HomeMy WebLinkAboutR-85-0281J-85-137
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY MANAGER TO
EXECUTE AN AGREEMENT, IN A FORM ACCEPTABLE TO
THE CITY ATTORNEY, WITH THE MIAMI DESIGN
PLAZA MERCHANTS ASSOCIATION (MDPMA), FOR THE
PURPOSES OF MEETING ADMINISTRATIVE EXPENSES
ASSOCIATED WITH THE OPERATION OF THE MDPMA
AND FOR PROMOTING THE ANNUAL EVENT "MIAMI
MARKET DAYS", WITH FUNDS THEREFOR ALLOCATED -
IN AN AMOUNT NOT TO EXCEED $48,000 FROM THE
FISCAL YEAR 1984-85 SPECIAL PROGRAMS AND
ACCOUNTS, CONTINGENT FUND.
WHEREAS, the City Commission is committed to economic
development and the expansion of trade and commerce; and
WHEREAS, the Miami Design Plaza is the third largest
and fastest growing design district of its type in the nation;
and
WHEREAS, the City Commission authorized the City
Manager to enter into an agreement with the MDPMA for the purpose
of funding administrative expenses and the promotion of the 1984
"Miami Market Days".
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE
CITY OF MIAMI, FLORIDA:
Section 1. The City Manager is hereby authorized to
execute an agreement in a form acceptable to the City Attorney
with the Miami Design Plaza Merchants Association (MDPMA) for the
purpose of meeting administrative expenses associated with the
operation of the MDPMA ($33,000) and for promoting the annual
MAR 21 1985
ioN no. 8a5�1�i8
REMARKS.
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event "Miami Market Days" ($15#000), with funds therefor
allocated in an amount not to exceed $48,000 from the fiscal year
1984-85 Special Programs and Accounts, Contingent Fund.
PASSED AND ADOPTED this 2L day of March
1985.
Maurice A. Ferre
MAURICE A. FERKE, MAYOR
ATTEST:
PHvG. ONGIE, CITY CLEW
PREPARED AND APPROVED BY:
BERT F. CLARK, DEPUTY CITY ATTORNEY
APPROVED AS TO FORM AND CORRECTNESS:
rUCIA A. DOUYERTY, CITY ATTORNEY
W
CITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM
n 'w TO: Randolph B. Rosencrantz
City Manager
1
Charlotte Gallogly
Director
Department of Economic D
L
DATE --
SUBJECT:
t EiEFERENCES:
1 \
elopment ENCLOSURES:
February 6, 1985
FILE:
Funding Of The Miami
Design Plaza Merchants
Association
"It is recommended that the City
Commission approve the attached
resolution authorizing the City Manager
to execute an agreement in a form
acceptable to the City Attorney with the
Miami Design Plaza Merchants Association
(MDPMA) for the purpose of meeting
administrative expenses associated with
the operation of the MDPMA and for
promoting the annual event "Miami Market
Days" with funds therefor allocated in an
amount not to exceed $48,000 from the
fiscal year 1984-85 Special Programs and
Accounts, Contingent Fund."
On July 30, 1984 the City Commission approved Resolution No. 84-816
authorizing the City Manager to enter into an agreement with the
MDPMA in the amount of $48,000 for fiscal year 1983-84. The purpose
of the agreement was to assist in the funding of MDPMA's
administrative expenses in the amount of $33,000 and to assist in the
promotion of the 1984 "Miami Market Days" event in the amount of
$15,000.
We are recommending that the MDPMA receive $48,000 for fiscal year
1984-85 for the purpose of funding its administrative expenses
($33,000) and the promotion of the 1985 "Miami Market Days" event
($15,000). The administrative expenses will be matched dollar for
dollar by dues received from the merchants in the association.
The MDPMA is the local merchants association working for and
representing the interest of the businesses located in the Design
District. The Miami Design Plaza, one of the largest design centers
in the country, consists of 250 businesses which employ some 1,800
people within the City of Miami. Of these businesses, approximately
105 are members of the MDPMA.
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Randolph B. Rosencrantz
Page 2
As successful as the district has been, it continues to face
significant competition from several areas. They are as follows:
1 ) The Design Center of the Americas (DCOTA), a $120 -mi-llion,- one
million square foot complex under construction near the Fort
Lauderdale -Hollywood International Airport, is scheduled to open
Phase I in June, 1985.
2) The Design Center of the Palm Beaches, a single, 130,000 sq.•ft.
structure at 401 Clematis Street, West Palm Beach, currently
houses 30 mini -showrooms and is planning to add 80,000
additional square feet in 1985.
3) The South Florida Trade Mart, a $100 million 750,000 sq. ft.
complex, is scheduled to break ground on 23 acres in the last
quarter of 1985. This complex is to be located near the
Broward-Dade County line.
4) The Coral Gables Design Center building at 4041 Laguna Avenue,
offers 30 000 s , q. ft. of display space for both the trade and
the public and serves as the focus of a growing design district.
The above centers represent a formidable challenge to the district's
:Pr
financial health, jeopardizing existing jobs, businesses and tax
revenue. The association has identified fourteen (14) businesses
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occupying approximately 82,000 sq. ft. and employing close to 100
people presently located in the Miami Design District which have
a
committed to relocate to the Design Center in Dania." MDPMA also
"
identified fifteen (15) other firms which opted to sign leases with...
the Dania Design Center. Recent newspaper articles on these centers
'£
are attached for review.
The goal of the MDPMA is to reverse this trend by working to improve
and strengthen Miami's Design District to make it a desirable place
to do business. To this end, the merchants have committed to tax
themselves through the creation of a Special Assessment District for
the area which will eventually fund improvements for the district as
well as the activities of the Association beginning in 1986. On
December 13, 1984, the City Commission passed Resolution No. 84-1444
authorizing the County to create the Special Assessment District.
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Randolph B. Rosencrantz
Page 3
The association has been instrumental in achieving the following
results during its current year contract:
1) Presented the annual "Miami Market Days" event in November, 1984
to industry people throughout the Southeast. This event
attracted over 3,400 people. Attached for your review is a
packet of promotional material.
2) Hired a full-time manager to assure coordinated, professional
management of the district.
3) Developed the program and budget and gained merchant support to
create a Special Assessment District for the Miami Design area.
4) Gained the support of the Off -Street Parking Authority to create
and fund a gateway entrance to the Design District.
5) Reorganized and expanded the security force to provide a strong
deterence to crime in the area. The total annual cost to the
merchants for private security service is $150,912.00.
6) Persuaded the Dade County Public Works Department to repave -and
add a left turn signal at the intersection of N.E. 36th Street
and N.E. 2nd Avenue to facilitate traffic flow in the district.
7) Worked with the City of Miami in an effort to establish a
Special Assessment District for the design area.
8) Promoted the Miami Design District in many local and national
industry magazines.
Based on the organization's accomplishments, its importance to the
merchants of the area and the severe threat to Miami's Design
District from increasing competition from other design centers
throughout South Florida, I recommend that the City Commission
approve $48,000 in funding to help the association continue its
efforts to strengthen and preserve the design industry in Miami.
CG/ju
Attachments
SS--28I:
CITY. OF MIAMI,.,FLORIDA�•.- :
AGREEMENT
THIS AGREEMENT, entered into this . day of ,
1985, between the City of Miami, a municipal corporation of the
State of Florida, (hereinafter referred to as the "CITY"), and
the MIAMI DESIGN PLAZA MERCHANTS ASSOCIATION, INC., a non-profit
corporation fully organized and existing by virtue of the laws of
the State of Florida (hereinafter referred to as the
"CONTRACTOR").
FUNDING SOURCE: SPECIAL PROGRAMS.AND.ACCOUNTS-, CONTINGENT FUND
NOW, THEREFORE,.in consideration.of the.promises.and mutual
covenants and obligations herein set forth, the parties under-
stand and agree as follows: -
ARTICLE I.
As a necessary part of this Agreement, the CONTRACTOR shall
provide the CITY with the following:
1.1 Copy of CONTRACTOR'S Articles of Incorporation, Charter and
By-laws.
1.2 List of present Principle Governing Board Officers and
Members of the Board (names, addresses and telephone
numbers).
1.3 List of Key Staff Persons, with their titles, who will
carry out this program.
1.4 Copy of CONTRACTOR'S current Fidelity Bond (applicable for
all persons who are authorized to receive and disburse
funds under this Agreement).
1.5 Completion of Authorized Representative Statement (on form
supplied by the CITY).
1.6 Completion of Statement of Accounting System (on form
supplied by the CITY).
1.7 CPA letter verifying the CONTRACTOR'S Accounting System or
current Audit Report (which verifies the CONTRACTOR'S
internal controls as adequate to safeguard the
organization's assets).
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1.8 Final Expenditures Report (to be submitted 30.days after
contract expires).
1.9 Management By Objective (MBO) Work Program and Line -Item
Budget (subject to approval by the Department of Economic
Development).
1.10 Proof of Worker's Compensation Insurance.
1.11 CONTRACTOR'S Corporate Seal (to be affixed to Signatory
Page and Corporate Resolution).
1.12 Corporate Personnel Policies and Procedures.
1.13 Corporate Resolution authorizing -execution of this
Agreement.
1.14 Completion of staff salary' schedule' (on - for`ms-- supplied- by
the CITY).
ARTICLE II.
2.1 TIME OF PERFORMANCE
The term of this Agreement shall be from April 1, 1985
through March 31, 1986.
2.2 CITY AUTHORIZATION
For the purpose of this Agreement, the City of Miami
Department of Economic Development, (hereinafter the
"DEPARTMENT"), will act on behalf of the CITY in the fiscal
control, programmatic monitoring and modification of this
Agreement.
2.3 OBLIGATION OF CONTRACTOR
The CONTRACTOR shall carry out the services as prescribed
in its Management By Objectives (MBO) Work Program
(Attachment I), which is attached and incorporated herein
and made a part of this Agreement, in a lawful.
satisfactory, and proper manner, in accordance with the
written policies and procedures and requirements as
prescribed in this Agreement, as set forth by the City of
Miami Department of Economic Development, all other state
and local laws and in accordance with the requirements
described in the Department cf Economic Development's
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Policies and Procedures__._.Manual for.. Communiv __•�Bas�d_y�,;;s;
Organizations.
2.4 SCOPE OF SERVICES
CONTRACTOR shall comply with its obligations as described
in its Management By Objectives (MBO) Work Program and as
follows:
A. Maintain an administrative office, composed of at least
an Executive Director, to accomplish the MBO Work
Program to be developed and incorporated into this
Agreement. This Agreement will not begin until the MBO
Work Program has been received.and approved.by.the City
of Miami's Department of Economic Development,
B. Seek additional supportive, or replacement funding from`"
at least three other funding sources. Proposals to
other agencies will be made in writing and a copy of
such provided to the City of Miami's Department of
Economic Development.
C. Coordinate and implement the Miami Design Plaza
;> D13triet_Development Plan and._coordinate the activities
of the City and County Public Works Department to
implement physical improvements in the area.
D. Incorporate the name of the City of Miami in the
brochures, directories and promotional materials for
"Miami Market Days".
E. Submit a report to the- Department of Economic
Development by January 1, 1986 detailing the use of
these funds, including total project costs and revenues
yr' and amount of project funds contributed by the
merchants; and evaluating "Miami Market Days" from the
standpoint of number and type of persons attending
"Miami Market Days", gross sales generated and the
impact on Miami's economy and on the Miami Design
District.
F. Gain support from the merchants to approve the Special
Assessment District.
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Policies and. Procedures Manual ...for.. Communit, ...B
Organizations.
2.4 SCOPE OF SERVICES
CONTRACTOR shall comply with its obligations as described
in its Management By Objectives (MBO) Work Program and as
follows:
A. Maintain an administrative office, composed of at least
an Executive Director, to accomplish the MBO Work
Program to be developed and incorporated into this
Agreement. This Agreement will not begin until the MBO
Work Program has been receivedand approved -by the City-_. -
of Miami's Department of Economic Development..
B. Seek additional supportive' or- replacement- funding:rrom'
at least three other funding sources. Proposals to
other agencies will be made in writing and a copy of
such provided to the City of Miami's Department of
Economic Development.
C. Coordinate and implement the Miami Design Plaza
District -Development Plan.and.-coordinate.-the-activities
of the City and County Public Works Department to
implement physical improvements in the area.
D. Incorporate the name of the City of Miami in the
brochures, directories and promotional materials for
"Miami Market Days".
E. Submit a report to the- Department of -Economic
Development by January 1, 1986 detailing the use of
these funds, including total project costs and revenues
and amount of project funds contributed by the
merchants; and evaluating "Miami Market Days" from the
standpoint of number and type of persons attending
"Miami Market Days", gross sales generated and the
impact on Miami's economy and on the Miami Design
District.
F. Gain support from the merchants to approve the Special
Assessment District.
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2.7
BUDGET SUMMARY AND LINE ITEM JUSTIFICATION _ __•-_
CONTRACTOR shall comply with its Budget Summary and Line
Item Budget Justification (Attachment II), which is
attached and incorporated herein and made• a part of this
Agreement.
RETENTION OF RECORDS
CONTRACTOR shall retain all financial records, supporting
documents, statistical records and all other records
—
pertinent to this Agreement, for a period of three years.
The retention period starts from the date of -the submission
of the final expenditure report: Records---for,-non—
expendable property acquired with funds under -the Agreement "•`
shall be retained for a period of three years after. its
f
final disposition. Said records shall be retained beyond
the three year period if audit findings have not been
resolved.
BONDING AND INSURANCE
CONTRACTOR shall maintain insurance and bonding coverages
acceptable to the CITY's Department of Risk Management. -
Prior to commencing any activity under this Agreement, the
CONTRACTOR shall furnish the CITY, certificates of
insurance and bonding indicating that the CONTRACTOR is in
compliance with the provisions of this article.
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CONTRACTOR shall provide•the following coverages:-.
�a
a) Insurance coverage that reflects sound --business
practices acceptable to the CITY's Department of Risk
Management.
b) Fidelity bonding for all persons handling funds
received or disbursed under this Agreement in an
amount equal to or greater than the maximum amount of
cash held at any one time.
c) Compliance with the foregoing requirements shall not
relieve the CONTRACTOR of its liability and
obligations under this section or under any other
section of this Agreement.
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2.8
2.9
LEVEL OF SERVICE - ! = -'
It is expected that funds are provided to insure quality
service to CITY residents. Should start-up time for a
program be required or any delays in service occur, the
Department of Economic Development is to be notified in
writing immediately, giving all pertinent details and
indicating when service will begin and/or continue. It•is
understood and agreed that the level of services,
activities and expenditures by the CONTRACTOR, in existence
prior to the initiation of services hereunder, shall be
continued and shall. not be reduced in.any way as a- result
of this Agreement. Programs.funded through this Agreement
will not result in the displacement of employed 'Workers,-.
impair existing contracts for services or result in the
substitution of funds allocated under this Agreement for
other funds in connection with work which would have been
performed even in the absence of this Agreement.
PURCHASING AND INVENTORY
CONTRACTOR . shall use -its -best.. efforts,! to.= -obtain all
supplies and equipment for use under this Agreement at the
lowest practical costs and shall solicit three (3) bids for
the purchase of capital equipment. The three (3) bids
shall accompany all requests for payment. All non -
expendable property acquired for the program with CITY
funds will revert to the CITY =at -the end- of -the .--C=ITY:"-'s
funding of the program, non -expendable property being
properties which will not be consumed or lose identity.
CONTRACTOR shall be responsible to CITY for any damage or
destruction to said property and shall reimburse CITY for
such damage. CONTRACTOR shall establish and maintain a .
property control 'system and shall be responsible for
maintaining a current inventory on all capital items
purchased with CITY funds. All capital expenditures over
$50.00 must be approved by CITY prior to purchase. All
items purchased remain the property of CITY and should be
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85-28i.
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- inventoried as -such,- which-. wi-ld• •• include. 1"ttng ► on- . V, •
property record the description, model serial number, date
of acquisition and cost. Such property shall be
inventoried semi-annually, and an inventory report
submitted to CITY. CONTRACTOR shall permit CITY staff
access to the premises where property is kept for the
purpose of performing inventory monitoring functions.
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CONTRACTOR shall not dispose of real or personal property
purchased with CITY funds through sale, loan or relocation
without receiving 'prior written approval of the City
Manager.
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2.10 MINORITY' PROCUREMENT" CO'MPIIANCE'._CAUSE
CONTRACTOR acknowledges that • it has been �furnished a' copy
of Ordinance No. 9775, the Minority Procurement Ordinance
of the City of Miami, and shall comply with all applicable
substantive and procedural provisions therein, including
any amendments thereto.
2.11 DISCLOSURE OF FUNDS -
CONTRACTOR shall disclose- all sources ( public an6 pr. ivate Y , r
and amounts of funds reflecting the total budget whether
they be real or in -kind at the commencement of the contract
period, as well as any changes in the amount of funds
through program income or the sources received during the
term of this Agreement, within thirty (30)=days of such
changes. Examples of in -kind _'funds_ include free, -rent;
}
labor, office equipment, etc.
2.12 FINAL EXPENDITURE REPORT'
A final budgetary report including an audited financial
statement shall be submitted to the CITY within forty-five
(45) days after the expiration of the contract period.
This report shall reflect actual expenditures, by line -
items, versus proposed expenditures submitted at the
beginning of the Agreement year. All persons employed and
paid pursuant to this Agreement should be listed by name,
-_
title, Social Security number, date hired or terminated,
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ethnic ' backgrOU?ids, 14nd total' salarY -reflecting both CITY
and other funding sources.
2.13 REPORTS, AUDITS, AND EVALUATIONS
CONTRACTOR will transmit to CITY, in writing, monthly
reports regarding current activity and the progress of the
CONTRACTOR's activities in a format acceptable to CITY.
CONTRACTOR shall submit to CITY such additional reports as
may be required.
CONTRACTOR shall prepare, retain and permit CITY to inspect
as it deems necessary for grant purposes that may- be
relevant to Federal, State or local directives.
At the request of CITY, CONTRACTOR will transmit to CITY
written statements of CONTRACTOR's official policy on
specified issues relating to CONTRACTOR's'activities.
CITY may carry out monitoring and evaluation activities to
include at a minimum, visits and observations by CITY
staff, and CONTRACTOR shall ensure the cooperation of its
employees and board members in such efforts. All reports,
audits, and evaluations either submitted to CITY on a
monthly basis, or acquired through on -going monitoring and
evaluation will be thoroughly reviewed by CITY. Any
discrepancies, incomplete or inadequate information either
received on a monthly basis or through monitoring and
evaluation, will give CITY cause to terminate this
Agreement at any time thereafter.
ARTICLE III.
3.1 COMPENSATION
A. CITY shall pay CONTRACTOR, as maximum compensation for
the services required pursuant to Paragraph II hereof,
$48,000.
B. Such compensation shall be paid on the following
basis:
$33,000 for administrative and operational services;
and
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$15,000 for promotional activities associated _with-,th&L � •, r
annual "Miami Market Days"'event.
All payments, unless otherwise stipulated, shall be
reimbursement for expenditures incurred only in this
contract period, and in compliance with a previously
approved line item budget. Such reimbursement
requests shall contain a statement declaring and, -
affirming that all disbursements were made in
accordance with the approved budget. All
reimbursements must be • _ in Line -item form--and-be • to
accord with the -Agreement. A1'1 exptnditUres must be --
verified by original invoice with • s 'copy' of -the 'check
which will be used to pay the. specific . invoice..:. In.-—
case that an invoice is paid by various funding
sources, a copy of the invoice may be -submitted but
must indicate the exact amount paid by various funding
sources equaling the total of the invoice. All petty
cash accounts must be justified with proper
documentation. Requests for budget line -item changes.
are allowable with prior review and approval by the
CITY.
C. CITY shall have the right to review and audit the time
records and related records of CONTRACTOR pertaining
to any payments by the CITY,
3.2 MATCHING FUNDS REQUIREMENT
The CONTRACTOR is required to provide matching funds in the
amount of $33,000, which is that portion of the total grant
amount allocated for the administration and operation of
the CONTRACTOR's program.
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The matching funds are . required, prior to. _the ,ex-ecvtian•.,'o`f=
this Agreement. The CONTRACTOR ' 608t `64bmit- •-,IYOaper " '
documentation in the support of the matching funds.
3.3 METHOD OF PAYMENT
All payments shall be reimbursement for expenditures
incurred only during the Agreement period,- and in
compliance with a previously. approved-.- Line Item Budget.
Such reimbursement requests shall contain •a- statement
declaring and affirming that all di-sbursement•s- were' made" 1h•
accordance- " with • th-e approved" ° Lind Item Budget-. All
reimbursements must- be in -line' item form and be in accord
with this. Agreement.. , .All expenditures must betweri•fi-ed•, by
original invoice. In case that an invoice is paid by
various funding sources, a copy of the invoice may be
submitted but must indicate the exact amount paid by
various funding sources equaling the total of the invoice.
All petty cash accounts must be justified with proper
documentation. Request. -for. -Line Item Budget changes --are,=
allowable, with prior review and approval by the Director
of the DEPARTMENT. Requests for advance payments shall be
submitted, including the amount requested and a
justification, in writing, to the DEPARTMENT for review and
approval.
3.4 FINANCIAL ACCOUNTABILITY -
CITY reserves the right to audit the records of CONTRACTOR
at any time during the performance of this Agreement and
for a period of three years after final payment is made
under this Agreement. Any payment theretofore made shall
be subject to reduction for amounts incluc== in the related
invoice or voucher which are found by the City Manager, on
the basis of such audit, not to constitute, allowable cost.
Any payments made to CONTRACTOR shall be reduced for
overpsymen—ws, on ;.receding invoices or vou:hers.
3.5 E71F.B'jRS=W:S7 - T:Mr' y SUBMISSION
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Requests,..for_. payment,..shall be, made on, yen •$s =tweed, bas".n�=�?
Reimbursement requests for.expenditures incurred during the'" '
term of this Agreement shall not be honored unless received
by CITY within forty-five (45) days following the
termination of this Agreement.
3.6 RECAPTURE OF FUNDS
CITY shall reserve the right to recapture funds when the
CONTRACTOR shall comply with the terms of the Agreement -and--- -
accept conditions imposed by CITY at the direction -of the
applicable-Federal--I,-State and -local agencies.
3.7 CONTINGENCY CLAUSE"
Funding for this Agreement is contingent on the
availability- of :funds and- continued, authorization" -'far-"'
program activities and is subject to amendment or
termination due to lack of funds, or authorization,
reduction of funds, and/or change in regulations.
3.8 SALARIES, FRINGE BENEFITS, JOB DESCRIPTIONS
To be eligible for reimbursement for personnel costs, the
CONTRACTOR- shall submit-_ to the CITY for prior -wr-itten--
approval, in accordance with U.S. Department of Labor
guidelines, a detailed statement of the personnel policies
of the CONTRACTOR. These personnel policies will include,
but are not limited to, pay schedules, fringe benefits,
resumes from staff, method used to compute vacations and -
ill time, working hours, - office procedures, paid holidays,
computation of wages, job descriptions to include
qualifications for job, an affirmative action plan, an
equal employment opportunity statement, disciplinary
procedures and methods, and format for and frequency of
employee evaluations.
ARTICLE IV.
4.1 PROJECT PUBLICITY
CONTRACTOR shall abide by affirmative action regulations in
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irfcra:ag residents of the geogra;hicai area to be se-ve=
here -finder-, of the services to be offered by utilizing a! y
SrJ"'I�iClZ.
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available means for.. -advert is ement, as_ nece&sar.r ifcr=~ M
recruitment and outreach.,
All literature, advertising, publicity or promotion
regarding CONTRACTOR's activities will be submitted to CITY
for review and approval prior to release or distribution.
No press conference will be scheduled without written
notice to the CITY.
NONDISCRIMINATION
CONTRACTOR agrees that it shall not discriminate as to
race, sex, color, creed or national origin in 'eonnedtion —' "
with its performance'under this Agreement.
CONFLICT OF INTEREST
COITRACTOR .i.s aware, of the. conflict- -of interest lays•-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.
INDEMNIFICATION
CONTRACTOR shall indemnify -and, save CITY harmless froM:,and.-
against any and all claims, liabilities, losses, and causes
of action which may arise out of CONTRACTOR's activities
under this Agreement, including all other acts or omissions
to act on the part of CONTRACTOR, including any person
acting for or on its behalf, -and, from -and against any
orders, judgments-, or decrees which -maybe entered -and -•from
and against all costs, attorney's fees, expenses- and
liabilities incurred in the defense of any such claims, or
in the investigation thereof.
COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS
Both parties shall comply with all applicable laws,
ordinances and codes of Federal, State and local
governments
AMENDMENTS
lic a=endments to this Agreement shall be binding cn either
;arty unless in writing and signed by beth parties.
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85-28 f
4.7 SUBCONTRACTS -
CONTRACTOR agrees•-ta:give advance• notification•,, in- writi•n'g•,, "
to the City of any subcontract. None of the services,
covered by this Agreement shall be subcontracted without
the prior written of the CITY. Any work or services
`
subcontracted hereunder shall be subject to the terms and
conditions of this Agreement. Proper documentation in
accordance with the DEPARTMENT and CITY guidelines must be
submitted to and approved by the DEPARTMENT prior to the
execution of any subcontract. CITY reserves, -tbe ri.gh-t to•-
._,..... .
review all bid . documents =both with CONTRACTOR;, and other k °`
entities.,- , and, to review and audit books and records"
related to the biddingrocess all p prior to approving. the.
,
above referenced request. 'The advance notification process
shall include the following: -
a. Identification of the subcontractor and services to be
provided.
b. The proposed subcontract provided together with a
complete and accurate breakdown of that price on a _
component by component basis.
c. Identification of the type of subcontract to be used.
d. Summary of actions taken to select the subcontractor.
Nothing contained herein shall create any contractual
relationship between CITY and any subcontractor. working -for -
CONTRACTOR.
4.8 OWNERSHIP OF DOCUMENTS
All documents developed by CONTRACTOR under this Agreement
shall be delivered to CITY by said CONTRACTOR upon
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,.
completion of the services required pursuant to Article II
hereof and shall become the property of CITY, without
restriction or limitati,.n on its use. CONTRACTOR agrees
that all documents maintained and generated pursuant to
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this contractual relationship between CITY and CONTRACTOR
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shall be subject to al: provisions of the F:;blic Records
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:.a., Cba;ter 1 tg , Flcrica Statute_.
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It is further--,,vncler3tao-&: rb?� titd `~b�t�rl�ei���th�� Patti#r::thSt.-. ` '�'
any documents, - ors ~ 'any —other 'matttbr whatsoever which is
given by CITY to CONTRACTOR pursuant to this Agreement
shall at all times remain the property of CITY and shall
not be used by CONTRACTOR for any other purposes whatsoever
without the written consent of CITY.
4.9 AWARD OF AGREEMENT
CONTRACTOR warrants that it has not employed or retained
any person employed by the CITY to solicit or secure this
Agreement and that it has not offered to pay, paid or
agreed to pay any -_person employed by the CITY any fee, -
commission percentage, brokerage fee,• -or gift "of any kind
contingent .upon or resulting from the award of --this
Agreement.
4.10 NON-DELEGABILITY
The obligations undertaken by the CONTRACTOR pursuant to
this Agreement shall not be delegated to any other person
-or firm unless CITY shall first consent in writing to the
performance of such services -or' -any part thereof by another
person or firm.
4.11 CONSTRUCTION OF AGREEMENT
This Agreement shall be construed and enforced according to
the laws of the State of Florida.
4.12 OBLIGATION TO RE -NEW
Upon termination of this Agreement, CONTRACTOR agrees and
understands that the CITY has no obligation to re -new this
Agreement.
4.13 TERMINATION OF CONTRACT
CITY retains the right to terminate this Agreement at any
time prior to thi completion of the services required
pursuant to Article II hereof without penalty to CITY. In
that event, notice of termination of this Agreement shall
be in writing to CONTRACTOR, who shall be paid for those
services performed prior to the date cf its receipt of the
notice of termination. In no case, hc:ever, will CITY pay
_2
i
—13—
85-281.
CONTRACTOR an amount'; In3'eweess- af� tlSe �fotal" � u�rt' oaTi+d�+d � 1�y'= Y sa
this Agreement.
It is hereby understood by and between CITY and CONTRACTOR
that any payment made in accordance with this Section to
CONTRACTOR shall be made only if said CONTRACTOR is not in —
default under the terms of•this Agreement. If CONTRACTOR
is in default, then CITY shall in no way be obligated and
shall not pay to CONTRACTOR any sum whatsoever.
4.15 GENERAL CONDITIONS
A. All notices or other communications which shall or may
be given pursuant .. to this .Agreement shall Abe-_•,tn . _w,
writing and shall be delivered -by personal service., or r
by registered mall* 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 CONTRACTOR
174 E. Flagler Street 3841 N.E. 2nd Avenue
Miami, Florida 33131 Miami, Florida 33137
B. Title and paragraph headings are for convenient
reference and are not a part of this Agreement.
C. In the event of conflict between the terms of this
Agreement and any terms or conditions contained in any —
attached documents, the terms of this*Agreement shall
rule.
D. No waiver or breach of any provision of this Agreement
shall constitute a waiver of any subsequent breach of
the sac: or any other provision hereof, and no waiver
shall be effective unless mace in writing.
4.16 INDEPENDENT CONTRACTOR
CONTRACTOR and its employees and agents shall be deemed to
be independent contractors, and nct agents or employees of ;`•
CITY, and sha:l not attain an,: r:_r.ts or benefits under the
7x i
-14-
Civil Sei'v3ce'nr-: Penshon, Ortinafieeb'..6f tITto' o"r ailjr �ihts" .,
generally afforded Classifiedor unclassified employees; "
further it shall not be deemed entitled to the Florida—
Workers' Compensation benefits as an employee of CITY.
4.17
SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon the parties herein,
their heirs, executors, legal representatives','Sudcessor's*,'
and assigns.
4.18
DEFAULT PROVISIONS
In the event that CONTRACTOR 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; upon written notice to
CONTRACTOR, may cancel and terminate this Agreement, and
all payments, advances, or other compensation paid to
CONTRACTOR by CITY while CONTRACTOR was in default of the
provisions herein contained, shall be forthwith returned to
CITY.
ARTICLE V.'
CONTRACTOR ASSURANCES AND CERTIFICATIONS
5.1
That is possesses the legal authority to -enter into this
Agreement by way of a resolution, motion or similar action
that has been duly adopted or passed as an official act of
i
CONTRACTOR's governing body, authorizing the execution of
the Agreement, including all understandings and assurances
contained herein, and directing and authorizing the person
F�
identified as the official representative of the CONTRACTOR
>,
to act in connection with the Agreement and to provide such
'-
additional information as may be required.
5.2
It will comply with the provisions of the Hatch Act which
limits the political activity of employees.
`.,
5.3
That no program under this Agreement shall involve
political activities.
rab
_k.
5.4
It shall prohibit emplc}ee: f-om using their positions for
a purpcse that is or gives the appearance of being
SS-28�,
-15-
W
motivated . by.: -des 4re =
tor:�- private
gain;
f r J
tfiebs ZW9
others, particularly
those with
whom
they
- -have
business or other ties.
5.5 Participants or employees in the program pursuant to this
Agreement, will not be employed on the construction,
operation or maintenance of that part of any facility which
is used for religious instruction -or worship.
5.6• Appropriate standards for health -and safety in work and
training situation will be maintained.
5.7 Persons employed in public service jobs under this
Agreement shall be paid wages which shall not .be -lower than
whichever is the highest of (a) the minimum wage which
would be.• applicable : to the employer -under " Federal -
standards, (b) the State or local minimum wage for the most
nearly comparable covered employment, or (c) the prevailing
rates of pay for persons employed in similar public
occupations by the same employer.
5.8 It will comply with the Civil Rights Act as amended.
5.9 It will comply -with the regulations- and- ;requirements- of the -
Office of Management and Budget Circular A-102, "Uniform
Administration Requirements for Grant -in -Aid to State and
Local Governments" and Federal Management Circular 74-4,
"Principles for Determining Costs Applicable to Grants and
Contracts with State and Local Governments."-
5.10 ANTI -KICKBACK PROVISION
The CONTRACTOR will comply with the Anti -Kickback Act,
Title 18, USC Section 874, and provisions of the Federal
Labor Standards, Title 29.
IN WITNESS WHEREOF, the parties hereto have caused this
instrument to be executed by the respective officials thereunto
duly authorized, this the day and year first above written.
85— 61,
-16-
.__.__.._ _.. _..... . ..
_
CITY OF MIAMI, a municipal
Corporation of the State of
Florida
_ RALPH GBy. ONGIE, CITY CLERK RANDOLPH B. ROSENCRANTZ,
CITY MANAGER
CONTRACTOR: MIAMI DESIGN
PLAZA MERCHANTS ASSOCI-
ATION, INC.
By
Corporate Secretary President
GUARANTEE
in consideration of the City of
Miami's execution of the foregoing Agreement, the undersigned,
guarantee the performance of the terms and conditions in said
Agreement required to be performed by the Grantee including but
not limited to the provisions relating to default, assurances,
and certifications.
Dated this day of -- , 1985.
. an individual
By
,individually
WITNESS:
APPROVED AS TO INSURANCE REQUIREMENTS:
DIVISION OF RISK MANA3EMEN':
APPROVED AS TO FORM AND CORRECTNESS:
LUCIA A. D:'.3HERT Y . ATTORNEY
85-261