL SERVICES; FURTHER PROVIDING
THAT 50% OF DUE AMOUNT BE PAID TO SAID
— MINORITY -OWNED SUBCONSULTING FIRM
PARTICIPATING IN THE ANALYSIS OF
PROPOSALS.
hf
WHEREAS, the City of Miami Commission adopted Resolution
No. 88-1066 on November 3, 1988, authorizing the City Manager to
issue a Request for Proposals for a Unified Development Project
for the development of marine -oriented recreational and retail
uses, including food and beverage sales, on an approximately .7
acre City -owned riverfront land parcel located between SW 2nd and
3rd Streets on SW North River Drive on the Miami River, Miami,
Florida; and
WHEREAS, Section 29-A(c) of the City Charter requires the
City Commission to select a certified public accounting firm to
- analyze proposals based on certain specific evaluation criteria
_
defined in the Request for Proposals and to render a written
report of its findings to the City Manager; and
WHEREAS, by the adoption of. Resolution No. 88-1066 oqi
s"
November 3, 1988, the City Commission further selected'...the
=.
certified public accounting firm of Peat . Marwi,cac Main & Co. , ,with
b"
the participation of the minority owned accounting firm of Craw,
.=
DdDQIS�SIQN ��`
ATTACH MEVITS
�
CONTA11110
one; and CITY GO ��
MEETING
FE8 9"t�
1RN:
._. assaa.aa,.a
WHEREAS, the due date for proposal submissions for the
unified development of the SW North River Drive property is March
1, 1989; and
WHEREAS, it is now necessary to enter into a professional
services agreement with Peat Marwick Main & Co. with
participation of Grau & Company to analyze the financial
viability of proposals in an amount not to exceed $16,500 to be
determined by the number of responsive proposals submitted and
analyzed, plus out-of-pocket expenses; and
WHEREAS, the scope of services includes an evaluation of
the financial viability of the development teams, the proposed
financing strategies, and an assessment of the short and long
range economic and fiscal returns to the City; and
WHEREAS, compensation for said services in an amount not to
exceed $16,500 plus out-of-pocket expenses not to exceed $1,650
or 10% of the maximum fee, is available from the Property and
Lease Management Enterprise Fund; and
WHEREAS, all monies expended for certified public
accounting professional services shall be
reimbursed to the City
by the successful proposer upon execution
of a negotiated lease
agreement;
NOW THEREFORE, BE IT RESOLVED BY THE
COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The City Commission hereby authorizes the City
Manager to enter into a Professional Services Agreement, in
substantially the form attached, with Peat Marwick Main & Co.,
certified public accountants, with the
participation of the
minority -owned accounting firm of Grau
& Company, to analyze
responsive proposals to be submitted in response to the Request
for Proposals for the unified development
of the SW North River
Drive property whereby the firm will
analyze the financial
viability of the proposed development
teams and financing 4
strategies, assess the short and long range economic and fiscal {f
rs
return to the City, and render a written
report of its findings
to the City Manager for consideration..
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allocated and authorized to be paid from funds available in the
,t•
Property and Lease Management Enterprise Fund, to be reimbursed it
to the City by the successful proposer upon execution of a
negotiated lease agreement, in an amount not to exceed $16,500,
to be determined by the number of responsive proposals submitted
on March 1, 1989, for analysis, plus out-of-pocket expenses not
to exceed $1,650 or 10% of the maximum fee, for the period
s commencing upon execution of an Agreement and terminating upon
completion of said professional services; provided that
amount be aid to said minority -owned firm
j 508 of the mo p y
participating with Peat Marwick Main & Co. in the analysis of
proposal submissions.
PASSED AND ADOPTED this 9th day of February 1989.
VIER Z, OR
ATT T
J
MAT7f HIRAI, CITY CLERK
FINANC REVIEW:
CAARCIA, DIRECTOR
INAN FDEPARTMENT
BUDGETARY REVIEW: t,
u
MANOHAR S . SU , DIRECTOR ,
} DEPARTMENT' OF BU T s`
PREPARED AND APPROVED BY:
r
Rl�.'AR .S7VAREZ,-RIq 4Ix'yx{x-+i
•> AB$ISTADiT CITY ATTORNEY
AIR VFD AS TO FORM AND CORRECTNE3R s y` �r -
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WIEORNRY
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PROFESSIONAL SERVICES AGREEMENT
This Agreement is entered into this day of ,
1989, by and between the CITY OF MIAMI, a municipal corporation
of the State of Florida, hereinafter referred to as "CITY" and
Peat Marwick Main & Co., Certified Public Accountants,
hereinafter referred to as "CONSULTANT."
R E C I T A L S:
WHEREAS, the City of Miami Commission on November 3, 1988,
adopted Resolution No. 88-1066 authorizing the City Manager to
issue a Request for Proposals (RFP) for a Unified Development
Project (UDP) for the development of marine -oriented recreational
and retail uses, including food and beverage sales, on an
approximately .7 acre City -owned riverfront land parcel located
between SW 2nd and 3rd Streets on SW North River Drive on the
Miami River, Miami, Florida; and
WHEREAS, Section 29-A(c) of the City of Miami Charter
requires the City Commission to select a certified public
accounting firm to analyze proposals to be submitted in response
to the Request for Proposals based upon certain specific -
evaluation criteria defined in the Request for Proposals and to
render a written report of its findings to the City Manager; and t'
WHEREAS, by the adoption of Resolution No. 88-1066 on
November 3, 1988, the City of Miami Commission further selected
the certified public accounting firm of Peat Marwick Main & Co., '
with the participation of the minority -owned certified public'
® P P -
accounting firm of Grau & Company, hereinafter referred to as
"SUBCONSULTANT," to analyze proposals to be submitted on March 1,
1989, for said Unified Development Project; and
WHEREAS, CITY desires CONSULTANT to conduct an ind�end
analysis and assessment of each responsive proposal with.seoif.¢' }*R=
attention paid to the financial and economic aspects of ,04Rv
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responsive submission; and
1 "i , ;ft•, 6 ! _ _ i'c- k �p t. 3.A'r'r 5 q1'.,ora ,.'.'5A'LL
WHEREAS, CONSULTANT shall be paid on a hourly rate payment
schedule, based on a projected staff schedule and rate structure
with a maximum limit not to exceed $16,500 for professional
services, to be determined by the number of responsive proposals
to be analyzed, plus out-of-pocket expenses to be billed to CITY
at cost with a maximum limit of $1,650 or 10% of the maximum fee
with the firm submitting an invoice, subject to the prior
approval of the Director of the City of Miami Department of
Development, and providing a monthly accounting specifying the
nature, extent, and purpose of each expenditure;
NOW, THEREFORE, in consideration of the mutual covenants and
obligations herein contained, and subject to the terms and
conditions hereinafter stated, the parties hereto stipulate,
understand and agree as follows:
I. TERM
The term of this Agreement shall commence upon execution of
same, and shall terminate upon completion of CONSULTANT'S
responsibilities as outlined below in Section II, entitled "SCOPE
—
OF SERVICES."
II. SCOPE OF SERVICES
Pursuant to the dictates of Section 29-A(c) of the City of
Miami Charter, this Agreement and the Request for Proposals for
the SW North River Drive Property Unified Development Project,
under the general direction of the Director of the Department of
Development, the CONSULTANT'S responsibilities are as follows:
A. CONSULTANT shall develop a model to summarize responsive
proposal information.
B. CONSULTANT shall specifically evaluate the financial!
_
viability of the development teams and their proposed financing
strategies, and shall assess comparatively the short and long- ' fYp�EV
.strategies,
`range economic and fiscal returns to the City,-proffered,in :eadd '
responsive proposal.
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C. CONSULTANT shall evaluate the economic feasibility of
each of the proposed developments based on information supplied
by the proposers.
D. CONSULTANT shall provide a preliminary evaluation of
each responsive proposal and submitted supplemental materials to
the Review Committee. Said evaluation shall include an
assessment of the financial viability of the development teams,
the level of financial commitment, the economic feasibility of
each of the proposed developments, and the financial return to
the CITY of each proposal based on information supplied by each
proposer.
E. CONSULTANT shall attend all of the oral presentations of
the responsive proposers as may be scheduled by the Review
Committee.
F. CONSULTANT shall prepare an independent report to be
submitted to the City Manager to include without limitation, an
analysis of the data and information submitted by each responsive
proposer, based upon the criteria specified in the Request For
Proposals. Specifically, CONSULTANT shall evaluate the following
criteria:
(1) Experience of the proposer
(2) Capability of the development team
(3) Financial capability, level of financial commitment
(4) Financial return to the CITY
G. CONSULTANT shall attend meetings, if any, with the City
qtl
Manager or his designee to review the findings.
H. CONSULTANT shall attend meeting(s) with the City
Commission regarding the selection of a proposer.
III. COMPENSATION
A. The CITY shall pay the CONSULTANT, as maxmum,+
4
compensation for the services performed, . a fee, rQt, , tq e�cccei r rh "
$16,,500 to be determined by the number of respona7tve prrApos4leptq ,
be Analyzed, plus out-of-pocket expenses, not to exceed f1,6j5I L or r 4
10% of the maximum fee. The $16,500 maximum fee will be d,st#ded trs
ff,
among CONSULTANT and SUBCONSULTANT as follower
1
Peat Marwick Main & Co. $ 80250
Grau & Company 81250
Total $16,500
In the event that the fee paid CONSULTANT is less than
_ the $16,500 maximum fee, the CONSULTANT and SUBCONSULTANT shall
split the fee paid according to the following percentages:
Peat Marwick Main & Co. 50%
Grau & Company 50%
Total
100%
B. The CONSULTANT's fee shall be determined by CITY within
thirty (30) days from the submission date of the proposals and
shall be determined by the number of responsive proposals to be
analyzed and the total hours estimated to complete the SCOPE OF
SERVICES. The CONSULTANT fee shall be calculated utilizing the
following hourly rate structure and percentages of total hours at
each rate structure:
Peat Marwick
Main & Co.
Grau & Co. Project Team
Percentage of
Hourly Rate
Total Hours
Partner $300/hr.
$125/hr.
10%
Manager $165/hr.
$ 80/hr.
15%
Senior
Consultant $110/hr.
$ 60/hr.
20%
Consultant $ 90/hr.
$ 40/hr.
55%
Total
100%
In the event that CITY and
CONSULTANT cannot
agree on a
,-
fee within thirty (30) days from
the submission date of the
proposals to be analyzed, the CITY
and CONSULTANT may terminate_
this Agreement by written notice to the other
party and such
V
termination shall be effective in three
(3) days
from the date of{,.
�4
such notice. In such event, CITY
shall not be
liable for any,
expenditure, damage, or cost of the CONSULTANT. X _
In the .event that CITY and CONSULTANT agree ,on
tobe;;pad, CONSULTANT shall bill 'CITY on the hourly basis set f` forth above and CITY shall only pay. CONSULTANT for,
ej —_
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performed and billed. In no event will CITY pay CONSULTANT a fee
greater than $16,500 or such lesser amount as determined by this
Subsection.
C. Out-of-pocket expenses will be billed to CITY at cost,
with a maximum limit of $1,650 or 10$ of the maximum fee.
Reimbursement shall be limited to amounts which are substantiated
by receipts, allowable under Section 112.061, Florida Statutes
(1987), and subject to the approval of the Director of the City
of Miami Department of Development.
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. GENERAL CONDITIONS
A. 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 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
_ t
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.
�y CITY OF MIAMI CONSULTANT _
® Department of Development Peat Marwick Main &.Co.
300 Biscayne Boulevard Way One Biscayne Tower
Suite 400 Miami, Florida 33131
Miami, Florida 33131
Be Title and paragraph headings are for convenient" 4
reference and are not a part of this Agreement.
ifl
C. In the event of conflict between the terms of thi$ &;`}
+ t
t Agreement and any terms or conditions contained in any attached:'4a
documents, the terms in this Agreement shall rule.
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D. No waiver or breach of any provision of this Agreement
shall constitute a waiver of any subsequent breach of the same or
any provision hereof, and no waiver shall be effective unless
made in writing,
E. 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 United States, State of
Florida, County of Dade, or the 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 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 CONSULTANT upon completion of the
services required pursuant to Section II hereof and shall become
the property of CITY, without restriction or limitation on their
—
use. CONSULTANT agrees that any and 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 Statutes (1987).
It is further understood by and between the parties that any
documents which are given by CITY to CONSULTANT pursuant to this
=t
Agreement shall at all times remain the property of the CITY and
_
shall not be used by CONSULTANT for any other purpose whatsoever;
without the written consent of CITY.#n
VII. NON-DELEGABILITY
�
The obligations undertaken
9 by CONSULTANT pursuant to th�,s
y{
Agreement shall not be delegated or assigned to any other person
T �A+ .
,
(other than -the specified minority 'SUBCONSULTANT i e t,fiTMed TV
writing to the performance or assignment of sucn services or any
part thereof by another person or firm.
VIII. SUBCONSULTANTS
Notwithstanding the provisions of Section VII, the
obligations undertaken by the CONSULTANT shall include the
employment of the minority -owned certified public accounting firm
of Grau & Company as SUBCONSULTANT.
Nothing contained herein shall be deemed to create a
contractual relationship between CITY and the above -named
SUBCONSULTANT. Any SUBCONSULTANT of CONSULTANT shall be the sole
responsibility of CONSULTANT.
IX. AUDIT RIGHTS
CITY reserves the right to audit the records of CONSULTANT
pertaining to any billings to CITY for time or expenses at any
time during the performance of this Agreement and for a period of
one year after final payment is made under this Agreement.
raw
X. AWARD OF AGREEMENT
CONSULTANT warrants that it has not employed or retained any
a-
person employed by CITY to solicit or secure this Agreement and F.
that it has not offered to pay, paid, or agreed to pay any person:
employed by CITY any fee, commission percentage, brokerage fee, r4.
or gift of any kind contingent upon or resulting from the award
of this Agreement. t
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XI. CONSTRUCTION OF AGREEMENT t s
xfi his Agr+eemQnt shall -be., coastru�d and enf4rcesi <acaa►rdr�' n -
G'*f•,aagdw e r -c 1-
?,,.t.p-�k.�. y' dr7: v 'xt'•, ^r i>x i, -i - x ,. ,. .. .¢k�',,�
the StAte of Florida.
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''4�,i�+T`,.. ,�,,������K4*v'"y,�°,,, �� �'fi+y�� Yr`` �;. t" iY.� 4;:, '' � ,5r x •-Y��.; � s`, ��` ,.r 3 :: t � �t �' �S �'.�'1 wt.� r�—r t�.�u ✓�s ;, �� —
KN^9.:tc: >.Y - Yen_ _.x�'rt�_'+'d-.!rs(n. f FV t?: ::, .r.: . ..ev_�:nF :n*�inweei�,n �fe�.: �f ltef ..,.:f Ab:Titi'►?Lt ., .. ,. t,. ..i ..::sc .j�'F`.:J..n: 1 . --
XIII. INDEMNIFICATION
CONSULTANT shall indemnify and save CITY and its officials
harmless from and against any and all claims, liabilities,
losses, and causes of action, which may arise out of CONSULTANT's
performance under the provisions of this Agreement, including all
acts or omissions to act on the part of CONSULTANT, including any
person perforjming under this Agreement for or on CONSULTANT's
behalf, provided that any such claims, liabilities, losses and
causes of such action are attributable to the fault of
CONSULTANT, and, from and against any orders, judgments or
decrees which may be entered and which may result from
CONSULTANT's performance under this Agreement, and from and
against all costs, attorneys' fees, expenses and liabilities
incurred in the defense of any such claim, or the investigation
thereof. If CITY chooses to defend any action on behalf of
itself, it shall bear its own costs of defense, and if the
provisions of this indemnity provision are applicable, CONSULTANT
shall indemnity CITY accordingly. In any event, CITY shall
promptly notify CONSULTANT as soon as it has notice of any matter
for which this indemnity provision may be applicable.
XIV. CONFLICT OF INTEREST
CONSULTANT covenants that no person under its employ who
presently exercises any functions or responsibilities in
connection with this Agreement has any personal financial
interest, direct or indirect, in the work product of this
Agreement.
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 CONSULTANT or its
employees must be disclosed in writing to CITY. CONSULTANT, in
= the performance of this Agreement, shall be subject to the more.' -
restrictive law and/or guidelines regarding conflict of i,ntere'at
promulgated by federal, state or local, government.
_ c`s
CONSULTANT is aware of the conflict of interest laws of the
City of Miami (City of Miami Code Chapter 2, Article V), Dade
County Florida (Dade County Code Section 2-11.1) and the State of
Florida, and agrees that it will fully comply in all respects
with the terms of said laws.
XV. INDEPENDENT CONTRACTOR
CONSULTANT and its employees, SUBCONSULTANTS, and agents
shall be deemed to be independent contractors, and not agents or
employees of the CITY, and shall not attain any rights or
benefits under the Civil Service or Pension Ordinances of CITY,
or any rights generally afforded classified or unclassified
employes; furthermore, its agents or employees shall not be
deemed entitled to the Florida Workers' Compensation benefits as
an employee of CITY.
XVI. TERMINATION OF AGREEMENT
CITY retains the right to terminate this Agreement at any
time prior to the completion of the services required pursuant to
i
Section II hereof without penalty to CITY. In that event, notice A*:
of termination of this Agreement shall be in writing to
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 CITY pay CONSULTANT an amount in excess of
i the total sum provided by this Agreement.
It is hereby understood by and between CITY and CONSULTANT
that any payment made in accordance with this Section to
S CONSULTANT shall be made only if said CONSULTANT is not in
default under the terms of this Agreement. If CONSULTANT is- in l
default, CITY shall in no way be obligated and shall not. pay, ,to
the .CONSULTANT. any further sum whatsoever and shall, upon '3
request, be reimbursed for any past payments.
It - is further understood that should CONSULTANT :,,fai.i..
Perform any of the services under this Agreements CITY ,Agreee
F -
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, -
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CONSULTANT is aware of the conflict of interest laws of the
City of Miami (City of Miami Code Chapter 2, Article V), Dade
County Florida (Dade County Code Section 2-11.1) and the State of
Florida, and agrees that it will fully comply in all respects
with the terms of said laws.
XV. INDEPENDENT CONTRACTOR
CONSULTANT and its employees, SUBCONSULTANTS, and agents
shall be deemed to be independent contractors, and not agents or
employees of the CITY, and shall not attain any rights or
benefits under the Civil Service or Pension Ordinances of CITY,
or any rights generally afforded classified or unclassified
i
employes; furthermore, its agents or employees shall not be
deemed entitled to the Florida Workers' Compensation benefits as
an employee of CITY.
XVI. TERMINATION OF AGREEMENT
CITY retains the right to terminate this Agreement at any
time prior to the completion of the services required pursuant to
t;
Section II hereof without penalty to CITY. In that event, notice
of termination of this Agreement shall be in writing to
..N
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 CITY pay CONSULTANT an amount in excess of
the total sum provided by this Agreement.
a
It is hereby understood by and between CITY and CONSULTANT
that any payment made in accordance with this Section to
CONSULTANT shall be made only if said CONSULTANT is not in
a i4X_
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default under the terms of this Agreement. If CONSULTANT is in t,
default, CITY shall in no way be obligated and shall not pay to,
the CONSULTANT any further sum whatsoever and shall, upon
requests be reimbursed for any
y past payments.
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It is further understood that should CONSULTANT fail ;kp irK=
&
perform any of the services under this;Agreement# CITY agre.eX �
that CONSULTAN'T's entire liability and CITY's sole and exclusive
remedy for claims in connection with or arising out of this
Agreement, for any cause whatsoever, and regardless of the form
of action, shall be CITY's fees under this Agreement, which fees
were received by CONSULTANT.
XVII. NONDISCRIMINATION
CONSULTANT agrees that it shall not discriminate as to race,
sex, color, creed, age, national origin, or handicap, in
connection with its performance under this Agreement.
;1
i
XVIII. MINORITY PROCUREMENT COMPLIANCE
CONSULTANT acknowledges that it has been furnished a copy of
s-
Ordinance No. 10062, the Minority and Women Business Affairs and
Procurement Ordinance of the City of Miami, and agrees to comply
with all applicable substantive and procedural provisions
therein, including any amendments thereto.
XIX. CONTINGENCY CLAUSE
Funding for this Agreement is contingent on the availability
of funds and is subject to amendment or termination due to lack
of funds, or authorization, reduction of funds, and/or change in
regulations.
XX. 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 terms and conditions contained herein, then
CITY, at its sole option and upon written notice to CONSULTANT,-
may cancel and terminate this Agreement, an all payments., �>
advances, or other compensation paid to CONSULTANT by CITY while
(f ?rii
CONSULTANT was in default of the provisions herein cgnt,iged,
shall be forthwith returned to CITY g �!"
provided CONSULTANT was iven �
written notice of such default and the opportunity, to cure the;.
same, but,. failed to, do so.rw
we
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XXI. ENTIRE AGREEMENT '
This instrument and its attachments constitute the 0016 aft
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only Agreement of the parties hereto relating to said services f
and correctly set for the the rights, duties, and obligations of =`
zt.
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.+1
XXII. AMENDMENTS
No amendments to this Agreement shall be binding on either
a
party unless writing and signed by both parties.
IN WITNESS WHEREOF, the parties hereto have caused this`'-
instrument to be executed by the respective officials thereunto <`
t
duly authorized, this day and year first above written.
CITY OF MIAMI, a Municipal 3
Corporation of the State of
Florida:
ATTEST::
By
MATTY HIRAI CESAR H. ODIO.
CITY CLERK CITY MANAGER
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CONSULTANT:
Y C�
Peat Marwick Main & Co. {� N
WITNESS
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PARTNER AUTHORIZED TO k
EXECUTE"' INSTRUMENTS ON ,
BEHALF OF THE FIRM
A� f lk
WITNESS: .'
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AP�tO\ikD A6 TO INSdRA[�jC >,; f APoy
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CITY 'OF MIAMI, FLORIDA
INTER -OFFICE (MEMORANDUM
TO Honorable Mayor and Members
of t City Commission
t�
FROM : Cesar H. Odio -
City Manager
DATE : J 11i1 f I'G89
8UEUECT :Resolution
Accounting
North River
REFERENCE$ : For City
February
ENGLOSUAES:
Flue
Authorizing Professional;
Services Agreement/SW
Drive UDP
Commission Meeting of::
9, 1989
HRCOATION:
It is "'respectfully recommended that the City Commission adapt thef
,.
attached `Resolution authorizing the City Manager to enter.; into a_
Professional Services Agreement, in substantially the form attached,;
with Peat Marwick Main & Co. with the participation of the. minority-' e:
owned accounting firm of Grau & Company, to analyze the financial;
viability of proposals to be submitted for the SW North River Drive: h
Property Unified Development Project (UDP), in an amount not to. N
exceed $16,5000 to be determined by
the number of responsive
proposals submitted on March 1, 1989, plus out-of-pocket expenses
to exceed $1,650 (10$), further authorizing compensation from funds;
available in the Property and Lease Management Enterprise Fund, to be> n
reimbursed the City by the successful proposer.
BACKGROCM: Y +
[ gr7f
t
The Department of Development recommends that the attached Resoiution� r
® be adopted authorizing the City Manager to enter into an agreet�nt 'x fY
for the provision of professional accounting services L for
North River Drive Property proposal submissions due March i, 1989.
on November 3, 1988, the City Commission adopted Resolution No.z 8$�
1066 authorizing the issuance of a Request for Proposals (P'F:'`
the development of marine -oriented recreational. and =etm�.�. r t
' including food 'And 'beverage sales, of an approximae2y }7
owned riverfront land parcel located beEwe@n SW 2 and 3Ire-.
N' Dtoth River . Drive on. ,the Miami .Rivera Section 29'-c)
Chart ;�c . regairea ana�.ysis of propo�aal�a: by
aoounting firm•solution No g8-I0�66 furtnr+si
s4�tring'` firm .of Peat Marwiok Main & Ca, wi*h+10
rael►u ` r,•. to percarm the ana.yss. 13rar': & Co. • ��z ,
receive 5 04 o
'f fees :paid for. +services' e
.�1� F,►ae +af + rvioaa t be pcsesI a:c
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86norable Mays it • ghtk4iftb6ft,
of the City dotbihil Orion
o i x r t Y 2 iPk'1X R`xj'i s h�sJ:r S "'.
Page Two
•-9 � Y¢ � •� la ,r �Li• �_ r � r. X '4� 1 ; H i "_oFl
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Compensation for said sevioes, in an amount no to exceed $16500, t6 `
be' determined by'the number of responsive proposals submitted March
1, 1989, the proposals submission due date, plus out -of- POO. et .
expenses in an amount not to exceed $10-650 or 10% of the maximum .fee,
is available from the:property and 'Lease Management'Enterprise Fund.
The successful proposer, _ ' upon execution of a, negotiated , leayys���*
9-~4tt4 "AA +.r% Y`fli rnivirna tEha City'
l►G� tCCiWCI� L. "
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