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AMENDMENT TO PROJECT COOPERATION AGREEMENT
Between
CITY OF MIAMI
AND
MUSEUM OF SCIENCE, INC.
(D/B/A/ MIAMI MUSEUM OF SCIENCE & PLANETARIUM)
GRANTEE: Museum of Science, Inc. d/b/a Miami Museum of Science & Planetarium
PROJECT:
Project Location:
Grantee Project
Manager:
Museum of Science & Planetarium (including Planning & Design and Renewable
Project)
Miami Bicentennial Park Commission
District
Energy
2 (Sarnoff)
Name Phone Fax
Jonah Pruitt III, Executive Vice President 305-646-4290 305-646-4430
Notifications
Regarding this
Document
Address to
Name
Gillian Thomas, President
Phone
Above
Fax
above
Mailing Address
3280 South Miami Avenue
CITY
Miami
State
FL
Zip
3312
Street Address
same
Miami
FL
3312
CITY FUNDING AMOUNT:
$
Homeland Defense/Neighborhood
Funding Source Improvement Bonds - Museum of Science -
Bicentennial Park
Enabling Legislation: Resolutions05-0416
and
Total Estimated Project Cost:
08-
Adoption Date
07/07/05 and
B-78502
$272,800,000 CIP Job Number:
(if applicable)
Project Description: Planning, development, design, project management activities, equipment,
installation, construction, materials, and/or related capital components relating to the design
and construction of the Miami Museum of Science & Planetarium (including, but not limited to
the Renewable Energy Project) to be located at the City's Bicentennial Park, hereinafter
collectively referred to as "Project".
This Amendment ("Amendment") is made and entered into this day of _
2008, (but effective as of , 2008, "Effective Date")
by and between the City of Miami, Florida, a municipal corporation of the State of
Florida, whose principal address is 444 S.W. 2nd Avenue, 10th Floor, Miami, Florida
33130 (the "City") and Museum of Science, Inc. (d/b/a Miami Museum of Science &
a . Floc • a not -for -profit corporation, whose principal address is 3280
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WITNESSETH:
WHEREAS, on November 13, 2001, the voters of the City of Miami ("City") approved by
referendum the City's issuance of $255 million in limited ad valorem tax general obligation
bonds for homeland security, neighborhood improvements, capital projects and
infrastructure improvements, the "Homeland Defense/Neighborhood Improvement Bonds"
("Bonds"); and
WHEREAS, Ordinance No. 12137, adopted October 11, 2001, authorized the November
2001 bond referendum and initially allocated future Bond funds to specified projects that
were subsequently clarified by Resolution No. 02-1294, adopted December 12, 2002; and
WHEREAS, the public information campaign conducted for the voter referendum and the
enabling legislation identified the "Miami Museum of Science" and the allocation of Bond
proceeds "to assist the museum with its development efforts for a Bicentennial Park
("Park") location," which is a recreational facility owned by the City and located at 1075
Biscayne Boulevard, Miami, Florida; and
WHEREAS, the City has completed and approved a community -based
preliminary plan entitled "Bicentennial Park -Museum Park" which recommends reserving
areas in the Park for the development of a science museum and an art museum; and
WHEREAS, Miami -Dade County voters also approved, in November, 2004, the
issuance of general obligation bonds and has included in its bond program the sum of
$150,000,000 to support the development of a new science museum facility in
Bicentennial Park ("Project"); and
WHEREAS, the Project will be a public science museum, a significant community
asset offering interactive and other science exhibits, a planetarium, outdoor exhibits,
camps, classes, workshops, educational resources, professional development and youth
programs and will enhance the understanding of science and technology, Miami's
revitalization program bringing local and intemational visitors, creating jobs, improving
workforce preparation, increasing investments as well as improving the quality of life for
residents; and
WHEREAS, the science museum was founded in 1949 by the Junior League of
Miami, a private non-profit organization, and is operated today by the Museum of
Science, Inc. d/b/a Miami Museum of Science & Planetarium ("MMOS") on property
owned by Miami -Dade County; and
WHEREAS, MMOS is a 501(c)(3) tax exempt organization devoted to inspiring
people of all ages and cultures to enjoy science and technology, to better understand
ourselves and our world; and
WHEREAS, MMOS has been a significant contributor and an integral partner in
the processes undertaken thus far for the Project; and
WHEREAS, it is the intention of the City to continue to foster the existing coalition
OS and Miami -Dade County and to secure a legal arrangement
T dS A SUBSTITUTION TO
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SEEN AT END OF HIS DOCUMENT
with the parties for the design and implementation of the Project at said City -owned park;
and
WHEREAS, in May of 2005, the City's Bond Oversight Board reviewed and
favorably recommended an original $700,000 allocation for the Project under the
Original Grant Agreement for City Commission approval; and
WHEREAS, in furtherance of the Project, MMOS has previously conducted initial
market research and feasibility studies and secured consultants specializing in project
planning to include the master plan for the new museum, coordination efforts, a financial
feasibility study and project management services, having a combined initial cost of
$2,568,874, and the City has previously awarded to MMOS from the Bond proceeds a
grant in the amount of $700,000 to cover a portion of these initial Project activities
pursuant to Resolution No. 05-0416 adopted July 7, 2005; and
WHEREAS, in connection with the $700,000 grant, the City and MMOS have
previously entered into a Project Cooperation Agreement dated July 21, 2005 (the
"Original Grant Agreement") and MMOS has agreed that all documents, reports,
materials and drawings that are developed with the assistance of the City Bond
proceeds shall become the property of and be owned by the City, which will
subsequently make such documents, reports, materials and drawings freely available to
MMOS and to Miami -Dade County, if applicable, for use on the Project; and
WHEREAS, in June of 2007, the City's Bond Oversight Board reviewed and
favorably recommended an additional $2,000,000 allocation for the Project for City
Commission approval; and
WHEREAS, in connection with the Project, MMOS has applied to and received a
pending award notice from the U.S. Department of Energy National Energy Technology
Laboratory that the proposed MMOS Renewable Energy Project is eligible for federal
funding of up to $738,000 if MMOS has a fifty percent (50%) match of up to $738,000 for
a total maximum amount of $1,476,000 for the proposed MMOS Renewable Energy
Project; and
WHEREAS, MMOS has requested a match of up to $738,000 from the City and
the City finds and determines that these activities to be conducted by or on behalf of
MMOS for the Renewable Energy Project as part of the overall capital components of
the Project will ultimately and primarily benefit the general public as a downtown regional
cultural and scientific facility accessible to the public; and
WHEREAS, the City Commission, by passage of Resolution No. 08-
adopted , 2008, has authorized the allocation of City funds in an
amount up to $738,000 for the required fifty percent (50%) match for the acquisition of
certain capital project components and related planning, design and project
management activities for the Renewable Energy Project as part of the overall Project
and further authorized the City Manager to execute this Amendment for said purposes;
and
WHEREAS, the Original Grant Agreement and this Amendment set forth the
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accessibility, and terms of the overall Project and the Renewable Energy Project
undertakings by MMOS; and
WHEREAS, the Original Grant Agreement and this Amendment also provide for
MMOS and its successors to maintain public access to facilities developed with
Homeland Defense Neighborhood Improvements Bond proceeds, and that said facilities
will be publicly owned; and
WHEREAS, the City Commission has found and determined in Resolution No.
08- that proper use of this additional allocation up to $738,000 will primarily
benefit the general public and serves a paramount public purpose; and
WHEREAS, funds for the additional allocation up to $738,000 are available from
B-78502, Capital Improvements Project No. 333143 entitled "Museum Of Science -
Development of Bicentennial Park" under the Homeland Defense - Neighborhood
Improvement Bond Program;
NOW, THEREFORE, in consideration of the foregoing, and the promises
and covenants contained herein the parties hereby amend the Original Grant
Agreement as follows:
TERMS:
1. RECITALS AND INCORPORATIONS: The recitals are true and correct and
are hereby incorporated into and made a part of this Amendment to the Original Grant
Agreement. The Original Grant Agreement, all attachments thereto, and all enabling
legislation therefore are hereby incorporated, made a part of this Amendment, and
attached hereto as "Composite Exhibit A". The Updated Detailed Project Information,
including itemized Scope of Work, Project Budget, and Time of Completion for the
original Project and for the Renewable Energy Project are hereby incorporated, made a
part of this Amendment and the Original Grant Agreement and attached hereto as
"Composite Exhibit A-1 ". The Resolution No. 08- and all exhibits and
attachments thereto as the Enabling Legislation for this Amendment are hereby
incorporated, made a part of this Amendment and the Original Grant Agreement, and
attached hereto as "Composite Exhibit B". The updated insurance requirements and
payment and performance bond requirements, as applicable, are hereby incorporated,
made a part of this Amendment and the Original Grant Agreement, and attached hereto
as "Composite Exhibit C". Grantee's Not -For -Profit Corporation Resolution dated
, 2008 authorizing its execution, delivery and entering into of this
Amendment is hereby incorporated, made a part of this Amendment and the Original
Grant Agreement and attached hereto as "Exhibit D". This Amendment and the Original
Grant Agreement, including all Exhibits to this Amendment and the Original Grant
Agreement, shall collectively be referred to and shall collectively form the "Agreement"
between the parties.
2. Definitions: Subsection 1.4 of Section 1 of the Original Grant Agreement is
hereby amended as follows:
---�-�v F�Jrlale�Exaenes: For •ur.oses of this Agreement, Project -related costs
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and include fees for professional engineers, architects, landscape architects,
surveyors, mapping, other bonafide design professionals, planning professionals
and related materials, and geotechnical testing, costs of equipment and materials
to be purchased and installed in the Project facility for the weather station, costs
of related installation, and costs of construction for capital components of the
Project (including_ but not _limited to capital components for the Renewable
Enemy Project, the playground _areas, and the roof and infrastructure of the
Facility). There shall be no mark up on such fees and/or costs passed to the City.
All persons and/or firms engaged shall be duly licensed and certified as required
by the laws of the State of Florida. These costs are identified in Composite
Exhibit A and in Composite Exhibit A-1 (collectively referred to hereinafter as
"Exhibit A"). as approved Project -related expenses.
1.11 Exhibit _A: Shall mean collectively Composite Exhibit A and Composite
Exhibit A-1.
The Grantee and the City acknowledge and agree that all other terms,
conditions, representations, warranties, and covenants of Section 1 of the Original
Grant Agreement remain in full force and effect as amended by this Amendment.
3. Assistance from CITY: Subsection 3.1 of Section 3 of the Original Grant
Agreement is hereby amended as follows:
3.1 Financial assistance in an amount not to exceed $700,000 One Million,
Four Hundred and Thirty Thousand Dollars ($t430,000), the CITY FUNDING AMOUNT,
from the designated FUNDING SOURCE for the WORK approved by the Enabling
Legisiations_and as further specified in the attached Exhibit A. City shall have no
obligation under this Agreement to fund any amounts in excess of the CITY FUNDING
AMOUNT. Said funds will be paid on a reimbursement basis to GRANTEE as set forth is
Section 10 herein.
The Grantee and the City acknowledge and agree that all other terms, conditions,
representations, warranties, and covenants of Section 3 of the Original Grant
Agreement remain in full force and effect as amended by this Amendment.
4. Homeland Defense Bonds, Condition Precedent: Section 6 of the Original
Grant Agreement is hereby amended as follows:
Where the CITY FUNDING SOURCE for the FUNDING AMOUNT, or any
portion thereof, has been identified as the Limited Ad Valorem Tax Bonds,
Series 2002, "Homeland Defense/Neighborhood Improvement Bonds" (the
"Bonds"), it is a condition precedent to the CITY's ability to lawfully enter
into this Agreement, as amended from time to time, that the City receive a
fa erable-recommendation from its Bond Oversight Board stating that the
rwtirtn of the proceeds of the
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t`+ii `a.. ►i 10 el ice. .l-
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and conditions of this Agreement i This
condition has been fully performed as the Bond Oversight Board approved
ID the original CITY FUNDING AMOUNT of $700,000 for these stated
purposes at its May 24, 2005 meeting; _and (ii) an additional $2,000,000 for
the MMOS at its eeting of June , 2007.
The Grantee and the City acknowledge and agree that all other terms, conditions,
representations, warranties, and covenants of Section 6 of the Original Grant
Agreement remain in full force and effect as amended by this Amendment.
5. Match Required: Section 10 of the Original Grant Agreement is hereby
amended as follows:
The GRANTEE shall identify, secure and expend an amount equal to the CITY
FUNDING AMOUNT ef-$700,000 up to an amount not to exceed One Million
Four Hundred and Thirty -Eight Thousand Dollars ($1,438,000) as the required
matching funds for the Work. At the request of DIRECTOR, GRANTEE shall
furnish such evidence of matching funds as DIRECTOR deems appropriate,
including submittal of an audited financial statement prepared by and
Independent Certified Public Accountant. Any portion of the GRANTEE match
funds not substantiated will result in a proportionate reduction in the CITY
FUNDING AMOUNT ef-$790,000 up to an amount not to exceed One Million
Fo r Hundred and Thirty -Eight Thousand Dollars ($1.438,000)
The Grantee and the City acknowledge and agree that all other terms, conditions,
representations, warranties, and covenants of Section 10 of the Original Grant
Agreement remain in full force and effect as amended by this Amendment.
6. Severability: A new Section 24 is hereby added to the Original Grant
Agreement as follows:
24. Severability: Should any provision, paragraph, sentence, word or
p_hrase contained , in this Agreement be determined by a CQUrt of
co mpetentjurisdiction to be invalid, illegal or otherwise unenforceable
under the laws of the State of Florida or the City of Miami, sucf i provision,
paraaraph sentence, word or phr. se shall be deemed modified to the
extent necessary in order to conform with such laws_, or if not modifiable,
then the same shall be deemed severable and in either event, the
remaining terms and provisions of this Agreementshall remain unmodified
and in full force and effect or limitation of its use.
7. UPDATES OF INSURANCE REQUIREMENTS, PAYMENT AND
PERFORMANCE BOND REQUIREMENTS, AND CORPORATE RESOLUTION.
Provider has updated its insurance requirements and payment and performance bond
requirements, as applicable, as Amended Exhibit C attached hereto and made a part
hereof and ' hed hereto and made a
part hereof. t" I' i F7' , SUBSTITUTION T
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8. ALL OTHER PROVISIONS OF ORIGINAL AGREEMENT REMAIN AS
AMENDED AND CONTINUED:The GRANTEE and the CITY acknowledge and agree
that all other terms, conditions, representations, warranties, and covenants of the
Original Agreement remain in full force and effect as amended and continued by this
Amendment, including all Exhibits to both the Original Amendment and this Amendment,
to form the entire Agreement.. This instrument and its exhibits and attachments
constitute the sole and only agreement of the parties relating to the subject matter hereof
and correctly set forth the rights, duties, and obligations of each to the other as of its
date. Any prior agreements, promises, negotiations, or representations not expressly
set forth in this Amendment and the Original Agreement as they collectively form the
Agreement are of no force or effect.
9. COUNTERPARTS: This Amendment to the Original Agreement may be
executed in four or more counterparts, each of which shall constitute an original but all of
which, when taken together, shall constitute one and the same agreement.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed
by their respective officials thereunto duly authorized, this the day and year above
written.
ATTEST:
"City"
CITY OF MIAMI, a municipal
corporation
By:
Priscilla A. Thompson, City Clerk Pedro G. Hernandez, City Manager
Date:
"GRANTEE"
MUSEUM OF SCIENCE, INC.
(D/B/A/ MIAMI MUSEUM OF SCIENCE & PLANETARIUM)
A Florida Not -For -Profit Corporation
ATTEST:
By:
Print Name: Print
Name:
Title: Title:
(Authorized Corporate Officer)
(Corporate Seal)
APPROVED AS TO FORM AND APPROVED AS TO INSURANCE
CORRECTNESS: REQUIREMENTS:
Julie O. Bru
City Attorney
rjj:Document 114155
LeeAnn Brehm
Risk Management Director
7
RESOLUTIONS NO. 05-0416 and 08-
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8
COMPOSITE EXHIBIT A
("ORIGINAL GRANT AGREEMENT")
PROJECT CO-OPERATION AGREEMENT,
DATED AS OF JULY 21, 2005 AND ALL EXHIBITS AND ATTACHMENTS THERETO
(INCLUDING ALL EARLIER ENABLING LEGISLATION)
To be provided upon document execution
18 sueSTITUTION TO
DOCUMENT
rp:Document 114155
9
Composite EXHIBIT A-1
Updated Detailed Project Information,
Including Itemized Scope of Work, Project Budget and Time of Completion for
Original Project and for Renewable Energy Project
To be provided upon document execution
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Exhibit A-1
Budget for DOE Appropriation
THIS DOCUMENT IS A SUBSTITUTION TO
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A& B Senior (and Other) Personnel
Gillian Thomas, President/CEO (5%), to oversee implementation and
ensure coordination with the overall new Museum project
Sean Duran, Vice President, Exhibits 30%), to oversee overall integration
with the Museum's Sustainability Platform, and exhibit design
J. Santer, Sr. Director, Content Coordination (20%), to support
development of content for the weather station and energy playground
and ensure alignment with the new Museum's broarder energy and
educational themes
Brooks Weisblat, Sr. Director, Instructional Technology (15%), to oversee
design and installation of Web interface for weather station, and data
analysis
James Herring, Exhibits Manager (30%), to oversee fabrication and
installation of the Energy Playground
Carlos Plaza, Exhibit Developer (20%), to develop bilingual graphics and
interpretive materials for weather station and energy playground
Sam Hall, Web Developer (25%) to develop and maintain weather station
web page interface
D. Equipment
Equipment for weather station
Solar panels
'qui'pme� fi
E. Travel
Visits to fabrication site
Exhibit A-1
Page 1 of 3
DOE City FPL Total
10,750 0 0 10,750
30,000 0 0 30,000
17,738 0 0 17,738
14,494 0 0 14,494
15,390 0 0 15,390
10,130 0 0 10,130
9,464 0 0 9,464
',966
,912
0 18,000
8,000
0
0 18,000
,000
0 8,000
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Consultants' visi n rave 15,000 0 0 15,000
Local travel and subsistence
5,000 0 0 5,000
tal travel 2800 D
... 00`.��28,000
F. Participant Costs
0
0
0 0
G. Other Direct Costs
1. Materials and Supplies
Architectural models 0 50,000 0 50,000
Materials, energy playground 0 75,000 0 75,000
Materials, maintenance of Web interface 10,000 0 10,000
Costs associated with weather station, playground and website
fabrication/installation:
Contractor, weather station installation 0 10,000 0 10,000
Energy playground fabrication 0 400,000 0 400,000
Software development for Web interface 25,000 0 0 25,000
Subtotal, materials & supplies 35,000 535,000 0 570,000
2. Publication/documentation 0 0 0 0
3. Consultant Services
OLI Oversight (weather station) 0 10,000 0 10,000
OLI Oversight (data analysis) 5,000 0 0 5,000
OLI Oversight (design & planning) 0 25,000 0 25,000
OLI Oversight (prototyping & fabrication) 0 10,000 0 10,000
OLI Oversight (Web design & maintenance) 5,000 0 0 5,000
OLI Oversight (Sustainability Platform) 10,000 0 0 10,000
Architecture & Engineering (data analysis) 20,000 0 0 20,000
Architecture & Engineering (design & planning) 277,000 123,000 0 400,000
Architecture & Engineering (prototyping & fabrication) 0 15,000 0 15,000
Architecture & Engineering (Sustainability Platform) 10,000 0 0 10,000
Sustainability consultant 30,000 0 0 30,000
Subtotal, consultants 357,000 183,000 0 540,000
4. Computer Services 0 0 0 0
5. Subawards 0 0 0 0
6. Other 0 0 0 0
Exhibit A-1
Page 2 of 3
Total Other Direct CostS,-;;,,
=
I. Indirect Costs
Overhead @ 33% (provisional federal rate) on Total Direct Costs minus E, F
and G.5 (where applicable)
cM , ',Cos
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,
Atpl,VNAMERfammosartin4,,,F
392,000 718,000 0 1 110 000
553,878 736,000 1,289,878
182,780
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Exhibit A-1
Page 3 of 3
0 182,780
i658
0
6 000
1,472,658
Composite EXHIBIT B
ENABLING LEGISLATION FOR AMENDMENT AND ALL
ATTACHMENTS/EXHIBITS THERETO
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Composite EXHIBIT C
UPDATED INSURANCE REQUIREMENTS
To be provided upon document execution
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EXHIBIT D
To be completed before document execution
EXAMPLE NOT -FOR -PROFIT CORPORATION RESOLUTION
WHEREAS, desires to enter into an
Amendment ("Amendment") to the original Project Co-operation Agreement for
, B- dated
200_, (the "Original Grant Agreement") but effective as of , 200_ with the
City of Miami for the purposes of amending the Original Grant Agreement for the
purposes of as described in the
Amendment and the Original Grant Agreement to which this Resolution is attached; and
WHEREAS, the Board of Directors at a duly held corporate meeting has considered the
matter in accordance with the Articles and By -Laws of the not -for -profit corporation;
Now, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS of
that as
the and
as the are hereby authorized
and instructed to execute, deliver, and enter into the Amendment to the Original
Grant Agreement, in the name and on behalf of this not -for -profit corporation,
with the City of Miami upon the terms and conditions contained in the proposed
Amendment to the Original Grant Agreement to which this Resolution is
attached, to update the insurance requirements, and to comply with the terms
and conditions of the Original Grant Agreement as amended by the Amendment.
DATED this day of , 20
A Florida Not -For -Profit Corporation
Signature
Name:
Title:
Attest:
Signature of Not -For -Profit Corporation Secretary
Name:
(Corporate Seal)
AMENDMENT TO THE PROJECT COOPERATION AGREEM
DATED JULY 21, 2005 (THE "ORIGINAL GRANT AGREE T")
TO BE DISTRIBUTED PRIOR TO CITY COMMISS
MEETING