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HomeMy WebLinkAboutMinority Construction Employment Plan• • • MINORITY CONSTRUCTION PLAN 1. Amended and Restated Southeast Overtown/Park West Lease and Development Agreement (1-27-060, A- Article V — Minority and Women's Participation and Equal EMployment Opportunity )3- First Source Hiring Agreement Community Benefits Program 2, Letter to Frank Rollason, 7-14-05 A- Preliminary outline for Employment Training Program 411 • • EXHIBIT D D AND RESTATED SOUTHEAST OVERTOWL‘11P K WEST THIS LEASE (hereinafter referred to as the "Lease"), made this day of , 200®, by and between SAWYERS WALK, LTD., a Florida limited partnership (hereinafter referred. to as "Developer"), and the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes (hereinafter referred to as "the -CRA"). RECITALS A. The Southeast Overtown/Park West Project area was designated as community redevelopment area (the "CRA Redevelopment Area") by Miami -Dade, County, a political subdivision of the State of Florida (the "County"). A redevelopment plan was approved by the Commissioners of the City of Miami, a municipal corporation (the "City") and the CoraraiSsioners of the County with certain redevelopment authority granted by the County to the City for project implementation, The. City invited interested E parties to submit proposals for the: development of residential and cbmmercial structures on properties in the vicinity of the Overtown Transit Siation in -a portion of the CRA Redevelopment Area. LEASE AND DEVELOPMENT AGREEMENT B. In response to requests for proposals issued by the City, Indian River Investments of Miami, Inc., a Florida corporation ("Indian River"), acting in the capacity of general partner on behalf of Poinciana Village of Miami, Ltd. ("Poinciana"), was selected as the "developer" with respect to the development of that certain real property described on Exhibit "A" attached hereto and made a part hereof (the "Poinciana Village Project"). Indian Subject to conforming to the terms of the Settlement Agreement. within 30 days of the Effective Date of the Settlement Agreement. 0 ` best efforts to work with Afrienn � uerican realtors to reach out ai�-d Market the Project to African Americans to relocate to the Overtown cd mmunitV, This effort shall include the sale of Affordable Units as well as =3Lrket rate units to African Americans. ARTICLE V Section 5.1 Minority and Women Participation and Equal -Opportunity, Developer agrees that it will.- (i) Take definitive action in the recruitment, advertising and to attract and retain minority and female contr; i ictors and GO Provide a reasonable opportunity in the re�ruitment, advertising and Wring of professionals, coiitr� i -ctors and. Area and within the City of Miqmi; (iii) Take reasonable definitive action in retaining �'Inployees regardless of race, color, place of birth, religion , national origin, sex, age, marital status, veterans and �i disability �iv) Maintain equitable principles in the recruitment, advertising, hiring, upgrading, transfer, layoff, termination, compensation and all other terins, 6onditions and privileges of employment; ` ' Monitor and --v'-'' --p--------r----~~- to • (vi) Post in conspicuous places, availability to employees and applicants for employment, notices in a form to be provided to the Executive Director, setting forth the non- discriraination clauses of this Section 5.1; and vii) In all solicitations and advertisements for employment placed by or on behalf of Developer, state that all applicants will receive consideration for employment without regard to race, creed, color or national origin. Section 5.2 Participation Requirements. Developer agrees to comply _ with the following minority and female participation requirements (the "Minority Participation Requirements"): 5.2.1 Construction. Developer agrees to utilize its bes.t efforts to comply with the following minority and female participation requirements with respect to construction: 28% Black participation 8% Female participation 15% Hispanic participation 5.2.2 Design. Developer agrees to comply with the ollowing minority and female participation requirements with respect to design: 10%© Black participation 5% Female participation 10% Hispanic participation 5.2.3 Property Management. Developer agrees to comply with the following minority and female participation requirements with respect to property management: 28% Black participation 8% Female participation 15% Hispanic participation 41 5,2.4 Sales and Marketing. Developer agrees to comply with the following minority participation requirement with respect to its Sales and marketing staff: 20% Black participation Section 5.3 Report Requirements. Developer shall proviele, on an annual basis, such documentation as the Executive Director may reasonable request to evidence compliance with the Minority Participation ReqiIri rements with respect to each of the categories described in Section 5.2 daring the preceding year (the "Minority Participation Reports") on a phase 'by phase.. basis. To the extent of any disputes between Developer and the :Executive Director with respect to the compliance with the Minority Participation Requirements, the dispute shall be submitted to arbitration for resolution, which resolution shall be binding upon the parties. Section 5.4 Penalties for Non -Compliance. To the extent that Developer fails to comply with the Minority Participation Requirements on a phase by phase basis in each of the categories described in Secions 5.2, Developer shall pay to the CRA as a penalty Five Thousand and No/100 Dollars ($5,000.00) for each percentage point below the requirements set forth in Section 5.2.1, 5.2.2, 5.2,3 and 5.2.4, in each respectivel category Developer fails to meet the applicable Minority Participation Requirement (the "Non -Compliance Funds"). The Non -Compliance Funds shall be - calculated by the Executive Director and shall be due within thirty 1(30) days from the date of the Developer's receipt of written statement !from the Executive Director stating the amount of Non -Compliance Funds due, To the extent of any dispute between the Executive Director and Develiper with respect to compliance with the Minority Participation Requirements, the dispute shall be submitted to arbitration for resolution, which resolution shall be binding upon the parties. The CRA covenants and agrees to utilize any Non -Compliance Funds paid to CRA pursuant to this Section l for a job training program for residents of the CRA Redevelopment Area. 42 10 • Determination of compliance with the Minority Participation. Requirements shall be determined on a Project -wide basis and not on a per Phase basis, Section 5.5 Impossibility to Perform, Developer acknowledges that the Minority Participation Requirements are mandatory requireinents and not an obligation to utilize best efforts. In the event that Developer, in good faith, believes that it is impossible to satisfy some or all of the Minority Participation Requirements for any phase as a result of there Ma being a sufficient number of minority and female job candidates available to comply with the Minority Participation Requirements, Developer may request that_ the City Manager reduce the applicable Minority Participation Requirements, in the applicable category, for that respective phase provided that Developer is able to provide to the City Manager irrefutable evidence that there was not a sufficient nuiriber of minority and/or female job candidates available to comply with the applicable Minority Participation Requirements. The decision of the City Manager shall be binding on Developer and the CRA with respect to the phase in question. Section 5.6 Professionals. Developer shall utilize its bestl efforts to employ African American and other minorities to provide pxofessional services to Developer in connection with the Project, includinflc, without limitation, lawyers and accountants. Developer shall utilize its bes efforts to cause existing professionals employed by Developer to joint venture with African Americans and other minorities to expand minority participation in the Project in connection with the provision of professional services. ARTICLE VI FIRST SOURCE HIRING AGREEMENT AND EMPLOYMENT TRAINING PROGRAM Section 6.1 FIRST SOURCE HIRING AGREEMENT. Simultaneously with the execution of this Lease, Developer and the CRA shall enter into a first source hiring agreement for the Project in the form of Exhibit "L" 43 • • attached hereto and made a part hereof (the 'First Source Hirai Agreement"). The terms and provisions of the First Source Hiring Agreement are incorporated herein by reference and made a part hereof The failure of Developer to comply with the terms and provisions of the First Source Hiring Agreement within the applicable grace period provided herein shall constitute an Event of Default under this Lease. Section 6..2 Construction. The Developer, in conjunction with the South Florida Work Force or such similar entity involved in job creation and training, shall participate in an existing program or shall establish a "Skills_ Training and Employment Progre-m" at or near the Project which shall provide for training of construction personnel for residents in the GRA Redevelopment Area and in the City, which is more particularly described on Exhibit "M" attached hereto and incorporated herein by referencekthe 'STE Program") The Developer shall comply with the terms and provisions of the STE Program and the failure to so comply shall constitute an Event of Default under this Lease, if not cured within the applicable grace period. Section 6,3 Property Management. The Developer, in c;mjunction with the South Florida Work Force or such similar entity involVed in job creation and training, shall participate in an existing progran or shall establish a "Property Management Training and Employment Program" at or near the Project which shall provide for training of property m4nagement• personnel for residents in the CRA Redevelopment Area. and irIt the City which is more particularly described on Exhibit "N" attached hereto and incorporated herein by reference (the "PMTE" Program"). The !Developer shall comply with the terms and provisions of the PMTE Prograni and the failure to so comply shall constitute an Event of Default under this Lease if not cured withua the applicable grace period. Section 6.4 Professionals. Developer shall utilize its best efforts to employ African American and other minorities to provide pilLofessional services to Developer in connection with the Project, including, without 44 limitation, lawyers and accountants, Developer shall utilize its best;efforts to cause existing professionals employed by Developer to joint venture with African Americans and other minorities to expand minority partic`sipation in the Project in connection. with the provision of professional services, ARTICLE VII LAND USES Section 7,1 Land Uses. Developer and the CRA agree, for themselves and their successors and assigns, to devote the Leased Property, to the uses specified in this Lease and to be bound by and comply with all of the provisions and conditions of this Lease, including, without limitation, the requirement that the Developer Improvement be developed substantially in accordance with the Development Plan during the Term of this Leal)e. Section 7.2 Character and Operation of Improvements. The parties recognize and acknowledge that the manner in which the Developer Improvements on the Leased Property are developed, used and operated are matters of critical concern to the CRA by reason of the economic development of the CRA Redevelopment Area. Developer shall. prepare condominium documents (the "Condominium Documents") establishing such reasonable rules and regulations governing the occupancy of Subtenants and Condominiums Owners of their premises as the Developer shall deem • necessary or desirable in order to assure the level of quality and character of operation of the Developer Improvements required herein, and the Developer will use all reasonable efforts to enforce such rules and regulations. The Condominium Documents shall be subject to the approval of the Executive Director and the rules and regulations included in the Condominium Documents shall be in accordance with the provisions set forth in Chapter 718, Florida Statutes governing condominiums and shall not conflict with this Lease or CRA's interest< The Executive Director shall also review and 45 0 • 0 • • EXHIBIT R FIRST SOURCE HIRING AGREEMENT COMMUNITY BENEFITS PROGRAM This Agreement is made this day of , 200, by and between the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes (the "CRA") and SAWYER' S WALK, LTD., a Florida limited partnership ("Developer"). RECITALS A. Developer and the CRA have entered into that Amended. and Restated Southeast Overtown/Park West Lease and Development Agreement dated ("Lease"), for the development of a mixed use project containing approximately one thousand fifty (1,050) residential units (collectively, the "Residential Units") on the property, more particularly described in Exhibit "A", attached hereto (the "Property") consisting of apartments, townhouses, lofts, live/work units (i.e., commercial units which are bundled with a residential unit) (the "Live/Work Units"), which Residential Units will be constructed in mid -rise structures and high-rise structures and approximately seventyfive thousand (75,000) square feet of retail and office space, which is more particularly described on Exhibit "B" attached hereto (the "Project"). B. To supplement the local community involvement iia the Project, Developer has agreed to comply with Section 18-110 of the City of (Miami Code to foster participation in the construction and operation of the Project by Low income Individual residents of the City of Miami and. Miami -Dade County,including, but not limited to those who are participants of South Florida Workforce training and • • omployment. pro ;rams and other residents of the City of Miami. and Miami -Dade County, NOW THEREFORE, in consideration of ten dollars ($10,00) and other good and valuable consideration, the receipt and sufficiency of which is hereby, acknowledged, the parties hereby agree as follows: SECTION I. DEFINITIONS As used in this Agreement, the following capitalized terms shall have the following meanings. All definitions include both the singular and plural forma Capitalized terms not specifically defined herein are as defined in the Lease. "Agency" shall mean the South Florida Work Force, a stateand federally funded 501 C3 organization or an organization equally acceptable to the Executive Director. In the event the Agency ceases to exist, upon request 8f CRA or the Developer, the Developer shall create or select a similar entity capable of handling the responsibilities designated to the Agency hereunder, acceptable to the Executive Director. "Agreement" shall mean this First Source Hiring Agreement in, its entirety. "CRA" shall mean the Southeast Overtown/Park West Community Redevelopment Agency, as represented by the Executive Director o the Southeast OvertownlPark West Community Redevelopment Agency. "Construction Contract" shall mean a contract in excess of Two Hundred Thousand and No/100 Dollars ($200,000.00) related to the construction of any portion of the Project. "Construction Contract" shall not include any contracts related to renovations to the Project after completion of the Project. "Construction Contractor' shall mean a contractor who enters into a contract with the Developer related to the construction of the Project, or any part thereof, of at least Two Hundred Thousand and No/100 Dollars ($200,000.00). "Developer" shall mean the Sawyer's Walk, Ltd., a Florida limited partnership. "Full Time Employee" shall mean an individual employed for, a minimum of thirty-five (35) hours per standard five day work week. • • • "Low -Income Individual" shall mean an individual whose household income is no greater than 80% if the median income for Miami -Dade County based on the local Census data or is unemployed. "Overtown Area" shall mean that area as depicted in Exhibit; "C" attached hereto and made a part hereof. "Residents" shall comply with the definition as adopted or as determined by the Agency, and may include prior residency with accompanying proof, satisfactory to the Agency, of residency within specific targeted areas as of January 1, 2006 or since. "Site" shall mean the real property more particularly described on Exhibit "A" attached hereto and made a part hereof. "Subcontractor" shall mean any subcontractor entering into a contract relating to the construction of the Project, or any part thereof, of at least Two Hundred Thousand and No/100 Dollars ($200,000.00). SECTION 2. FIRST SOURCE HIRING PROGRAM.: A. Construction 1. The purpose of this Section of the Agreement is to dbvelop reliable resources for the prescreening of resumes and operation of training programs that will facilitate the skills and the employment of Low - Income Individuals that reside in the City of Miami acid Miami Dade County for the construction of the Project. This Seection aims to accomplish this .stated goal by (i) establishing a mechanism whereby Low -Income Individuals can receive job training in the skills requested by employers involved in constructing the proposed improvements to be constructed by the Developer, and (ii) establishing a system for prompt reliable pre-screening and referral of applicant.> by employers as jobs become available. The Developer shall require each Construction Contractor for the Project, or any portion thereof, and each Subcontractor retained by a • • Construction Contractor or Subcontractor with total coixtract amount in excess of Two Hundred Thousand and No/1O0 Dollars ($200,00(/O0) for work related to the Project, or any portion thereof, to provide employment opportunities generated by the Project to !qualified Low Income Individuals residing within the City of Miami and Miami -Dade County, including, but not limited to, those who are participants in the Agency's training and employment programs, subject to the Construction Contractor's obligation to fill vacancies generated by the Project with Construction Contractor's employees from other jobs. It is understood that jobs may be offered on the basis of qualifications, however, should qualifications be equal, such, employment opportunities shall be offered by Construction Contractor(s) and Subcontractor(s) in the following order of priority: (a) to residents of the Overtown Area, (b) other City of Miami residents, and (c) to residents of Miami -Dade County_ 2. Provisions Benefiting Residents, a) Two (2) months prior to the anticipated commencement of construction of Phase I of the Project, unless otherwise approved by the Executive Director, the Developer, in coordination with the Agency, shall establish a Skills Training Center ("Skills Training Center") during construction to provide for on -site or off -site, as approved by the Executive DirectorAraining for a minimum of fifteen percent (15%) of the entire construction workforce, whether union or non -union, of the entire construction associated with the Project, excluding any renovations after final certificates of occupancy have been issued for all units comprising the Project. The requirement for participation in the program will be included all the Construction Contracts with respect to any Phase of the Project and participation in the program by all Subcontractors. The • • • purpose of the Skills Training Center program =ill be to teach the Low -Income Individuals marketable construction skills. The Developer will operate or cause to be operated the Skills Training Center, which will provide for the advancement of skills for the construction personnel at the Project. It will teach a tight curriculum of safety fundamental skills; for untrained people, advanced skills for trained personnel, additional skills for certificates in alternate trades, and management of construction operations. b) The Developer and the Construction Contractor shall notify the Agency in a timely manner, as necessary and appropriate, to develop customized training programs, which enable Low - Income Individuals to qualify for and secure entry level and apprenticeship construction positions, whether Ilunion or non- union. The Developer may provide rent-free space within the Site, or elsewhere, for the local offices of the Agency. In the event the Agency does not perform in a timely manner, the Developer or Construction Contractor shall notify the Agency, with a copy to the CRA, of such deficiency. If the Agency does not implement steps to cure such deficiency within fifteen (15) days of such notice, the Developer shall immediately identify or establish a new Agency acceptable to the Executive Director to fill the role of the Agency. c) The Developer and each Construction Contractor will notify the Agency in a timely manner of entry-level and apprenticeship positions, whether union or non -union job openings, resulting from the Construction Contract requirements that will not be filled through the Skills Training Center including the number of positions needed and the minimum qualifications required for each position. • • • d) The Developer and each Constr }t.ion Contractor will utilize the Agency as the "first source" in identifying candidates for its Skills Training Center and except for those positions filled through the Skills Training Center, will declare the Agency the "first source" to identify candidates for those entry-level; apprenticeship positions, whether union or non -union positions. e) The Developer and each Construction Contractor shall give preference and first consideration on the basis ofl qualifications, however, should qualifications be equal among candidates, the Developer and each Construction Contractor, 'to the extent permitted by law and any existent labor agreements, such employment opportunities shall be offered by Developer and each Construction Contractor in the following order of priority: (a) to residents of the Overtown Area, (b) other lefty of Miami residents, and (c) to residents of Miami -Dade County. f) The Developer and each Construction Contractor '.shall advertise or cause to be advertised through the Agency, in local minority media and City TV, the City of Miami community television channel, and hold job fairs seeking to attract Low Income Individuals residing in the City of Miami and Miami -Dade County to seek training and employment at the Poject. g) The Developer and each Construction Contractor shall offer jobs to all those that successfully complete Skills Training Center, which training was developed for the purpose of developing skills for construction jobs at the Project. As j.long as these persons remain employed, their positions will 'continue to be counted toward this threshold regardless of any hange in their status as a Low Income Individual. Annual thresholds shall be pro -rated monthly as required. Priority among equally qualified persons will be given to those residing within thei City of Miami. • • • In the event there is not a sufficient number of qualified Low Income Individuals that reside within the City of Miami, then the balance of the percentage can be met utilizing Low Income Individuals that reside within Miami -Dade County, h) In the event that the Agency is unable to identify qualified persons to fill these positions identified by the Contractor within a reasonable time frame acceptable to the Developer or Construction Contractor, any unfilled targeted positions may be filled by any qualified person, irrespective of their residence. i) To the extent portions of the Project constitute pinion jobs, the Developer and each Construction Contractor shall, use good faith to register a resident apprentice training program with the local unions for Construction Contracts or subcontracts totaling Two Hundred Thousand and No/100 Dollars ($200,000.00) or more in order to involve trained City of Miami residents and Low Income Individuals as apprentices and ultimately as journeypersons for the benefit of the Project. j) The CRA acknowledges that all employees of the!Project will be required to have the necessary employment skills, as well as meeting the requirements of the Project insurance policy, including, without limitation, requirements for a drug free workplace. In addition, the CRA acknowledges that various employment opportunities may require union membership, and may require security clearances consistent with the Project's security policies and procedures. For purposes of this Agreement, to the extent the Agency provi .es the above services, the Developer may rely on the inforrrmaton provided by the Agency for verification purposes. k) To the extent that the procedures set forth in thiq section are in conflict with the procedures implemented by the Developer or • • Construction Contractor in order to comply with he applicable federal, state and local laws, the Construction Contractor may substitute other procedures, acceptable to the Executive Director, in order to accomplish the purpose and intent of this Agreement. 1) Agreed upon Mechanics. Exhibit "D", attached hereto and made a part hereto sets forth the agreed upon mechanics of the programs applicable during construction. B. Property Management 1. This purpose of this Section is to develop reliable resources for the prescreening of resumes and operation of training programs that will facilitate the skill and the employment of Low Income Individuals that reside in the City of Miami and Miami -Dade County, for the property management phase of the Project. This Section aims'' to accomplish that goal by (i) establishing a mechanism whereby; Low Income Individuals can receive job training in property manage:'ment activities and (ii) establishing a system for prompt, reliable, prescreening and referral of applicants to employers as jobs become available. 2. Developer and each condominium association controlled by Developer with respect to each Phase of the Project, as well as each contractor retained by Developer or by any condominium association controlled by Developer with a total contract amount of in exc ss of Twenty Thousand and No/100 Dollars ($20,000.00) for providing property management services such as security, landscaping and property maintenance, shall be required to provide employment opportunities generated by the Project to qualified Low -Income Individuals residing within the City of Miami and Miami -Dade County, including, but not limited to, those who are participants in the Agency's training and the employment programs. • • It is understood that jobs may oe offered on the basis of qualifications; however, should qualificiations be equal; such employment opportunities shall be offered by the Developer in the following order of priority: (a) to residents of the Overtown Area; (b) other City of Miami residents; and (c) to residents of Miami -Dade County, 2, Provisions Benefiting Residents. a) Two months prior to the anticipated issuance of the first temporary certificate of occupancy for the first unit in the first Phase of the Project, unless otherwise approved by the Executive Director, the Developer will set u.p a Property Management Skills Training Center (the "PM !Skill Training Center") to provide training for a minimum of fifteen percent (15%) of the entire workforce to be involved in property management activities associated with the Project. The purpose of the PM Skill Training Center will be to teach Low Income Individuals, marketable property management skills. The Developer will operate or cause to be operatedli the PM Skill Training Center, which will provide for the advancement of skills for property management personnel at the Project. b) The Developer may notify the Agency to assist in developing and maintaining customized training programs, and ;will notify the Agency in a timely manner, as necessary and appropriate, to assist in developing customized training program I�, which enable Low Income Individuals to qualify for and secure ;the operations jobs, as well as to improve the skills and capabilities of employees for self improvement and career advancement. c) The Developer will maintain an up-to-date job opening database. The Developer may notify the Agency electronically in a timely 1 manner of applicable job openings containing the approximate number and type of jobs that will need to be filled, the basic • • • qualifications necessary, and contact in.formatio for obtaining further information and information for applying for jobs. d) The Developer shall give preference and first consideration to the highest qualified candidates. Among equally qualified candidates, to the extent permitted by law and any existent labor agreements, preference shall be given to candidates the Agency refers. e) The Developer shall advertise or cause to be advertised through the Agency in local minority media and City TV, the City of Miami community television channel, and hold, directly or through the Agency, job fairs seeking to attract Low Income Individuals residing in the City of Miami to seek e.mployment at the Project; f) A minimum threshold of twenty-five percent (25%) of all initial Full Time Employee Job Openings or one hundred percent (I00%) of those candidates who have successfully completed the PM Skill Training Center shall be filled by Low -Income Individuals. As long as these same persons remain employed, their positions will continue to be counted toward this threshold, irrespective of their status as a Low -Income Individual. Priority will be given among equally qualified candidates to those residing within the City of Mianri. In the eve4 there is not a sufficient number of qualified Low Income Individuals that reside within the City of Miami, then the balance of the threshold can be met utilizing Low Income Individuals that reside within Miami -Dade County. This shall apply to the initial job openings and shall continue so long as the Developer is in control of the various Phases of the Project Or on the tenth anniversary of the issuance of the first temporary certificate of occupancy, whichever conies later. • • • g The Developer shall provide or cause to be provided to the CRA monthly reports defining the progress and employment status of those candidates who are hired. h) If Developer anticipates difficulty meeting the percentage threshold requirements referenced above, Developer shall, meet and confer with the Executive Director to cleterniine mutually agreeable additional steps which can be taken to meet the percentage threshold requirement. i) Exhibit "E" attached hereto and made a part hereof sets forth the agreed upon mechanics of the program regarding property management, C. Default and Remedy. The Developer's failure f to meet the percentage threshold requirements of Section 2(A) and, 2(B) shall not be a breach or default under this Agreement or the Lease, however, if the Executive Director determines, in its reasonable discretion, that the Developer, a Construction Contractor or a condominium association controlled by the Developer has not, in any given calendar year period, used reasonable efforts to meet the percentage threshold requirements, then the CRA may assess a penalty of Ten Thousand and No/100 Dollars ($10,000.00) for each percentage point or fraction thereof below the threshold requirements for each such applicable period with respect to Sections 2(A) and 2(B). This penaty shall be the only liability that Developer shall have regarding the percentage threshold requirements of Sections 2(A) and 2(B). Money paid by the Developer to the CRA shall be used for job training of Low -Income Individuals residing in the Overtown area. In the event that the Developer disputes the determination of the Executive Director, Developer may submit the dispute to arbitration in accordance with the provisions of Article XXIII of the Lease, which !provisions are incorporated herein by reference and made a part hereof except all references therein to the Lease shall he deemed references to this Agreement. SECTION 3. MONITORING AND ENFORCEMENT A. Monthly Reports: Construction, The Developer, will provide, or cause to be provided, regular monthly electronic reports regarding the disposition of all individuals trained in the Skills Training Center including the position applied for and whether such individual was hired or not. If the individual was not hired, then the Developers report should further provide a brief explanation of why any such candidate was not hired or considered qualified. Copies shall be provided by the Developer to the Executive Dir4;ctor. B. Monthly Reports: Property Management. During Operations, Developer will provide, or cause to be provided, the CRA with monthly i reports regarding date and number of initial position requests; date required for candidate to commence work, the disposition of all individuals trained in the PM Skill Training Center referrals, including the position .pplied for and whether such individual was hired or not. If the individual was not hired, then the report should further provide a brief explanation of why any such candidate was not hired or considered qualified. C. Quarterly Reports Analysis. The Developer shall prepare, or cause to be prepared, detailed quarterly reports on the implementation of all sections of this Agreement during construction of the Project and as long as the Developer has control of the Project or through the tenth anniversary of the issuance of the first temporary certificate of occupancy with respect to the Project, whichever comes later, including those sections where a Construction Contractor or condominium association controlled by the Developer is the party hiring the individuals. These reports shall provide, at a minimum, a listing of the individuals, ethnicity, residency, classification applied for, employer's name, date of hire, status of employment (i.e., still employed or date terminated), total hours worked for the reporting period, gross monthly • • • earnings, recruitment source and percentage of Low Inca e Individuals when they were initially hired for any component of the Project, which status shall continue to be applicable to any thresholds that are set, no matter of changes in employee status as a Low Income Individual. These reports should further provide a comprehensive summary of the above, including, but not limited to, the following: • total number of positions hired to -date • total number of positions held by Low Income Individuals residing in the Overtown Area at date of hire • total number of positions held by Low Income Individuals residing in the City of Miami (including the Overtown Area) at date of hire • total number of positions held by Low Income Individuals residing in Miami -Dade County at date of hire • total new hires this reporting period • total new hires from prior reporting period • total new hires to -date • total number of individuals referred from each respective recruiting source • total number of individuals hired and not hired from each respective These reports shall be provided to the CPA, consistent with any security provisions of the Project. If the report indicates that the percentage threshold requirement is not being met, the Developer will include as part of the report a discussion of the reasons why that is the case. In! compiling this report, Developer shall be entitled to rely on information provided by the Construction Contractors) without responsibility to perform independent investigation. Further, in the event the Agency prepares the report on behalf 1 of the Developer, the Developer shall be entitled to rely On information provided by the Agency. recruiting source. • • • Enforcement by the CRA. The Executive Director shall determine the necessity of investigating complaints relating to implementation of this Agreement. The Developer shall cooperate fully and promptly with any such investigation, and shall make available at no cost, to the Executive Director requested records and information the Executive Director reasonably deems relevant to monitoring the implementation of this Agreement, #,onsistent with security procedures and policies. If the Executive Director determines that the provisions of this Agreement are not being followed, he will, determine the necessity of engaging and will proceed to engage in a good -faith effort to hear respective issues and to negotiate a resolution. During the Process of such investigation, the investigation and its findings will be held in'the most strict and confidential manner, reporting findings only to the Executive Director and the Developer. If negotiations do not arrive at a resolution within a reasonable period of time, the Executive Director may pursue any available Iegal remedies, including but not limited to any or all of, the following practices: I. A legal action to enforce this Agreement and/or any term or covenant thereof. The court shall award reasonable attorneys fees and costs to the prevailing party in an action enforcing or interpreting the requirement of this Agreement. 2. A declaration of ineligibility for future CRA and City of Miami contracts and/or redevelopment agreements with the ,RA and/or the City of Miami until penalties and restitution have bejn paid in full. Nothing in this Section 4 shall derogate or limit the rights of the CRA to enforce this Agreement through pursuit of any available legal or equitable remedies. E. CRA shall provide Developer with written notice of finding prior to action and will provide Developer with 60 days to cure. • • • SECTION 4. IMPLEMENTATION OF FIRST SOURCE HIRING PROGRAM A. Inclusion of this Agreement in Contracts, 1, Construction Contracts and Business Users Agreements, The Developer shall not execute any contract related to construction of the Site, or portion thereof, unless this Agreement is included as a material term of the contract. 2. Developer Assurance Regarding Preexisting; Contracts. Developer warrants and represents that as of a date of mutual execution of this Agreement, it has executed not Construction Contract(s) or agreement that would violate any provision of this Agreement had it been executed after the date of mutual execution of this Agreement. SECTION 5, NOTICES Correspondence. All correspondence shall be in writing addressed to the affected parties at the addresses set forth below. and shall be A party may change its address by giving notice in compliance with this Section 5 the addresses of the parties are: (a) Developer. In the case of a notice or communication t;o Developer if addressed as follows: Sawyer's Walk, Ltd. clo Tirso San Miguel Crosswinds at Poinciana, LLC 600 Corporate Drive, Suite 102 Ft. Lauderdale, Florida 33334 With a copy to: I. Barry Blaxberg, Esq. Blaxberg, Grayson, Kukoff & Segal, P.A. 25 S.E. Second Avenue, Suite 730 Miami, Florida 33131 • • (b) CRA. In the case of a notice or communication to the CPA or the Executive Director, if addressed as follows: SOUTHEAST OVERTOWNIPARK WEST COMMUNITY REDEVELOPMENT AGENCY Attention: Executive Director 49 N.W. 5th Street Suite 100 Miami,, Florida 33128 With a copy to: Jorge L. Fernandez, Esq. City Attorney City of Miami 444 SW 2nd Avenue, Suite 945 Miami, Florida 33130 William R. Bloom, Esq. Holland & Knight LLP 701 Brickell Avenue Suite 3000 Miami, Florida 33131 James H. Villacorta, Esq. 49 N.W. 5th Street Suite 100 Miami, Florida 33128 SECTION 6. GENERAL PROVISIONS A. Severability Clause. If any term, provision, covenant, or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions shall continue in full force and effect. B. Binding on Successors. This Agreement shall be binding Ripon and inure to the benefit of the heirs, administrators, executors, successors in interest, and assigns of each of the parties hereto. Any reference in thiS Agreement to a specifically named party shall be deemed to apply to any successor in interest, heir, administrator, executor, or assign of such party. • • • C. Intended Beneficiaries, The CRA is an intended third -party beneficiary of contracts and other agreements, which incorporate this Agreement, with regard to the terms of this Agreement. The CRA shall therefore have the right to enforce the provisions of this Agreement against all parties incorporating this Agreement into contracts or other agreements, D, Term, Section 5 Monitoring and Enforcement, of this Agreement shall become effective on the date of mutual execution of this Agreement, and shall remain in effect for as long as the Developer remain in control of the Project or for ten years from the issuance of the first temporary. certificate of occupancy for any portion of the Project, whichever comes later: E Material Terms. The provisions of this Agreement are material terms of the Lease for the Project. The provisions of this Agreement are material terms of any contract in which it is included. F. Waiver. The waiver of any provision or term of this Agreement shall not be deemed as a waiver of any other provision or term of this Agreement. The mere passage of time, or failure to act upon a breach, shall no)u be deemed as a waiver of any provision or terms of this Agreement. G. Estoppel. Both parties agree to provide the other within 15 days of request an estoppel letter acknowledging that the other party is not in default of this Agreement. Construction. Each of the parties has been represented by counsel in the negotiation and drafting of this Agreement. Accordingly, this Agreement shall not be strictly construed against any party, and the rule of construction that any ambiguities be resolved against the drafting party shall not apply to this Agreement. Entire Agreement. This Agreement contains the entire agreement between the parties and supersedes any prior agreements, whether written or oral. This Agreement sets forth the general framework for a First Source Hiring Policy and may be supplemented by additional memoranda approved by the • • • Developer and the Executive Director detailing the procedures and deadlines for carrying out this policy. d Amendments. This Agreement may not be altered, amended or modified, except by an instrument in writing signed by the Developer and Executive Director. Authority of Signatories, The individuals executing this Agreement represent and warrant that they have the authority to sign on behalf of the respective parties. Waiver of Jury Trial, The parties hereby knowingly, irrevocable, voluntarily and intentionally waive any right either may have to a trial by jury in respect of any action, proceeding or counterclaim based on this Agreement, or arising out of, under or in connection with this Agreement or any amendment or modification of this Agreement, or any course of conduct, course of dealing, statements (whether verbal or written) or actions of any party hereto. This waiver of jury trial provision is a material inducement of the CRA and Developer entering into the subject transaction. IN WITNESS WHEREOF, the CRA and the Developer executed this Agreement the clay and year first above written: DEVELOPER: Signed in the presence of: SAWYERS WALK, LTD. Print Name: Print Name: By: Title: • CRA: SOUTHEAST OVERTOWN PARK WEST COMMUNITY REDEVELOPMENT AGENCY, an agency of the Siate of Florida Print Name: By: Frank Rollason Title: Executive Director Print Name: ATTEST: Priscilla A. Thompson Clerk of the Board APPROVED AS TO LEGAL APPROVED AS TO INSURANCE SUFFICIENCY: REQUIREMENTS: • Holland & Knight LLP, as Insurance Manager special counsel • • EXHIBIT A PROPERTY • • • • • EXHIBIT B PROJECT EXHIBIT C OVERTOWN AREA • • • • EXHIBIT "D" AGREED UPON MECHANICS CONSTRUCTION As long as the Developer adheres to the following procedures, he will be in compliance with the Agreement: 1. Include the terms and provisions of this Agreement in any Construction Contract for on -site work in excess of $200,000. 2. Assure that a minimum of 15©l of all construction positions, notwithstanding the Construction Contract amount, whether union or non -union jobs, in construction are made available tc Low Income Individuals as defined by this Agreement, d Consult with the Agency in scheduling employlment needs, requirements, schedule, training required, duration old training, job fairs, and advertising in local City media, and solicit candidates for openings from the Agency. 4. Provide such information required by the Agency in a timely manner as required by the Agency in order to provide the requisite training and identification of Low Income Individuals for [training and employment as contemplated by this Agreement. Establish procedures that will facilitate ease of electronic file, data, and report transfer, 6. Establish procedures wherein Construction Contractors; are to solicit unions to provide job training to candidates, with respect to any union jobs. 7. Two months prior to the commencement of construction of Phase T of the Project, the Developer will provide an on -site, Qr off -site as approved by the Executive Director, Skills Training Center training for a minimum of 15% of the entire construction workforce during • • construction to improve the skills of employees and to aid them in career growth. Developer and Construction Contractor', shall offer jobs to all individuals that successfully complete Skills Training, which training was developed for the purpose of developing skills for the construction jobs of the Project. 3 The Developer and the Construction Contractor will notify the Agency in a timely manner of all positions resulting from the Construction Contract requirements that will not be filled through the Developer's Skills Training Center. 9. Job openings will be granted on the basis of qualifications. Among equally qualified candidates, priority employment opportunities shall be offered in the following order of priority: (a) to residents of the Overtown Area, (b) other City of Miami residents, and (c) to residents of Miami -Dade County. 10. Developer may work with the Agency, security personnel and any other available agency acceptable to the Executive Director to help the Developer obtain requirements and records necessary for security clearances. 11. Resolve any problems or lack of success in meeting these procedures with the Executive Director in a timely manner. 12. Provide monthly and quarterly reports as provided for in the Agreement, consistent with other required personnel reporting data, to the CRA, outlining the performance of the program. 13. The Developer shall not execute any contract related to construction unless the Agreement is included as a material term of the contract. • • • EXHIBIT "E" AGREED UPON MECHANICS PROPERTY MANAGEMENT As long as the Developer adheres to the following procedure., he will be in compliance with the Agreement: 1. Include the terms and provisions of this Agreement in any contract for property management services for the Site in excess of $20,OOO.00. 2. Assure that a minimum of 15% of all property management positions are made available to Low Income Individuals as d;Mined by this Agreement. Consult with the Agency in scheduling employment needs, requirements, schedule, training required, duration of training, job fairs, and advertising in local city media, and solicit candidates for openings from the Agency. 4. Provide such information required by the Agency in a timely manner as required by the Agency in order to provide the requisite training and identification of Low Income Individuals for training and employment as contemplated by this Agreement. 5. Establish procedures that will facilitate ease of electronic file, data, and report transfer, O. Two months prior to the issuance of a temporary certificate of occupancy for the first unit in Phase I of the Property, the Developer will provide an on -site; or off -site as approved by the Executive Director, PM Skills Training Center training for a minirnum of 15% of the entire property management workforce to improve the skills of employees and to aid them in career growth. Developer and condominium associations controlled by the Developer shall offer jobs to all individuals that successfully complete PM Skills Training, which • • • training was veloped. for the purpose of developi property management jobs of the Project. g skills for the The Developer and any condominium associations controlled by the Developer will notify the Agency in a timely manner Of all property management positions that will not be filled through 'the PM Skills Training Center. 8. Job openings will be granted on the basis of qualifications. Among equally qualified candidates, priority employment opportunities shall be offered in the following order of priority: (a) to residents of the Overtown Area, (b) other City of Miami residents, and (c) to residents of Miami -Dade County. Developer may work with the Agency, security personnel and any other available agency acceptable to the Executive Director to help the Developer obtain requirements and records necessary for security clearances. 10. Resolve any problems or lack of success in meeting these procedures with the Executive Director in a timely manner. 11. Provide monthly and quarterly reports as provided for in the Agreement, consistent with other required personnel reporting data, to the CRA, outlining the performance of the program. 12. The Developer and any condominium association controlled by Developer shall not execute any contract related to property management unless the Agreement is included as a material term of the contract. 1891673 v4 • 0 • • • • July 14, 2005 Frank Rollason, Director City of Miami CRA 49 NW 5th Street, Suite 100 Miami, Florida 33128 Re: Southeast Overtown/Park West Community Redevelopment Area, Settlement Agreement Sawyer's Walk/CRA Dear Mr. Rollason: The Settlement Agreement between Sawyer's Walk, Ltd., Poinciana Village of Miami, Ltd., the Southeast Overtown/Park West Community Redevelopment Agency, and the City of Miami, stipulates (Section 17 — Employment Training Program) that Sawyer's Walk shall submit a detailed plan for the "Skills Training and Employment program" for approval within sixty days from the Effective Date (2/9/05) to the Executive Director of the Community Redevelopment Agency. The CRA granted an extension to the end of the inspection period (6/09/05) and an additional extension to July 15; however, we are requesting an additional extension until November 15, 2005 to provide the CRA with the completed Detailed Plan. We have been requested by the Manager's Office to coordinate our efforts with the Miami Works Program. Unfortunately, the details of the program are currently being negotiated between the City, the South Florida Workforce, and other entities; this precludes us from making a final determination on our participation in this program which, we believe, would be the most effective means of providing job training and recruitment. We have had a series of .meetings with potential providers —The Collins; Center; the South Florida Work Force; and David Rosemond, who is coordinating the Niiami Works initiative, Based on our discussions with the Managers Office, the South Florida Workforce, and the limited size of our efforts, it would be most beneficial to participate as part of the Miami Works Program. We have carefully evaluated the major gaps that currently exist to create 'employment opportunities for Overtown residents, and we believe that the thrust of our efforts should focus on creating a community outreach program that will link skilled and unskilled Overtown residents with job opportunities that will be established through Sawyer's Walk, both during construction and in the long term. Crosswinds will establish an office within Overtown which will be staffed with an Overtown resident (Community Liaison) with extensive expertise in community outreach and familiarity with governmental and job training programs. This intake office will extensively market job opporti nities within Overtown through mail outs, flyers, job fairs, attendance at community meetings, postings at community activity centers. etc. The hours of this office will include evenings >U) _e .G' w,, ?, 1,t S3,4, iC. F J �tk.,.ri 7-e �t .33;!,+. 7 : s:;i 1 '"AY v A.a J 1'00, www.crosswanrf s.com • • • and weekends, and the office is projected to open in February 2006 in order to meet our scheduled commencement of construction early next summer. This office will perform the initial intake for entities that provide screening and referrals to existing training programs identified by the Miami Works Program and the South Florida Workforce and maintain current listings of job candidates, which will be provided to contractors and subcontractors employed by Sawyer's Walk. Construction contracts will mandate the utilization of this service. Our approach will be "one by one" and hands-on. Essential to the process will be the follow up and monitoring of the performance of both the providers and participants. The development program schedule calls for a staged construction over four years, utilizing one crew. We will also work closely with contractors to assist in finding additional training services to enhance the skills of successful job candidates in order to assist in their career advancement. Due to the proposed, staged construction schedule, we will create approximately 200 construction jobs which will extend for a duration of three to four years at this location. Approximately fifteen percent of the construction jobs will be allocated to qualified candidates who successfully complete employment training programs, Sawyer's Walk will also assist buyers of the commercial space in identifying qualified Overtown residents for jobs that will be eventually created by businesses that will be housed in the commercial and live/work spaces at the development. While our initial effort will focus on Overtown residents, we will also target residents of City Commission District 5 (Wynwood, Model City, Little River, and Little Haiti) and then the City of Miami. Priority consideration will be given to Overtown residents.1 Because of the wide array of programs now being funded for actual training, we anticipate utilizing existing programs with expertise in skill trainingl and basic employment skills and working closely with the City of Miami (Miami Woks) and the South Florida Workforce in placing applicants for training (we are curren% preparing a listing of programs). Sawyer's Walk anticipates neither funding the opera:ion of these programs nor establishing a separate facility in Overtown for training due td the existing resources currently available. Space will be provided on site for specialized training if necessary, and Sawyer's Walk will participate with On -the -Job Training (OJT) on site. Throughout the construction phase, our long-term commitment will be establishing and maintaining the linkage between jobs created on site and the residents of Overtown along with other disadvantaged residents of Miami. Utilizing the expertise of South Florida Workforce and the proposed Miami W.orks Program, we will select programs as delineated in the Settlement Agreement that have curriculum for safety, fundamental skills for untrained workers, additional skills for trained workers, additional skills for certificates in alternative trades, and management for construction operation;;. Once our general contractor has been selected and our Development Plan has received MUSP approval, we will be able to define more accurately our construction employment needs and schedule. Employment and training programs for property management will be developed under the same general parameters and approximately' twenty-five percent of the jobs will be allocated to qualified candidates who successfully complete the program which will not be in place until late 2007 (two months prior to the issuance of the first CO)_ Once we have a better understanding of the needs of our targeted labor pool (skill level), we will be able to more effectively designate or assist in the creation of a program. We have already had discussions with The Collins Center concerning the establishment of a community -based -for -profit entity to handle these sepi es, which would also encompass a training program. We are in full support of the comprehensive approach to both housing and employment training and strongly believe our requirements should be integrated into the approach now being studied by the City. Your prompt review of this request would be appreciated in order for Sawyers Walk to remain in compliance with our Agreement. In addition, Exhibit R (First Source Hiring Agreement) of the Settlement Agreement needs to be modified to correctly reflect the terminology of Section 17 (Employment Training) of the Agreement Sincerely yours, ew Schwa Urban Develop Crosswinds at t Director ciana, LLC cc: David Rosemond Otto Boudet-Murias •