HomeMy WebLinkAboutR-82-0266RESOLUTION NO. S 2 2 v 6
A RESOLUTION AUTHORIZING THE CITY MANAGER TO
EXECUTE AN AGREEMENT, IN SUBSTANTIALLY THE FORM
ATTACHED HERETO, WHICH HAS BEEN NEGOTIATED WITH
THE CITY OF MIAMI DEPARTMENT OF OFF-STREET
PARKING FOR MANAGEMENT AND OPERATION OF THE
PARKING GARAGE OF THE CITY OF MIt'1MI/UNIVERSITY
OF MIAMI JAMES L. KNIGHT INTERNATIONAL CENTER.
.s WHEREAS, the City of Miami/University of Miami James L.
Knight International Center is scheduled for opening in 1982; and
WHEREAS, in accordance with the City Charter, Section 23-A.1
the City agrees to utilize the Department of Off -Street Parking
for the management and operation of the City's parking facilities; and
WHEREAS, the attached agreement is the result of meetings
held with both the Hotel Developer and the University of Miami;
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 substantially the form attached hereto, which has
been negotiated with the Department of Off -Street Parking for the
management and operation of the City of Miami/University of Miami
James L. Knight International Center Parking Garage.
PASSED AND ADOPTED this 16 day of
ATTEST:
PH 04MIE, CITY CLERK
PREPARED BY:
dope
S ISTANT CITY ATTORNEY
APPROVED AS TO FORM AND CORRECTNESS:
MARCH 1982.
MAURICE A. FERRE
MAURICE A. FERRE, MAYOR
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MANAGEMENT AGREEMENT FORM
1*
MANAGEMENT AGREEMENT FOR OPERATION OF
THE PUBLIC PARKING FACILITY AT THE
CITY OF MIAMI/UNIVERSITY OF MIAMI
JAMES L. KNIGHT INTERNATIONAL CENTER, MIAMI, FLORIDA
BETWEEN THE CITY OF MIAMI, FLORIDA, AND
THE DEPARTMENT OF OFF-STREET PARKING
THIS MANAGEMENT AGREEMENT, hereinafter referred to as "Agreement,"
made and entered into as of the day of , 1981, by
and between the CITY OF MIAMI, FLORIDA, hereinafter referred to as the "City,"
and the DEPARTMENT OF OFF-STREET PARKING, hereinafter referred to as the
"Operator."
W I T N E S S E T H:
NOW, THEREFORE, for and in consideration of the mutual covenants herein
contained, the parties hereto agree as follows:
ARTICLE 1
Te rm
1.01 This Agreement is for a term of thirty (30) years commencing
, 198 ,:and terminating , 200 , and
may be extended for successive five (5) year terms unless terminated prior
thereto by mutual agreement of the parties.
ARTICLE 2
Facility and Operations
2.01 (A) The City hereby makes available tc the Operator for management
and operation a Public Parking Facility serving the James L. Knight International
Center, which presently consists of a Public Vehicle Parking Facility (herein-
after referred to as the Facility), located within the World Trade Center in
the City of Miami, upon terms and conditions hereinafter set forth.
(B) The Facility as set forth on the Exhibits , attached
hereto and made a part hereof, shall encompass the parking portion of the
multilevel structure designated as
toll plazas, control devices, entrances, exits, office and other improvements,
and additions and deletions as may be made from time to time by the City upon
agreement with the Operator.
(C) The City reserves the right, at any time it deems necessary, to
lawfully alter or change the Facility or the parking rates so long as the
Operator shall have been requested to comment upon the proposed alterations
at least thirty (30) days before the change is implemented and so long as the
proposed rates are in compliance with the provisions of the trust indentures
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governing the existing debt of the Operator and not inconsistent with applicable
law.
2.02 The Operator, pursuant to the terms of this Agreement, shall
manage, operate, direct, and supervise the use of the Facility at the James
L. Knight International Center. The Operator, pursuant to the terms of this
Agreement, shall employ all on -site personnel required to fulfill its
responsibilities hereunder.
ARTICLE 3
Gross Revenues and Reports
3.01 "Gross Revenues" shall mean -all moneys, paid or payable to the
Operator for parking related transactions made and for services rendered by the
Operator in the operation of the Facility regardless of when or where the services
are rendered, whether paid or unpaid, whether on a cash or preauthorized credit
bases, however, any taxes imposed by law directly paid by the Operator or the City to
a taxing authority, discounts and allowances as provided by procedures accepted
and approved by the Operator, shall be excluded therefrom. Moneys payable shall
include, but shall not be limited to, any and all cashier shortages, overages,
and undercharges. Dishonored checks and uncollectible credit card charges shall
not be included in Gross Revenues, provided that such check and credit card
transactions were processed utilizing sound business procedures.
3.02 As soon as practical, but no later than the next banking day
following receipt of any Gross Revenues hereunder, the Operator shall deposit
said Gross Revenues with the Trustee for the bonds, Florida National Bank, in an
account of and to the credit of the City, and on a weekly basis, the Operator shall
deliver to the City the duplicate deposit slips, properly certified by a cashier
or officer of the bank, covering such deposits. The Operator shall on weekends,
holidays or nights deposit Gross Revenues in a designated night deposit vault,
unless otherwise authorized in writing by the City. The Operator shall obtain
insurance in an amount satisfactory to the office of Risk Management of the City
of Miami covering loss of deposits until such time as the depository bank certifies
receipt of same. Evidence of such insurance shall be furnished to the City. The
cost of this insurance shall be a reimbursable expenditure. It shall be considered
that the City has come into possession of the Gross Revenues only when the Operator
has deposited the funds in the bank or depository and the duplicate deposit slips,
properly certified by a cashier or officer of the depository bank, and the
appropriate weekly reports required for the specific period of Gross Revenues
have been transmitted by the Operator to the City. All procedures hereunder shall
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be subject to be revised upon changes in the Charter or Code of the City of
Miami.
3.03 The Operator shall submit reports in such form as the City shall
from time to time require. Such reports shall include, but not be limited to,
the following:
(1) Daily report of Gross Revenues, car count and
physical inventory, and ticket reconciliation.
(2) Weekly activity and Gross Revenues summaries,
to be reconciled to daily reports.
(3) Monthly activity and-Gr6ss Revenues summaries and
certifications, to be reconciled to daily and weekly
reports.
(4) The City may require the Operator to obtain, annually, or
at such other frequencies as it shall reasonably determine, an
examination made in accordance with generally accepted
auditing standards and management letters prepared and attested
to by an independent certified public accountant, licensed in
State of Florida, acceptable to the City as to Gross Revenues
or reimbursable expenses arising from operations under this
Agreement, prepared in conformance with the American Institute
of Certified Public Accountants' requirements for "Special
Reports," or as otherwise directed by the Department. The cost
of such reports shall be included as reimburseable costs.
(Items 1-3 are to be signed by preparer and countersigned by the
Department Director.)
3.04 Weekly reports, which shall cover Monday through Sunday, shall
similarly be delivered to the Finance Department of the City on Wednesday following
the reporting period. Monthly reports are due by the 20th calendar day of the month
following the reporting period, while annual reports are due within ninety (90)
calendar days following the close of the reporting period.
3.05 (A) The External Auditing Firms of the Opertor and the City shall
be permitted to audit, examine, review and copy all records relating to operations
under this Agreement, during normal working hours at the Administrative offices of
the Operator, 190 NE Third Street, Miami, Florida, during the term of this Agreement
and within five (5) years after the date of the termination of this Agreement.
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(B) The Operator shall maintain, during the term of this Agreement,
all books of account and records of Gross Revenues and expenditures, in conform-
ance with generally accepted accounting principles and to the satisfaction of the
Department of Internal Audit.
(C) All source records of Gross Revenues, which shall include,
but not be limited to: Parking Tickets, Cash Register Tapes, Shift Reports,
Master Reports, Daily Revenue Reports, and the like, shall be kept at all times
within Dade County. These records shall be maintained by the Operator for a
period of at least five (5) years following the close of the fiscal year.
(D) The Operator shall make available, at the Operator's Administrative
offices, to the City upon. five (5) days written notice from the Cityls Auditors,
any original documents and records pertaining to the operation of the facility
not required specifically by the terms of this Agreement.
3.06 Annually, on a date to be mutually agreed to by the Operator
and the City, the Operator shall submit to the City an annual budget, hereinafter
referred to as "Budget", on a form(s) prepared or approved by the City, listing
all anticipated reimbursable costs, including types, quantities and estimated
costs, required by the subsequent fiscal year as defined by State law. The
costs of Bonds and Insurance, specifically required by this Agreement, and any
expense for deductible loss sustained by the Operator where such insurance policy
includes a deductible limit are reimbursable. The City shall approve or disapprove
all or portions of the categories of expenses or individual items contained in the
Budget. Expenses and categories of expenses approved by the City, including
capital expenditures and expenditures necessitated by the provisions of the
Agreement as set forth in the Budget approved by the City, shall be reimbursed to
the Operator by the City.
3.07 All reports, Expense Invoices and the like, required by this
Agreement shall be submitted to the following address, unless such address has
been changed in writing by the City.
City of Miami
Finance Director
P.O. Box 330708
Miami, Florida 33133
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ARTICLE 4
Reimbursable Expenses
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4.01 Reimbursable Expenses: The Operator shall be reimbursed under the
provisions of Article 5.02(B) for expenses of operation of the facility. Reim-
bursable expenses shall include but not be limited to: Salary b Wages, Fringe
Benefits including Social Security, group insurance, retirement costs, etc.,
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including overtime, vacation, sick time, accrued vacation and sick time earnings;
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all utility costs including but not limited to electricity, water and gas, if any;
communications costs; all contractual maintenance cost including elevators, air
conditioners, garage equipment, and property and landscaped areas; security guards;
parking consultant services; and material and supply costs; insurance including
liability, workmen's compensation and others; repair and replacement costs
Including equipment and others; all computer operations costs allocable to the
facility; uniforms; signs; capital costs; legal fees directly related to this
facility involving third parties; auditing costs; and losses of equipment from
theft. Other expenses not enumerated may be reimbursable if prior approval is
obtained by the City Manager.
ARTICLE 5
Reimbursement and
Compensation to Operator
5.01 Management Fee: The Operator shall be compensated monthly by the
City at the rate of 3.5 percent of Gross Revenues during the first year of operation,
3.0 percent of Gross Revenues during the second year of operation, and 2.5 pert:ent
of Gross Revenues during the third and subsequent years of operation.
5.02(A) All operating budgeted expenses incurred by Operator in the
operation of the Facility, as well as other expenses not provided for in the
Budget, but which are specifically approved by the City in writing, shall be
reimbursed by the City to the Operator within thirty (30) days from receipt by
the City of a monthly "Expense Invoice(s)" from the Operator, certified by
the Director of the Operator, indicating that the expenses claimed have been
paid by Operator. The invoice shall also include the management fee as cal-
culated in Section 5.01.
5.02(B) The City shall provide to the Operator an initial amount
equal to three months of operation to use as a drawing account for expenditures.
The Operator shall submit monthly statements to the City within 15 days after the end
of each month. The City shall make payment to the Operator within thirty days after
1 receipt of the statement.
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ARTICLE 4
Reimbursable Expenses
4.01 Reimbursable Expenses: The Operator shall be reimbursed under the
provisions of Article 5.02(B) for expenses of operation of the facility. Reim-
bursable expenses shall include but not be limited to: Salary b Wages, Fringe
Benefits including Social Security, group insurance, retiremEnt costs, etc.,
including overtime, vacation, sick time, accrued vacation and sick time earnings;
all utility costs including but not limited to electricity, water and gas, if any;
communications costs; all contractual maintenance cost including elevators, air
conditioners, garage equipment, and property and landscaped areas; security guards;
parking consultant services; and material and supply costs; insurance including
liability, workmen's compensation and others; repair and replacement costs
Including equipment and others; all computer operations costs allocable to the
facility; uniforms; signs; capital costs; legal fees directly related to this
facility involving third parties; auditing costs; and losses of equipment from
theft. Other expenses not enumerated may be reimbursable if prior approval is
obtained by the City Manager.
ARTICLE 5
Reimbursement and
Compensation to Operator
5.01 Management Fee: The Operator shall be compensated monthly by the
City at the rate of 3.5 percent of Gross Revenues during the first year of operation,
3.0 percent of Gross Revenues during the second year of operation, and 2.5 pe rv:ent
of Gross Revenues during the third and subsequent years of operation.
5.02(A) All operating budgeted expenses incurred by Operator in the
operation of the Facility, as well as other expenses not provided for in the
Budget, but which are specifically approved by the City in writing, shall be
reimbursed by the City to the Operator within thirty (30) days from receipt by
the City of a monthly "Expense Invoice(s)" from the Operator, certified by
the Director of the Operator, indicating that the expenses claimed have been
paid by Operator. The invoice shall also include the management fee as cal-
culated in Section 5.01.
5.02(8) The City shall provide to the Operator an initial amount
equal to three months of operation to use as a drawing account for expenditures.
The Operator shall submit monthly statements to the City within 15 days after the end
of each month. The City shall make payment to the Operator within thirty days after
receipt of the statement.
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(C) The City has the right to use such means as may be appropriate in the
circumstances to verify amounts claimed on Expense Invoices. If any item of
expense is disputed or contested by the City, the'City shall submit to the
Operator a statement, in writing, setting forth the items being disputed and
the specific reasons therefore. The City shall not withhold reimbursement for
non -disputed items of expense. Both parties shall in good faith diligently
pursue clarification and resolution of any disputed items within thirty (30)
' days of receipt of written notice sent by the City.
(D) Should the City and the Operator be unable to resolve any dispute
arising from the provisions of Article 5 an arbitration panel shall be established.
The panel shall consist of the City Manager, the Director of the Operator and a
third member mutually agreeable to both parties. The determination of the
arbitration panel shall be non -binding, but must be rendered and accepted or
rejected by the parties prior to initiation of legal action arising from the
provisions of Article 5.
ARTICLE 6
General Provisions
6.01 Except as may otherwise be specifically authorized in writing,
the Operator shall charge all users of the Facilities the fees or rates for
such use established by the City pursuant to its internal procedures. If
the Operator charges any amount.in excess of the established rates, the amount
by which the amount charged differs from the established rate shall constitute
an overcharge, which shall be refunded to the customer, if possible. If not
refunded, the overcharge shall be included in Gross Revenues. If the Operator
or its employees charge any amount which is less than the established rates, the
amount by which the amount charged differs from the established rate shall
constitute an undercharge and an amount equal thereto shall be excluded by the
Operator from Gross Revenues.
6.02 None of the officers, agents, or employees of the Operator shall
be deemed to be employees of the City for any purposes(s) whatsoever. No
partnership or joint venture relationship between the City and the Operator
is created or intended by this Agreement.
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6.03 in the event of any injury to any person or loss or damage to
any property in the Facilities, the Operator shall immediately notify the City
and promptly furnish copies of reports in connection therewith.
6.04 The City reserves the right to call upon the Operator for
specialized parking facility consulting services and advice with regard to
the operation of the Facilities. In such event, the expenses and costs
incurred shall be considered a reimbursable item of expense.
6.05 The term "Revenue Control System," as used herein, shall refer
to the mechanical and electronic equipment provided by the City to control and
record entrances and exits from the Facilities, including, but not limited to, loop
detectors, treadles, gate arms, ticket dispensers, cash registers fee indicators,
and the like.
6.06 (A) All employees of the Operator at the Facility shall be paid with
ranges established in the Budget approved by the City.
(B) All prospective employees of the Operator at the Facility including
the Facility Manager, shall be examined by a licensed polygraph examiner, to
— determine the accuracy of their employment application and integrity and shall
be periodically (at least once every twelve (12) months) re-examined by the
polygraph expert to determine honesty in the receipt and handling of cash, in the
payment of expenses and in the preparation of required reports. This shall be
a reimbursable expense.
6.07 (A) The City shall have .the right to request that a valet service
be offered by the Operator, in which event all costs of operation of the valet
service shall be made part of the Budget. Regular established parking fees and
special valet service fees, if any, shall be charged valet service customers and
shall be included in Gross Revenues. If the City wishes the Operator to operate
the valet service, any gratutities, if any, earned by the valets shall not be
included in Gross Revenues.
(B) If the Operator declines to provide the valet service then the
Developer or the hotel operator may provide such service. If the Developer
or the hotel operator operates the valet service, all revenues, exclusive of
tips which are retained by the valets, shall be included In Gross Revenues for
purposes of calculating the Management Fee.
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(C) If any of the participants in the James L. Knight International
Center (e.g. hotel, retail businesses, conventions) shall include the cost
of parking and/or valet service in their rates and charges to its public, the
City shall require that the full normal charge for said service be paid to the
Operator on a monthly basis by the 20th of the following month. In the event
parking is included in the monthly rentals paid by any tenant to the City, then
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the Operator shall receive full credit under Gross Revenues for the rate normally -
charged to the public for similar service.
6.08 (A) The Operator recognizes City of Miami Resolutions 80-376 and
80-377 and agrees to provide 200 parking spaces in Lots 38 and 39 to the Miami
Center Associates Ltd. (the "Developer") or its hotel operator if requested in
writing by 6:00 a.m. each morning. It is understood that these spaces are in
addition to the 24.9 (or less) percent of the spaces in the Facility which the
Developer or its hotel operator may reserve by 6:00 a.m. each morning. The rate
for the spaces in the Facility will be equal to the lowest public rates for space
on a daily (24 hour) basis. The rate for the spaces in Lots 38 and 39 shall be the
same as the rates charged to the public for use of the lots.
(8) The Operator recognizes City of Miami Resolution 80-600 and agrees to
provide 500 (or less) spaces to the tenants of the air rights building above the
Facility. The spaces shall be made available on a monthly permit basis at the same
rate charged to the public for monthly permits. The permits will be honored between
the hours of 7:00 a.m. and 6:00 p.m. An extra charge will be made for monthly
permit parkers remaining in the Facility after 6:00 p.m.
(C) The Operator shall bill the "Developer" or the hotel operator for
use of the spaces in the Facility on a monthly basis. The bill shall be
rendered by the fifth working day of each month and shall be due within ten (10)
days. If payment is not received within ten days (10) the Operator shall notify the
City of Miami Finance Director who will take appropriate action to ensure
collection of the account.
(D) The Operator shall bill the Developer or the hotel operator directly
for use of the spaces in Lots 38 and 39. The bill will be rendered by the fifth
working day of each month. If the bill is not paid within ten (10) days the
Operator shall have grounds for denial of use of the space in Lots 38 and 39 by the
"Developer" or its hotel Operator.
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6.09 (A) The Operator recognized Article 2 Paragraph 2.03 of the
Agreement between the City of Miami and the University of Miami and agrees to provide
up to 300 spaces in the Facility for conference attendees if requested in writing
by 6:00 a.m. to the Operator by the appropriate University of Miami officials. The
rate for spaces in -the Facility will be equal to the lowest public rate for
1 space on a daily (24 hour) basis.
(B) The Operator shall bill the University of Miami for use of the 300
(or less) spaces in the Facility on a monthly basis. The bill shall be rendered by
the fifth working day of each month and shall be due within ten (10) days. If
payment is not received within ten day's (10) the Operator shall notify the City
of Miami Finance Director who will take appropriate action to ensure collection
of the account.
(C) The Operator shall make 25 monthly permit spaces available to the
University of Miami at the request of University's Center Coordinator. By the
25th day of each month the Center Coordinator shall submit a list of University
employees who shall receive permits and the vehicles to which the permits will be
issued. A check in the amount of 25 times the lowest available monthly rate shall
accompany the request. The Operator shall make the permits available no later than
the first of each month after receipt of payment.
-ARTICLE 7
Compliance with All Laws
7.01 The Operator and the City notwithstanding anything to the contrary
herein, shall comply with all laws, ordinances, regulations and rules of the
Federal, State, County and City Government, which may be applicable to its operation
under this Agreement.
ARTICLE 8
Duties and Obligations
of Operator
8.01 Maintenance: (A) The Operator shall be responsible for the proper
maintenance, repair and upkeep of the Revenue Control System, and of the
Interiors, including exterior doors and windows, stairwells, elevators, electronic
surveillance system for the parking structure, and the toll booths. The City
shall furnish to the Operator all warranty agreements pertaining to the Facility
and equipment therein.
The 01.erator shall be responsible for the striping and re -striping of the
Facility as approved, in advance, by the City. Routine preventative maintenance
shall be performed at hours of low traffic flow, when possible. '.
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(B) The Operator shall be responsible for keeping the Facility including
the parking areas, the entrance and exit areas, exit toll booths, restrooms and
the office of the Operator in the Facility in a neat and clean condition at all
times.
(C) The Operator may be responsible, if the parties mutually agree in a
subsequent agreement, for exterior or interior maintenance of any retail space
associated with Facility and any office space associated with the World Trade Center
air rights development. The Operator will cooperate with the City in the exterior
maintenance where appropriate, to ensure continuity of the entire combined structure.
(D) The Operator shall be responsible for maintenance of landscaping
associated with the Facility.
(E) Common areas such as elevators, stairwells, and entrances which serve
both the Facility and the World Trade Center shall be maintained in a cooperative
manner and the costs proportioned using a separate Letter of Understanding to be
developed within thirty (30) days after the City determines how the World Trade
Center air rights development will be managed.
8.02 Personnel: (A) The Operator shall properly uniform all its
personnel, with the exception of the Facility Manager so as to present a neat,
clean and professional appearance at all times.
(B) The Operator shall ensure at all times that the names of on -duty
cashier personnel are so placed in or on the exit booths as to be readily visible
and readable by drivers of exiting vehicles, while stopped at such exit booths.
(C) The Operator shall ensure that all employees are able to communicate
in spoken English.
(D) The Operator shall provide a "Facility Manager," who shall be the
full-time, on -site management representative of the Operator, responsible for
the competent performance and fulfillment of the responsibilities of the Operator
under this Agreement.
8.03 Commodities and Equipment: (A) The Operator shall provide all
commodities and equipment authorized as part of the Budget, with title to
same being vested in the City upon delivery or installation at the Facility.
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(B) if requested by the City, the Operator shall, on an around -the -
clock basis, provide necessary equipment, trained personnel and vehicles for
battery assistance, tire changing and distress services for vehicles parked in
the Facility. The Operator may charge, in addition to regular parking charges,
reasonable fees, approved in writing by the City for towing of vehicles on or
off the Facilities for mechanical purposes, and such fees shall be included in
Gross Revenues. All authorized charges for services shall be prominently and publicly
posted, as may be required by the City. The cost of maintaining this service will
be reimbursable and the revenues shall be included in Gross Revenues.
(C) The Operator shall provide a recording type time clock for use by
all hourly employees.
ARTICLE 9
Alteration of Facilities
and Erection of Signs
9.01 The Operator shall not alter the Facilities in any way whatsoever,
erect any signs nor permit any advertising of any nature without prior written
approval from the City.
ARTICLE 10
10.01 The Operator shall provide a Blanket Position Fidelity Bond in
an amount not less than $5,000.00 for each employee, with Surety meeting the
qualifications set forth in Article 13.04 responsible for the handling of
daily Gross Revenues shall be $50,000.00. The form of such Bond(s) shall be
subject to the approval of the Finance Director of the City. Such Bond(s) shall
remain in effect for the entire term of the Agreement.
ARTICLE 11
Damaqe or Destruction to Facilities
11.01 If the Facilities are rendered unfit or unusable for the use and
purpose for which this Agreement is granted, without fault on the part of the
Operator, its employees, agents or independent contractors, either party shall
have the option upon thirty (30) days notice in writing to abate this Agreement.
In the event the City is responsible for its Facility being rendered unfit or
unusable, then the Operator in no way waives his right for liability for damages
against the City.
ARTICLE 12
Assignment
12.01 This Agreement shall not be assigned, transferred, pledged or
otherwise encumbered.
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ARTICLE 13
Insurance, Indemnification
and Hold Harmless
13.01 Operator shall indemnify and save the City harmless from any and
all claims, liability, losses and causes of actions for bodily injury and/or
property damage caused by the Operator under this Agreement. The Operator shall
pay all claims and losses of any nature whatsoever in connection therewith, and
shall defend all suits, in the name of the City when applicable, including
appellate proceedings, and shall pay all costs, judgments, and attorney fees, which
may issue thereon.
13.02 The Operator shall maintain the following insurance during the
term of this Agreement.
(A) Comprehensive General Liability in limits not less than $5,000,000 per
occurrence for Bodily Injury and Property Damage.
(B) Garage Liability in same limits as "A" above, including Automobile
Insurance Hazard I.
(C) Garagekeepers Legal Liability with limits not less than $1,400,000
per occurrence. This policy shall be endorsed to name the City as additional
insured.
(D) Theft Coverage covering employee fidelity, inside or outside loss
and burglary with a limit of not less than $25,000 per occurrence.
(E) Worker's Compensation as required by Florida Statutes, Chapter 440.
13.03 The Insurance coverage required shall include those classifications
as listed in Standard Liability Insurance Manuals, which most nearly reflect the
operations of the Operator.
13.04 All insurance policies and Surety Bonds required herein shall be
issued in companies authorized to do business under the laws of the State of
Florida, with the following qualifications as to management and financial
strength:
The company must be no less than "A" as to general
policyholder's rating and no less than Class "X" as to
financial rating, in accordance with the latest edition
of Best's Key Rating Guide, published by A.M. Best Company, Inc.
13.05 The Operator shall furnish Certificates of Insurance with the City
named as additional insured for the coverages specified by the City prior to the
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commencement of operations hereunder and throughout the term of this Agreement,
which certificates shall clearly indicate that the operator has obtained insurance
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in the type, amount and classification as required for strict compliance with this
Article, and that no material change or cancellation of the Insurance shall be
effective without thirty (30) days prior written notice to the City.
13.O0' Operator shall furnish certificates evidencing renewal or re-
placement of required insurance coverages, thirty (30) days prior to expiration or
cancellation. The City reserves the right to reasonably amend the insurance
requirements.
ARTICLE 14
Non -Discrimination
14.01 Operator shall not discriminate against any employee or applicant
for employment to be employed in the performance of this Agreement with respect
to age, sex or physical handicaps (except where based on a bonafide occupational
qualification), or because of race, color, religion, national origin or ancestry.
14.02 Operator, for himself, his personal representatives and
successors in interest, as a part of the consideration hereof, does hereby
covenant and agree that (1) no person on the grounds of race, color, sex
or national origin shall be excluded from participation in the Facility, denied
the benefits of the Facility, or be subjected to discrimination in the use
of said Facilities, (2) and, that in the furnishing of services herein, no
person on the ground of race, color, sex or national origin shall be excluded
from participation in the Facility, denied the benefits of the Facility or other-
wise be subjected to discrimination.
ARTICLE 15
Vacating at Termination
15.01 The Operator shall surrender up and deliver the Facilities to
the City at the termination of this Agreement, and shall remove all of its
personal property forthwith. Any personal property of the Operator not removed
in accordance with this Article shall be removed by the City and stored at the
cost of the Operator. Failure on the part of Operator to remove or reclaim
its personal property within thirty (30) days from the date of termination
shall constitute a gratuious transfer of title thereof to the City for whatever
disposition is deemed to be in the best interest of the City.
15.02 At termination of this Agreement, the City shall take inventory
jointly with Operator and shall assume responsibility for all vehicles then parked
in the Facilities so vacated by the Operator and all parking fees accrued for
any such vehicle shall not be subject to the Management Fee contained in
Article 5.01.
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82 - 266
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s
ARTICLE 16
Notices
16.01 All notices permitted or required by this Agreement shall be in
writing and when mail delivery is required such notices shall be sent by
registered or certified mail.
To the City: City Manager
_ City of Miami
P.O. Box 330708
i Miami, Florida 33133
To the Operator: Director
Department of Off -Street Parking
190 NE 3rd Street
Miami, Florida 33132
ARTICLE 17
Recognition of Existing Agreements
17.01 This agreement recognizes the City's contractual commitments
under agreements with the Hotel Developer (with respect to the Lease and Agree-
ment and the Parking Agreement) and the University of Miami's Lease Agreement;
along with the Off -Street Parking Authority's obligations under existing trust
indentures on outstanding indebtedness on its parking garages. These respective
contractual commitments issued prior to the date of this Agreement and the
documents governing same are hereby incorporated by reference and shall govern,
if any provision of this agreement is in conflict therewith.
ARTICLE 18
Successor Clause
18.01 The terms and conditions of this agreement shall be binding upon,
inure to the benefit of, and be enforceable by the respective successors or
assigns of the parties hereto.
ARTICLE 19
Cost of Litioation
19.01 In the event of litigation between the parties hereto, the cost of
such litigation, including attorneys fees, shall be borne by the losing party.
ARTICLE 20
Alteration of Agreement
20.01 No provisions of this agreement may be changed, waived, discharged,
or terminated orally, but only in writing signed by all parties hereto.
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82-266
ARTICLE 21
SeverabiIity
21.01 In the event that any portions of this Agreement shall be held
to be invalid for any reason, such invalidity shall not effect the remaining
portions of this agreement and the same shalt remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement
I
to be executed by their appropriate officials, as of the date first above
written.
CITY OF MIAMI, FLORIDA
A Municipal Corporation in the
- _ State of Florida
By:
City Manager
PREPARED AND APPROVED BY: Attest:
RALPH G. ONGIE, CITY CLERK
APPROVED AS TO FORM AND CORRECTNESS:
SEAL
GEORGE F. KNOX, JR. CITY ATTORNEY
-15-
OPERATOR
DEPARTMENT OF OFF-STREET PARKING
of the City of Miami, Florida
By:
Director
Attest:
Secretary
I
8266
r,
Howard V.
Page 2
February
Gary
25, 1982
!0EN'Ui24N0U`•1
To Howard V. Gary
City Manager
r
FROM C. Dean Hofineiste
Executive Director
James L. Knight International
CATE February 25, 1982
F'! c.
U SJFCT Proposed Resolution for Management
Agreement with Department of Off -
Center Street Parking for Parking Garage
James L. Knight Int'1 Center
Commission Meeting of 3-11-82
It is recommended that the proposed Resolution
be adopted authorizing the City Manager to
execute an Agreement, in substantially the form
attached hereto, with the Department of Off -Street
Parking to manage and operate the City of Miami/
University of Miami James L. Knight International
Center Parking Garage.
Purpose: Provide management and operational organization for the
Parking Garage of the City of Miami/University of Miami
James L. Knight International Center.
Funding: Funds are provided in the operational budget for the
Parking Garage based on anticipated revenues and
supported by the feasibility study performed by the
firm of Laventhol and Horwath for the Center's
original Bond Issue.
Background: Meetings have been held with both the Hotel Developer
and the University of Miami, prime users of the
parking facility, to ensure the City's contractual
obligations to both parties were being fully met with
the proposed agreement. Additionally, the proposed
agreement has been reviewed by the pertinent Departments
of the City to ensure the City's requirements as to
insurance, conformity to the City Charter, etc., were
satisfied.
It is, therefore, recommended the City Manager be authorized to
execute the attached agreement with the Department of Off -Street
Parking to manage and operate the Parking Garage of the City of
Miami/University of Miami James L. Knight International Center.
CDH:bf
Enclosure
82-�66
W
i
Howard V. Gary
Page 2
February 25, 1982
t�
11 1
32
EP101?AN EIU`•,
7o Howard V. Gary DATE
City Manager
F't_E
F ROM C. Dean Hofineister
Executive Director
City of Miami/University of Miami
James L. Knight International Center
February 25, 1982
Proposed Resolution for Management
Agreement with Dept. of Off -Street
Parking for Parking Garage
City of Miami/University of P4iami
James L. Knight International Center
It is recommended that the proposed Resolution be
adopted authorizing the City Manager to execute
an Agreement, in substantially the form attached
hereto, with the Department of Off -Street Parking
to manage and operate the City of Miami/Universit
of Miami James L. Knight International Center
Parking Garage.
Purpose: Provide management and operational organization for the
Parking Garage of the City of Miami/University of Miami
James L. Knight International Center.
Funding: Funds are provided in the operational budget for the
Parking Garage based on anticipated revenues and supported
by the feasibility study performed by the firm of Laventhol
and Horwath for the Center's original Bond Issue.
Agreement
Summary: An Agreement with initial term of thirty (30) years
specifying conditions of management and operation of the
Parking Garage of the City of Miami/University of Miami
James L. Knight International Center among which are the
following:
1. Revenue handling, reporting and auditing - Article 3.
2. Definition of reimbursable expenses - Article 4.
3. Management fee: 3.5 per cent of gross revenue for
first year, 3.0 per cent for second year, and 2.5 per
cent for third and subsequent years. Article 5.
4. General provisions covering operational terminology,
valet service, obligations of City regarding needs of
Hotel Developer, University of Miami, and World Trade
Center for parking spaces in Garage. Article 6.
5. Specification of Operator Duties and Obligations.
Article 8.
6. Insurance and Indemnification - Article 13. b
J)) N
f
Howard V. Gary
Page 2
February 25, 1982
7. Non -Discrimination clauses - Article 14.
It is, therefore, recommended the City Manager be authorized to execute
the attached agreement with the Department of Off -Street Parking to
manage and operate the Parking Garage of the City of Miami/University
of Miami James L. Knight International Center.
CDH:bf
Enclosure
82-266