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HomeMy WebLinkAboutR-88-0137J-88-148 2/3/88 RESOLUTION NO. 14S--1:37 A RESOLUTION AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE AN AGREEMENT, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, BETWEEN THE CITY OF MIAMI AND RPPW INC., IN CONJUNCTION WITH PERKINS & PARTNERS, FOR PROFESSIONAL SERVICES RELATED TO CONDUCTING AN ECONOMIC FEASIBILITY STUDY FOR THE OMNI REDEVELOPMENT AREA PROJECT, WITH FUNDS THEREFORE IN AN AMOUNT NOT TO EXCEED $35,000 BEING MADE UP AS FOLLOWS: $15,000 FROM THE DOWNTOWN DEVELOPMENT AUTHORITY BUDGET AND AN AMOUNT NOT TO EXCEED $20,000 ALLOCATED FROM THE 13TH YEAR COMMUNITY DEVELOPMENT BLOCK GRANT FUNDS WHICH WERE PREVIOUSLY APPROPRIATED TO THE DEPARTMENT OF DEVELOPMENT FOR ECONOMIC DEVELOPMENT ACTIONS. WHEREAS, it is the policy of the City to revitalize and redevelop economically distressed areas and neighborhoods in the City; and WHEREAS, the City Commission authorized (Resolution No. 86-634) the preparation of the Omni Area Redevelopment plan for the purpose of promoting economic development in the area; and WHEREAS, Metropolitan Dade County ordinance 87-47 created a Tax Increment Financing District in the Omni Redevelopment Area; and WHEREAS, a number of private and public entities strongly support the City's economic development efforts in the Omni Redevelopment Area; and WHEREAS, the City Commission authorized (Resolution No. 87-910) the City Manager to advertise for professional services and issue the Request for Proposals to undertake an Economic Feasibility Study for the Omni Redevelopment Project area; and CITY COMMISSION MEETING OF FEB 18 igaa )N No. 88--1 WHEREAS, the City Commission allocated funds in the 13th Year Community Development Block Grant Funds for the economic development projects; and WHEREAS, the Downtown Development Authority supports the City's effort by contributing $15,000 toward the study; and WHEREAS, the City issued a Request for Proposals advertisement to invite all interested professional firms to submit proposals for an Economic Feasibility Study for the Omni Redevelopment Area project; and WHEREAS, a Selection Review Committee was appointed by the City Manager to review all submissions responding to the Request For Proposals; and WHEREAS, the Selection Review Committee received presentations from the proposers and selected the six most qualified firms for an Economic Feasibility Study for the Omni Redevelopment Area; and WHEREAS, RPPW Inc./Perkins & Partners received the highest score of the six firms selected to compete in the final portion of the selection process by the members of the Selection Review Committee; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: SECTION I. The City Manager is hereby authorized to negotiate and execute an agreement, in a form acceptable to the City Attorney, between the City and RPPW Inc., in conjunction with Perkins & Partners, to provide professional services related to conducting an Economic Feasibility Study for the Omni Redevelopment Area project. -2- 88-137. ma SECTION 2. The amount of $20,000 is hereby allocated from the 13th year Community Development Block Grants to cover the costs of said services. PASSED AND ADOPTED thisl8th day of February , 1988. j ATTEST: i i MATTY HIRAI, TY CLERK FINANCIAL REVIEW & APPROVAL: v CARL ARCIA, DIRECTOR DEPARTIMNT OF FINANCE BUDGETARY REVIEW & APPROVAL: COMMUNITY DEVELOPMENT REVIEW & APPROVAL: FRANK MAY, ACTI IRECTOR DEPARTMENT OF (I., AGEMENT AND BUDGET c PREPARED AND APPROVED BY: - ROBERT F. CLARK CHIEF DEPUTY CITY ATTORNEY FRA14K TANS A, DIRECTOR DEPARTMENT OF COMMUNITY DEVELOPMENT APPROVED AS TO FORM AND CORRECTNESS: -3- 88-137; 0 CITY OF MIAMf, FLORIDA INTEROFFICE MEMORANDUM REVISED 3 TO Honorable Mayor and Members of the City Commission °ATE: �-t o j©�� FILE: SUBJECT: Consultant Selection , for the Omni Redevelopment Area Economic Feasibility Study FROM Cesar H. Odl REFERENCES: City Manager For City Commission ENCLOSURES: Meeting of 02/18 /88 RECOMMENDATION: It is respectfully recommended that the City Commission adopt the attached resolution authorizing the City Manager to negotiate and execute an agreement, in a form acceptable to the City Attorney, with the consulting firm of RPPW Inc., in conjunction with Perkins & Partners, for professional services related to the conducting of an Economic Feasibility Study for the Omni Redevelopment Area Project, with total funds of $35,000 of which $20,000 will come from the 13th Year Community Development Block Grants Funds allocated in the FY-88 Budget of the Department of Development, and $15,000 from the Downtown Development Authority. It is further recommended that the City Commission approve the use of $20,000 from the 13th year Community Development Block Grant Funds which were previously allocated to the Department of Development for economic development actions. BACKGROUND: The Department of Development, along with the Planning Department and Downtown Development Authority, support the idea of receiving professional services to conduct an Economic Feasibility Study for the purpose of revitalizing the Omni Redevelopment Pcoject area. The Commission, by Resolutions 86-120 and 87-604, approved a plan to initiate an economic development strategy for the Omni Redevelopment area. The City's efforts later supported by the Metropolitan Dade County Commission by passing an Ordinance (87- 47) to create a Tax Increment Financing district to alleviate cost of developments in the area. The Commission, by Resolution 87-910, authorized the City Manager to advertise for professional services and issue of the Request for Proposals document to conduct an Economic Feasibility Study for the Omni Redevelopment Area Project. 'RB--137 ;L Honorable Mayor and the Members of the City Commission Page 2 The Department of Development, with strong support from the Planning Department and Downtown Development Authority, developed a Request for Proposals document to invite a professional firm with significant minority participation to conduct an economic feasibility study. The study will identify innovative development opportunities and recommend specific projects that will lead to the formulation of a creative strategic plan for the revitalization of the Omni area. In addition to the City's Planning Department and Downtown Development Authority, the Greater Miami Chamber of Commerce and Omni Area Property Owners have shown a very positive response for the City's initiative to redevelop the area. The City Commission, by Resolution 87-910, approved use of $20,000 from the 13th year Community Development Block Grant Funds for the purpose of obtaining professional services to conduct an Economic Feasibility Study for the revitalization of the Omni Redevelopment area. On October 30, 1987, the City distributed a request for proposals (RFP) document to professional economic, planning, redevelopment firms to solicit proposals for this process (see attachment 1 for copy of RFP). A major effort was made by the City to inform all minority firms that were identified in City's Minority Vendor Directory. The Goal of the City is to identify specific sites for the development of catalytic and anchor uses in the Omni area and utilize tax increment funds in the most effective way to leverage private development of these uses. Among the use to be considered, although not limited to, the following are presented below: 1. Media District (television, radio, publishing, film, advertising);and 2. Domestic/ International Trade Mart (specializing in high tech, import/export, fashion, home furnishing, food services, info mart, film, medical, or other specialty items); and Honorable Mayor and the.Members of the City Commission Page 3 3. Specialized Educational Facilities (business college, design school and media). The Request for Proposals document was advertised in Miami Times, Diario de las Americas, The Miami Herald, and The Wall Street Journal. As a result of the public notice, the following firms submitted proposals by the November 13, 1987 deadline: Benton Advisory Group Spire -Harrison and Partners Strategy Research Corporation Real estate Services Group FIU/FAU Joint Venture Growth & Conservation/Chesapeake Group Appraisal and Real Estate Economics Assoc. Inc. RPPW Inc./Perkins & Partners Halcyon, Ltd. The Fantus Company Urban Partners Hammer, Siler, George, Associates A Consultant Selection Review Committee was appointed by the City Manager. The eight -member panel comprised the following persons or their designees: Christopher Morrison Chairman Omni -Venetia Action Committee Sergio Rodriguez Director Planning Department Adrienne Macbeth Minority Procurement Admin. GSA Phillip Blumberg President American Venture Corp. Matthew Schwartz Deputy Director Department of Development Annette De Lara Financial Services Admin. Finance Department Roy Kenzie Executive Director DDA Frank Hawkins Vice -President Knight Ridder Inc. 3 98-137 0 Honorable Mayor and the Members of the City Commission Page 4 The Committee met on December 15, 1987 to review submissions from the 12 firms. As noted in the public advertisement and in the RFP, the committee evaluated the submissions on the basis of: 1) the proposer's experience, 2) minority participation, 3) experience of the staff assigned for the project, 4 proposer's work experience in local market, and 5) proposer's business location. The Committee then selected six finalists to interview. These finalists have very significant minority/female ownership and/or participation, as noted below. CONSULTANT 1. Halcyon Ltd. 140 West Flagler Street Miami, FL 33130 2. RPPW Inc. 555 White Plains Road Tarrytown, NY 1059 Perkins & Partners 257 NE 18th Street Miami, FL 33132 3. Growth & Conservation Inc.: PO Box. 65337 Miami, FL 33265 Chesapeake Group 8516 Green Lane Baltimore, MD 21207 MINORITY PARTICIPATION Black, Hispanic, Woman Black, Hispanic, Woman -Black, Hispanic, Woman 4. Hammer, Siler, George, Assoc.: Black, Woman 1 East Broward Boulevard Ft. Lauderdale, FL 33301 q 198-13'7 Honorable Mayor and the Members of the City Commission Page 5 S. Strategy Research Corporation: Hispanic, Woman 100 NW 37th Avenue Miami, FL 33125 6. Urban Partners Black, Hispanic, Woman 302 Arch Street Philadelphia, PA 19106 Omni Design Group 14731 SW 160th Street Miami, FL 33187 The Selection Review Committee met on January 12, 1988 to interview the six finalists. Based on the Committee's review and evaluation, the top three consultants were ranked as noted below. CONSULTANT JOINT VENTURE 1. RPPW Inc. Perkins & Partners 55 White Plains Road 297 18th Street Tarrytown, NY 10591 Miami, FL 33132 ■' 2. Growth Conservation Inc. Chesapeake Group PO Box. 65337 8516 Green Lane Miami, FL 33265 Baltimore, MD 21207 3. Urban Partners Omni Design Group* 302 Arch Street' 1473 SW 160th Street Philadelphia, PA 19106 Miami, FL 33187 After a careful examination and in order to create the most effective strategic plan to revitalize the Omni Redevelopment area, the Selection Review Committee recommends to the City Manager to negotiate a contract with the private consultant RPPW Inc./Perkins & Partners. RPPW Inc is a prestigious economic development firm out of Tarrytown, New York, providing planning and development services to private and public sectors since 1954. RPPW Inc. currently engaged with a number of urban revitalization projects that are similar to the Omni Redevelopment Area project. RPPW Inc. will subcontract one third of the work to Perkins & Partners, a local architectural firm with 100% Black ownership. s S 88-IL37 Honorable Mayor and the Members of the City Commission Page 6 Both RPPW' Inc. and Perkins & Partners are equal opportunity employers with an approved Affirmative Action Program. The staff designated for the project include two women, three blacks, and one hispanic professionals. Although RPPW Inc. is not a local firm, its strong expertise in redevelopment projects, a significant minority participation, and a sizable subcontract with Perkins 6 Partners ranked this firm to be the first choice of the Selection Review Committee. Therefore, it is requested that the City Commission authorize the City Manager to negotiate a contract with RPPW Inc./Perkins & Partners, which will include a stipulation of conditions and a detailed scope of professional services. It is also requested that the City Commission approve the use of $20,000 from the 13th year Community Development Block Grant Funds which were previously allocated to the Department of Development for economic development actions. CHO/MDS/ED Attachments: Proposed Resolution Request for Proposals document e, —137 c U Request for Proposals City of Miami Economic Feadibility Study for the Omni Redevelopment Area City of Miami Xavier L. Suarez, Mayor Miller J. Dawkins, Vice Mayor Rosario Kennedy, Commissioner Joe Carollo, Commissioner J. L. Plummer, Commissioner Cesar H. Odio, City Manager Proposal Submission Due: December 08, 1987 Proposal Submission Accepted Only at: City'of Miami City Clerk' Office 3500 Pan American Drive Miami, FL 33133 TABLE OF CONTENTS I: Public Notice II. Description of Overall Study III. Scope of Services IV. Proposal Submission Requirements V. Tentative Schedule for Consultant Selection VI. Evaluation Criteria VII. Project Timetable Vill. Submission of Proposals IX. Appendix A. Location Map Be Omni Redevelopment Area C. Ordinance No, 10062, City of Miami (Minority and Women Business) Affairs and Procurement Ordinance). 'Pr 88-13'7 I. PUBLIC DOTIC9 PUBLIC NOTICB CITY OF MIAMI, FLMIDA BCOHOMIC FEASIBILITY STUDY FOIL TOR OWL AREA The City of Miami, Florida and the Downtown Development Authority is seeking the services of a qualified and experienced professional firs(s) to prepare an Economic Feasibility Study for selected projects in the Omni area. The Consultant will identify innovative development opportunities, enhance employment and'job opportunities; and recommend specific projects that will lead to the formulation of a creative strategic plan for the revitalization of the Omni area. The Consultant shall be knowledgeable of successful revitalization projects occurring elsewhere in the United States and capable of developing projects that specifically address the Omni area's unique location and circumstances. The total cost of the study shall not exceed $350000. Interested persons and/or firm must contact the City of Miami Department of Development, 300 Biscayne Boulevard Way, Dupont Plaza Center - Suite 4001, (305) 579-3366 to Request for the Proposals document. This document contains detailed and specific information about the scope of professional services being requested and submission requirements. Deadline for letters of interest submission is November 13, 1V87. The City of Miami will not consider any firm(s) without minority participation. Cesar Odio City Manager Page 1 of 8 .98-137 II. DESCRIPTION OF OVERALL STUDT The purpose of this Request for Proposals is to prepare a study for the City of Miami and Downtown Development Authority which will identify approximately four (4) projects that could serve as catalysts for economic development, analyze market support for selected catalyst projects and develop a strategic plan for implementation. For the purposes of this study, the Omni area is bounded by I-395 to the south, the FEC right-of-way to the west, N.E. 20th Street to the north, and Biscayne Bay to the east and encompasses 260 acres of land (see location map)• Included within this general area are three distinct subareas: the residential area north of the Omni Complex composed of apartment buildings, aging single family homes and converted estate mansions; the Omni/Venetia Complex east of Biscayne Boulevard composed of modern megastructures housing condominiums, hotels and a major shopping mall; and the western portion of the study area (for the purposes of this study to be referred to as Omni West) composed of a mixture of warehousing, industrial uses, general commercial and deteriorated residential structures. A portion of this area has been designated as part of the Metro -Dade County Enterprise Zone. The intent of this study is to stimulate redevelopment of the area'a significant existing supply of vacant and under utilized land and buildings, thereby bringing new vitality to this northern most section of downtown. The principal strategy for this revitalization process is the recruitment of new - economic anchor uses, currently not present in the area, but for which market support can be demonstrated. The criteria for selecting anchor uses will be uses that will compliment rather than compete with established activity patterns in other downtown locations; and be compatible with the Downtown Master Plan goals and policies; uses that will benefit from the geographic location of the Omni area; uses that will reinforce the existing hotel, residential, retail, and commercial service uses in the area; and uses that will act as catalysts to stimulate rehabilitation and development of other supporting uses within the district. In order to facilitate and expedite the revitalization process, the City will consider undertaking infrastructure improvements and land acquisition, with priority being given to large parcels which require a minimum of residential and commercial relocation. The area is located within Downtown Miami, just north of the core area which Is undergoing major physical and economic revitalization. Major new developments such as the downtown Government Center, Southeast Financial Center, and the City of Miami/University of Miami James L. Knight Center and the Bayside Specialty Center have increased downtown employment and attracted new businesses and daytime activities. The continued growth of the Port of Miami; the redevelopment of Bayfront Park; the opening of the Metromover loop; and the upcoming redevelopment of the Southeast Overtown/Park West community will reinforce the development potential for all of the downtown area. Page 2 of 8 /0 r98-137 W4 94 The most notable examples of private investment in the area are the mixed -use developments known as Omni -Venetia (residential condominiums) which include the Plaza Venetia high-rise (rentals), the Omni Shopping Hall/Hotel and the Biscayne Bay Marriott. The public projects already in place include the Anna Brenner Meyer Telecommunication Center and the Dade County School Board Administration Building. The School Board is also planning to demolish the Lindsey Hopkins Building and build its second administration building. .In addition, the planned extension of a north loop of the Metromover system will have at least two stations in the area. The goal of the City of Miami is to identify specific sites for the development of catalytic and anchor uses in the Omni area and utilize tax increment funds in the most cost effective way to leverage private development of these uses. Among the uses to be considered, although not limited to the following are presented below: (1) Media District (television, radio, publishing, film, advertising); (2) Domestic International Trade Mart (specializing in High Tech, Import/Export, Fashion, Home Furnishings, Food services, info mart, film, ex, medical, or other specialty items); and (3) Specialized Educational Facilities (business college, design school and media). III. SCOPE or SERVICES The scope of services is presented in the following: PHASE I: OPPORTUNITY EXPLORATION (relative weight 25%) The first phase of the Consultant's responsibilities will focus on the identification of general development opportunities for the Omni area followed by a more detailed investigation into a lesser number of opportunities which promise the highest degree of success in stimulating revitalization efforts. These uses must conform to development objectives in the Redevelopment Plan and complement but not compete with the CBD/Brickell areas. As part of the Phase I responsibilities, the Consultant shall Investigate a variety of opportunities, including, but not limited to, the creation of a multi -use international trade center, a decorative arts center, a merchandise or apparel mart, a design school, a business college, a film/recording industry or television broadcasting district, an advertising district, port services district, and/or brokerage companies (e.g., apparel, food and marine -related services), and housing. Special attention should be given to the creation of a foreign buyers district concentrating on Miami's role as gateway to Latin America and as a port of entry of Latin American products for the United States and Canada. Also, identify uses that could benefit from the enterprise zone incentives. Page 3 of 8 89-137. Some of the development opportunities are reflected in previous studies. These are as follows: (1) Industrial Land Use Needs Study; Leggat McCall Advisors, Incorporated; (2) Economic Analysis and Growth Projections - Downtown Development Plan; Hammer, Siler, George Associates; and (3) City of Miami job Creation and Retention in Miami and Dade County, 1972-85; Cognetics, Incorporated. At the conclusion of Phase I (preliminary investigation), the Consultant will present to the City of Miami a refined list of potential opportunities that are the appropriate stimuli for the Omni revitalization efforts. The consultant shall note the following: 1. Projects should be selected and designed which promise (long-range growth potential). 2. Projects should be selected which will serve as major use anchors in the area, providing secondary market or support service spin-offs. 3. Some attention should be given to those high -growth Industries that are labor intensive, requiring a high percentage of workers with little or no previous training. PHASE II: PROJECT IDENTIFICATION AND ANALYSIS (relative weight 50X) From the refined list of opportunities, and after direction from designated City staff, the Consultant shall then provide detailed market support analysis, cost of implementation, physical requirements and other pertinent information for approximately four projects that would serve as catalysts in the revitalization of this area. The consultant should focus on the most financially feasible projects and clearly demonstrate its potential for success. PHASE III IMPLEKWATION PROGRAM (relative weight 25Z) The Consultant shall develop a strategy to advise the City of Miami on how best to utilize public funds to leverage private development. The Consultant shall prepare example project proformas, which will include at a minimum 5-10 year projections. The process which will work best (i.e. Unified Development Project (UDP), and land acquisition); and the criteria for site selection. Also, the creative reuse of existing structures is encouraged when feasible (e.g. the Sears Building - located at N.E. 13th Street and Biscayne Boulevard) and the Jefferson Building located at N.E. 15th Street and Biscayne Boulevard. Page 4 of 8 - lei '�8--137 The total cost of the study shall not exceed $35,000. IV. PROPOSAL SUBMISSION REQUIREMENTS Respondents to this invitation are advised that the following items must be addressed, considered and adhered to in the the of proposals and will be critically evaluated by the Selection Committee. Failure to provide all required information may result in disqualification of the proposal. 1. Identification of respondent, including organizational structure and names and address of principals and methodology for project planning and design. 2. Description of professional qualifications. 3. Description of a specific work program which should include a budget and man-hours per task. 4. Description of respondent's relevant project experience. 5. Identification of staff that will be assigned to the proposed study and evidence of their professional qualifications. (Please provide resumes of key individuals to be involved.) 6. Minority participation, related to the percentage of minority ownership of the firm (team) and the percentage of key staff professionals who are minorities working on the project. V. TENTATIVE SCHEDULE FOR CONSULTANT SELECTION DATE_ October 30, 1987 Advertise for Public Notice November 139 1987 Deadline for submission of consultant letters of interest. November 20, 1987 Certification Committee meets to ascertain whether respondents are fully qualified to render the required services. Factors to be considered in making this review are: capabilities, adequacy of personnel, past performance and experience of the respondent; performance in administration and in cooperation with others whose services are involved, and minority participation. November 20, 1987 Competitive Selection . Committee reviews proposals, and selects at least three qualified firms to be invited to submit proposals. Page 5 of 8 1 R8-137 . December 08, 1987 December 15, 1987 January 04, 1988 February 12, 1988 February 26, 1988 May 27, 1988 He EVALUATION CRITERIA Deadline for submission of consultant proposals. Competitive Selection Committee interviews firms, completes evaluation and rankings and forwards a recommendation to the City Manager. City Manager reviews selection; recommends to the City Commission for approval to initiate contract negotiations with the consultants. Contract negotiations completed; contract submitted to City Manager for City Commission approval. Consultant starts work. Consultant completes work. The following criteria will be used by the Selection Committee to evaluate qualifications; percentages to the left indicate the relative weight that will be placed on each of the criteria. 25Z Organization, structure, methodology for project planning and design. 20% Experience in comparable projects. Successful completion of projects of this type with demonstrated performance in meeting time schedules; further consideration of a reduced percentage based on the volume of work done for the City of Miami in the past 5 years. 25% qualifications and experience of key personnel. 15Z Minority participation, related to the percentage of minority ownership of the firm (team) and the percentage of key staff professionals who are minorities working in the project. 10% Plan for coordination of team efforts. 5% Familiarity with area. Location of project office with maximum percentage for location in the City of Miami and decreasing percentages for location in: Dade County, rest of Florida and elsewhere. VII. PROJECT TIMETABLE The consultant will be allocated a maximum of 90 calendar days to complete the work from the date of contract execution. Penalties may be included in the contract for failure to meet the work schedule. Page 6 of 8 iy 88-13'7 ow 00 VIII. SUBMISSION OF PROPOSALS One original and ten copies of each Letter of Interest are to .be submitted before 4:00 p.m. November 13, 1987 to the Department of Development. The November 13th deadline Will be firmly adhered to. No proposals will be accepted after that time. Address proposals to: Hatty Hirai City Clerk City of Miami, City Hall 3500 Pan American Drive Hirai, FL 33133 Questions concerning this Request for Proposals should be directed to: Matthew Schwartz, Deputy Director Department of Development 300 Biscayne Boulevard Way Dupont Plaza Center - Suite 400 Miami, FL 33131 The City of Miami reserves the right to accept any proposal deemed to be in the best interest of the City, to waive any irregularities in any proposal, to reject any and all proposals and to re -advertise for new proposals. Page 7 of 8 /5 98-137 XXo APPENDIX Page 8 of 8 / (p A8-137 i qlFw--wl 5 fi-ommink -AN i.% .. Ails . 'A i "'o, i 00'7� v OMNI REDEVELOPMENT AREA LOCATION MAP LOCATION = CITY OF MIAMI PLANNING DEPARTMENT /7 88-13'7 imiwilosm- ls InM -:1Ai1wi-:IWq]:J►'114ZkW.1: MF UTAUI PLANNING DEPAfi 4-1196944* IO/IIJBS ORDINANCE N0 00_ AN ORDINANCt REPEALiNS, ORDINANCE NO. 9775, TNt MINORITY PROCUREMEMT PROGRAM ORDINANCE OF THE CiTY OF MIAMi, FLORIDA AND SVISTiTUTING TNEREFOR A NEN MINORITY ►ROCURENENT PROGRAM ORDINANCL TO It KNOWN AND CITED AS •TNE NiNORITY AND MOWN BUSINESS AFFAIRS AND PROCURtM IT ORDINANCE OF TNt CiTY OF MIAMi, FLORIDA ' tSTAILiSNING A NINORITV AND WOMEN IUSiNtSi APPAIRS ►ROCINEMENT PROGRAM AND COMNITT11% PROVIDING FOR TNt CREATION BY TNL CiTY NANA4E2 OF AN OrFICt OF MINORITY AND WOMEN BUSINtSS AFFAIRS AND PROCURtNENTf FURTNU UTTING FORTN A GOAL OF AWARDING AT • LCAST Gi PERCCNT OF Tilt CiTY' S TOTAL ANNNAL DOLLAR VOLVNt OF ALL PROCVRtNtNT tKPENsiTVICS TO BUSINESSES ONNtO IT BLACKS 117111 MtSPAVICS (17111• ANO VORCN (17l)1 AUTNORII:IN1 TNt CiTY KARAM TO ►ROVIOt FOR MINORITY ANO WONEN•OVNEO BUSINttt tNTERPRISt PROCNREMtNT 3ET•AS1099 AND CONTRACT PROVISIONS= PROVIDING FOR TNt UVELOPPINT OF PROCEDURES. NEASURIS AND RESOVRCLS TO INPLtNENT SAID PROGRAM GOALS AND 01J9CTIV9S= AND CONTAINING SCHRABILITY CLANK. YMtNtAS, Ordimeace No. 9775 dealing with minority procurement has been felled to be to need of ►evision and modification to strengthen the effectiveness of the City of Mtaml's Minority Procurement Policy and Program; and NN nn$ ,the City Commtsetem, to ►epealing Ordinance No. 9776 and in adopting aad subst#tesimg therefor the here#" Ilimsrity and IlemoR susiaess Affairs aat Precuromeat Ordimeoce is authert=ed #Mrsmoot to the Charter of the City of Niant, SOOSIONS Of and it', &Rd the MMRi IP41 NOW Gel@ Powers Aet of 19739 Chapter 166.001 of seq., Florida Statetess as omendodi and NMtGM& the U.S. Uprose Court has upheld Oode County Ordinsaco Me. 12•I79 adopted My 200 111$$ restricting bidding am eoastrmctiem projects to stach•oweed firms when prior unwarranted dtscrieleatiem has bees proven= and 1tNERtAS. fiadiags of a City of Ntaml Minority Proeerememt Disparity Study Indicated a substantial exclosten of 61nority and women owned businesses from the City96 procurement process for the fiscal years betwoeh.1171 all 19811 *ad VNEREAS. this Ordiasnee will prevent the perpetuation of the effects of prior unwarranted discrimination which has /9 98-137 0 heretofore Is paired* limited Or foreclosed procurement and costrecttn/ opportaaltles for* businesses *rood by flocks. Nispooles and Yost$ with the City of 111881; ant MNteme the City of Nigel hot estsbllshod a policy of constructive affirmative settee to eliminate substsattally the effects of Prior disertaleatles; and - YNERCAS, the proposed- Nloorlty sad town fellness Affairs and Procurement Program and Policy costal"$ relatrtmeat$t tat that these who contract with the City of Nisei IN the areas of Procurement shell Not discriminate states% any beliefs$$ employee or applicant for smployetat because of ate$ fthatcity, racee greed, colorg r*119ie6. song *a%tonal W sing handicap$ or marital $totes; and M that loch city costracte►s Novo sad Iaploseat an Affirmative Actlen Or %teat 9801e10109t OPPOrtustty ' policy U assure that such bestoosseso fMlo.Y0e$ or applteants for o"leyment are treated Neatly wltheut retard to , alto ethnicity, race, greed, solar, relit/en, some astteoal orttjoe handicap or marital ststuse and VKRCAS, 18PISN" tatteN of this OrdlNange will servo the _ best Interest of the City and rill assists@ the opportunity for small basis*$$ concern$ *rood and controlled by flacks, r Nlspaoics sad Names to procure or cootrsct with the City of Nigel to the area of procuromestl and YN ICAS, to be effective it is 0eee184PS and do$irable to' establish for the City of Nlasi a Ninorily and Uses Business Affairs Procurement Program Witt the aPPrOP►late lest$, Objections, administrative Procedure sod rtseurces; sad adopt legislation romsdytag the affected Nlspaoice flack and Yeses• oreod bnalnosse$i MOYe TKAt:ORtg It 1T OROUND IT TNt COM ISStON Of Ut CITY- N1AN1e FLORIOAt Wtien to This Ordiaaace shell be *News and may be cited as `The Nlwerity cad Vests $Saint$$ Affairs 4N4 Praeurfaene Program Ordtneace of the City of 111801.' Section to Far the Purpossewot this Ordinance, the following toras phrases, words, and their dtrivotleas shall have ' the following a*snlnts: 0 As seslnees taterprlse mess• any corperatlen; partowrabip6 ladtvideate salt preprletershlp. Joist stock employ, Joist venture; prefesslesel asseelatlan or set other legit entity that to properiy iicensed to do beslse$$ with tilt City of Mural and/or code Coast? led/or the State of Florida. •. N1norlty ass Veses•Owsed itsInes• tstorerlse steel a business enterprise 1s which at least 11 topcoat of soli enterprise 1s srsed by slacks. Nispastes or Vesaa whose assagement sod dolly bmslaoss operations are controlled by ono or were slacks. Nisposice or Vats. t. Contract mesa$ atrossests for the procurement of goods, services or eonstrmctles of facilities for the City of Ni oral. 0. facilities means all total up partial publicly fiaoacod projects imeludists but wltNut.11milattos, omitted i development projectse menleipal pekoe works sod mmsls/pai Improvemests N the extent tNy are ffmaseed with City saner. - stills• City proportye or re"I re City services• _ to seeds sad services laeluds. witkomt limitation. public worts $ improvements, facilities, proressfesel serticts. — Commodities. smppliase materials and e"tpsaote F. sell sales the percentages of us enamel dollar velmse of preeeremost ospeadtteres determined by this ordinance to be offered for Ntnerlty lad Vouan begins&$ partiettsties. s. Seth_ is the term which will be rased to deatgasto a gives perches• or Contract Or a portion of a g/Iem rsrebeso or Contract award for stack. Nf$pasle never Vegas. awned baatses$e$. Set•alides may only be stillsed where it is deters/nods prior to the lmvttatlon to bid op po/sest ter greposetss that there are a safficloot auabor of certified slack. Nispanic and/or vests."mod businesses to afford effective competition for the purchase. N. joist Venture shall mesa as association of persons or legal entitles, wltb-tbo latest to engage is lad carry eft a $1691e business enterprise for proflt;w 138--13'7 1. ►reeuremaat tapeaditer" shell mean a parchest. paysasts-distributione lose sr advance for the purpose of acfeiring or providtag goods &ad service$. 4. Affirmative Action ►ten $hail laeiude the projected &Nasal goals and the timetables which will be good to *spier lad/or procure with Wages and •iseritles a as". discrisisatten policy statement cad say ether settess which will be good to ensure eqeity to employment sad the etili:aties of siserity and tos&le•owned businesses. tectlea 3. A Nisority and Vast* •estates Affairs and ►reevresest program top the City of 111481 is hereby established. The City Naseter•s Office shell be hold accountable for the tell and forceful tpleseetattea of the Niserity led Vemes Business Affairs set ►rtCMragent MOM by providing spprepriato recommendations for aeties by the City Cowlsstes. A. for tht Purpose of asttsttag the City Nsaatep is the tpieseetaties of said program. a Ntnerlty, and Yagas $@stage& Affairs and Procurement Cesstttgg Is hereby established. cessistiet of as appropriate Mager of ssmberse to be appointed by the City Naseger. With tell represestatits of Ntspeatcs, slacks sad Vegas to be rospeastbte for "lettering the "tptessntatten of the program and making roeo=oad&tteNs top schtovtog the ragvireseatt of this Ordioonce. The Committee $halt be responsible for gaeeratiag yearly progress reports to the City Cosmississ &ad the commenity at large* Be the City Nonstop shall. 'gtiltstag existing ressurcese create an Office of Nteority and meson •estates Affairs and ►roeuroseatl and shall provtdo the appropriate staff sod resources necessary for the performance of all such sdmtatstrattve duties= agthertle and implement the administrative guideitaes &ad procedures retuirod= sod assort copltssce with the foactiess rogvirod to promote the achiovamsst of the program's goals and objectives at increasing the valusa of City procoremoat sod contracts with slack, Ni$poste and Mom*".*wned busieoss". -ow L006%Z .. 0�a 98-13"i. section A. The objective of the City to to achieve a tell of -awarding a minimum of Sit of the total annual totter volume Of all procurement expenditures to $leeks, 111044ies and Vesen• owned best"*$$ enterprises to be apportioned as follwel seventesn portent (17111 to slacks, seventesn percent (tit) to Nlipanle$ and seveateen percent (17%) to MemeN.1 A. To further the teal of iocreaslag the total annual voiume of all preeurosent expenditures to minority sod women. *wood boalness enterprises, authority for a minority sod woman• owned business enterprise procerement set-sslde Is hereby established for use by the City Nanager as he or she may does advis$ble or Necessary to increase the partfc/pstfoo of stack. Ni$panlc and Vomen•eweod businesses to City preeoremeat leetraet$. ' $. It shall be mandatory for all City of Mast contracts and/or procurement award documents to contain the tellowtngs (t.) A epeeftle reference to the applicability _ of toe Ninerlty and Yawn susiNess Affairs and Procurement Program established by this Ordinance; (2.1 A provision stating too right of the -City to terminate and cancel any contract or contraetuai alrloseet entered into, lneledleg elimination of the fadfvideal($) and/or business enterprise($) tree conslderatten and participation is tutors city contracts, as the basis of heving submitted deliberate and willfe1, false or misleading fafermatfoo as to o1s, her or its states as a clock, Nlspanl! and/or Vests -owned business enter►ris• and/or the "entity and/or -type, of minority and wee$n.wood busiees$ participation; (3.1 A rotslnmont that each successful bidder or titterer agree to provide a aware statement of compliance with eke provisions of this ordlsaae• and its specific applicability to the purchase or contract word under cossiderst/on; such statement shall certify that the bidder or offerer, during the 1 Mast* depending upon their own a04841 s tt•soleettem shall be listed in only one (11 of the eatelorless race, etanteity, lender. s 1 Code Z - �3 SIS-137, course of limo Involved. in the performance of the contract sought by seek udder or offerer; shall net discriminate against any bust"Osse employee or applicant for employment because of _ age# ethnicity, races creed, color, religion, sew . mstienal origin. handicap or marital states.. i la.i A Statement of the extent to which the business enterprise ken as silo or more of Its partners or principals persons who are Mack. NISpamie er YemeNe Or 19 a joint venture eomortsed of a son-staority sad minority business and/or women -owned enterprise. I1.1 A requirement that each bidder submit Seen/ with the bid or proposal an Affirmative Action Plan (AAp). Any significant ogotty partictpastse ,feint venture participants. s0ecoatractorse suppltors or ether parties to the bid Or proposal shall also be required to submit sock Plans - (Go) A provision specifyisg the requtresssts for continued bidder or offerer eligibility including minority and female ievelvemset. Section is Bidders or offerers shall be required to demonstrate a reasonable and good faith effort to solteit and obtain the psrticipattsa of qualified minority sad wemen•owned bustnes:as to all bid add proposal documents. Section S. ' Except * where federal or state iaw or regulottels mandate to the contrary$ the provisions of this section will b* applicable to all City of Niaei, probed. bid. contract or ether agreements Negotiated by the City% Section 7. the Ntmortty sod Venom Business Affairs and Procurement program established berets shall be to effect only until suck ttmo as the effects of prior unwarranted dtse►tstoatiom against Blacks. NispaNieS Sad Venom leave boom • copoeseted fare at which tie* the goals and set•astdos provided for herein Shoal me longer be observed. Suck need shall be _ s reviewed every two years by the City Commission, upon the recommendation of the City Nomagor. ' SectieN B. Ordinance Nee 97M tho•410mority Procurement Program Ordinance of the City of Miami, Florida, is hereby repeated. - 6 10062 j $action !. $heold any part or prevision of this Ordinance 60 declared' by a Court of conottent jorisdietien to be invelid. sire $boll net affect the validity of the Ordinance as a whole. PASSED ON FIRST READING IT TITLE ONLY this 16th day of nevember . Iles. PASSED AND ADO►TEO ON SECOND AND FINAL READING IT TITLE ONLY this 19tb day of December 0 1lNS. ATTEST: City Clerk PREPARED AND A/►ROYEO IT: oer�ty City teerney APPROUD AS TOFOORNAND CORRECTNESS: - a't-t"< City Attorney AOJ/wpc/pb/ab/8164 tM City d Nrre4q C-Oft qat .a tteerN. Nr of.. A. a IV 10 . f.ta, t►w 2" wrr«t ) ut tip .w•►. 24.1 ...repo"I u{dilwtwo Was pnttd .t t!{. S•w{b Maw .4 {!,: VqW C4wo? Cann UrNe i{ the pL%v pt.-ti.ja lot WSINVA AW Ret-i►.ubwa by aUxMir� +riJ t-yq t.• INN, AWJ l#*M kJ {o.MOG IN EM M) Napa sbe pffkita *at Ci{y INk d.� w._ a 1 My Cktk t()©43.2 t2 S 98-137- DRAFT PROFESSIONAL SERVICES AGREEMENT This Agreement is entered into this day of , 1988, by and between the CITY OF MIAMI, a municipal corporation of the State of Florida, hereinafter referred to as "CITY" and RPPW INC. a corporation hereinafter referred to as "CONSULTANT". I. TERM The term of this Agreement shall be from March 15, 1988 through June 30, 1988. II. SCOPE OF SERVICES The CONSULTANT shall be under the general supervision of the Director of Development and under the direct supervision of the Deputy Director. The Scope of Services shall consist of tasks grouped around three distinct phases. Phase I - Opportunity Exploration Task 1 - Review existing zoning, utility system plans, laws, regulations, surveys relevant to the Omni project area and prepare a background summary on development constraints. Task 2 - Review previous studies done for the Greater Miami and Omni areas on land use, economic base, transportation, traffic, manpower training, housing, job creation and identify development opportunities. The studies to be reviewed will include: Industrial Land Use Needs Study; _ Economic Analysis and Growth Projections - Downtown Development Plan; City of Miami Job Creation Retention in Miami and Dade County 1972-85. Task 3 - Interview key property owners, corporations, developers, government officials, regional and business associations and citizens groups to identify the compatible uses and opportunities in the Omni area which the resident and business communities alike would favor and support. -1- 98--137 Task 4 - Conduct a map and windshield survey of the Omni area and evaluate existing urban design, land use, traffic, landscape and urban infrastructure factors and identify candidate sites and buildings for projects. Task 5 - Contact local real estate brokers, appraisers and City of Miami Assessors Bureau to review property values, - rental property rates, tenant prospects and other - related information on local real estate market. Task 6 - Prepare a preliminary list of catalytic and anchor development project opportunities in the Omni area based on the information collected, surveyed and analyzed during Tasks 1-5. These will include but not be limited to development opportunities mentioned in the RFP (pp. 2-3) . Task 7 - Prepare the criteria for selecting the final list of - three or four catalytic and anchor development project opportunities. The criteria will include guidelines which .will ensure that the selected projects will — complement rather than compete with established activity patterns in other downtown locations will comply with other guidelines given in the RFP (p. 2 and 4). Task 8 - Rate the project opportunities identified in the preliminary list (Task 6) against the guidelines of the selection criteria (Task 7) and identify three or four projects for in-depth analysis in Phase II. Task 9 - Prepare a summary recommendation of three or four development project opportunities for further analysis. Task 10 - The City of Miami, Through its Department of Development, will review the recommendations of RPPW Inc. concerning the strengths of each development project opportunities proposed and will authorize RPPW Inc. to proceed to Phase II. 98-137. -2- Phase II - Project Identification and Analysis Task 11 Determine the scope of each project analysis work to be conducted on selected three or four projects. The scope may include market demand, complementary with downtown Miami businesses; compatibility with Master Plan goals and policies; proposed site; locational advantage; infrastructure improvements to be done by the City of Miami; extent of residential and commercial relocation; building programs; zoning; preliminary site development plan; conceptual architectural design; development cost estimates; pro -forma financial analysis; tax increment and other financing sources; development impact in terms of new jobs, tax revenue and income created, employment and income multipliers, related businesses to be affected favorably; development scheduling; leveraging private financing with tax increment funds and other public sources. Task 12 - Project Package I. This will involve putting all relevant information together one package according to the project scope determined in Task 11. The packages will be suitable for distribution to potential developers later by the City. Task 13 - Project Package II. Similar to Task 12. Task 14 - Project Package III. Similar to Task 12. Task 15 - Project Package IV. Similar to Task 12. Task 16 - The City of Miami, through its Department of Development, will review the three or four Project Packages and will authorize RPPW Inc. to proceed to Phase III. Phase III - Implementation Program Task 17 - Using information included in Project packages I -IV, prepare an implementation strategy for the .City of Miami on how best to utilize public funds to leverage private financing and development. The pro -forma - 3- !�8-137 11% AN financial analysis part of the strategy will include, at a minimum, 5-10 year projections of estimated operating revenues and 'costs of projects identified. The Land acquisition and assembly process base on fee simple, eminent domain, joint venture and other mechanisms will be presented. Task 1S - It is assumed that each projects will have a specific site selected for development in order to complete the Project Packages and related information. If the City of Miami wishes not to identify a particular site for each project, the Project Packages will be general in their contents. But a separate site selection criteria will be provided for future use by the City. Task 19 - Project completion. III. COMPENSATION AND FEE SCHEDULE A. The CITY shall pay the CONSULTANT, as maximum compensa- tion for the services described herein, a fee of $35,000 (thirty five thousand dollars). Such compensation will be paid to the CONSULTANT in following way: 1. The CONSULTANT shall receive $10,000 upon the completion of Phase I, which is defined in Paragraph II of the Scope of Services, and; 2. The CONSULTANT shall receive $15,000 upon completion of Phase II, which is defined in Paragraph II of the Scope of Services, and; 3. The CONSULTANT shall receive $10,000 upon the completion of Phase III, which is defined in Paragraph II of the Scope of Services. B. CITY shall have the right to review and audit the time records and related records and related records of CONSULTANT pertaining to any payment by the CITY. 88-JL37 -4- IV. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS Both parties shall comply with all applicable laws, ordi- nances 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 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. CITY OF MIAMI CONSULTANT Department of Development 300 Biscayne Boulevard Way Miami, FL 33131 RPPW Inc. 555 White Plains Road Tarrytown, NY 10591 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 in 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 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 State of Florida or the City of Miami, such provisions,paragraphs, sentences, words or phrases -5- 98-137 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 the CONSULTANT under this Agree- _ ment, shall be delivered to the CITY by said CONSULTANT upon com- pletion of the services required pursuant to paragraph II hereof and shall become the property of the CITY, without restriction or limitation on their use. The CONSULTANT agrees that all docu- ments maintained and generated pursuant to this contractual rela- tionship between the CITY and CONSULTANT shall be subject to all provisions of the Public Records Law, Chapter 119, Florida = Statutes. It is further understood by and between the parties that any documents or objects which are given by the CITY to the CONSULT- ANT pursuant to this Agreement shall at all times remain the property of the CITY and shall not be used by the CONSULTANT for any other purposes whatsoever without the written consent of the CITY. VII. NON-DELEGABILITY The obligations undertaken by the CONSULTANT pursuant to this Agreement shall not be delegated or assigned to any other person or firm unless the CITY shall first consent in writing to the performance or assignment of such services or any part thereof by another person or firm. The CONSULTANT agrees that there shall be no subcontracts in connection with the Agreement without the prior written approval of the CITY and that all such subcontractors or assignees shall 198-13'7 -6- 3/ be governed by the terms and intent of this Agreement. Anyone hired by the CONSULTANT (subcontractor or any other expense) is solely the responsibility of the CONSULTANT. Nothing stated herein will create an obligation on the part of the CITY to compensate the subcontractor. 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. IX. AWARD OF AGREEMENT The CONSULTANT warrants that it has not employed or retained any person employed by the CITY to solicit or secure this Agree- ment and that it has not of fered 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 shall 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. -7- 1i8-137 3a E XII. INDEMNIFICATION The CONSULTANT shall indemnify and save the CITY harmless from and against any and all claims, liabilities, losses, and causes of action, which may arise out of the CONSULTANT's activ- ities 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, judgments 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 the investigation thereof. XIII. CONFLICT OF INTEREST A. The 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, with City. 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 the CONSULTANT or its employees, must be disclosed in writing to CITY. B. The 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. '919-137. -e- 33 XIV. INDEPENDENT CONTRACTOR The CONSULTANT and its employees 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 the CITY, or any rights gener- ally afforded classified or unclassified employees; furthermore, its agents or employees shall not be deemed entitled to the Flor- ida Workers' Compensation benefits as an employee of the CITY. XV. TERMINATION OF AGREEMENT The CITY retains the right to terminate this Agreement at any time prior to the completion of the services required pursu- ant to paragraph II hereof without penalty to the CITY. In that event, notice of termination of this Agreement shall be in writ- ing to the CONSULTANT, who shall be paid for those services performed prior to the date of its receipt of the notice of ter- mination. 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 to the CONSULTANT shall be made only if said CONSULTANT is not in default under the terms of this Agreement. If the CONSULTANT is in default, then the CITY shall in no way be obligated and shall not pay to the CONSULTANT any sum whatsoever. XVI. NONDISCRIMINATION The CONSULTANT agrees that it shall not discriminate as to race, sex, color, creed, age, national origin, or handicap, be excluded from the participation in, be denied benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance. -9- 98-137. 341 , _ a XVII. MINORITY PROCUREMENT COMPLIANCE The CONSULTANT acknowledges that it has been furnished a copy of 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. XVIII. 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 the 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 the CITY, at its sole option and upon written notice to the CON- SULTANT, may cancel and terminate this Agreement, and all pay- ments, advances, or other compensation paid to the CONSULTANT by the CITY while the CONSULTANT was in default of the provisions herein contained, shall be forthwith returned to the CITY. XX. ENTIRE AGREEMENT This instrument and its exhibits and appendices constitute the sole and only Agreement of the parties hereto and correctly sets 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. -10- 9.8-137 35 XXI. AMENDMENTS No amendments to this Agreement shall be binding on either party unless in writing and 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 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: CONSULTANT: RPPW Inc. Corporate Secretary BULENT KASTARLAK Vice -President CORPORATE SEAL APPROVED AS TO INSURANCE APPROVED AS TO REQUIREMENTS: FORM AND CORRECTNESS: INSURANCE MANAGER LUCIA A. DOUGHERTY City Attorney 0 -11- .98-137