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HomeMy WebLinkAboutExhibit 1INTERLOCAL AGREEMENT THIS AGREEMENT, made and entered into this day of 200(l. by and between tMiami-Dade 1Metropolitan Planning Organization (MPO), hereinafter called the MPO and the CITY OF MIAMI. coup That the CITY OF MIAMI did determine that the MPO is fully qualified to render the services contracted. WITNESSETH: ARTICLE 1.00: The CITY OF MIAMI does hereby retain the MPO to furnish certain services in connection with the Health District Comprehensive Traffic Studv, as described in Exhibit "A": "Scope of Services", Exhibit "B": "Tentative Project Schedule" and Exhibit "C": "Project Cost" attached hereto and made a part hereof as though fully recited herein. ARTICLE 2.00: The CITY OF MIAMI agrees to furnish the funding as described in Exhibit "C" Project Cost. ARTICLE 3.00: The project to be rendered by the MPO shall be completed within one year from the date of execution and issuance of this agreement. ARTICLE 4.00: The MPO Director agrees to provide copies of project progress reports on a regular basis to the CITY OF MIAMI. Coordination shall be maintained by the CITY OF MIAMI with representatives of the MPO. Either parties to the agreement may request and be granted a conference. ARTICLE 5.00: In the event there are delays on the part of the MPO occasioned by circumstances beyond the control of MPO Director which delay the Project Schedule completion date, the CITY OF MIAMI will be notified by a letter that an extension of the contract time has been extended c')k)-- SKSV ARTICLE 6.00: RESERVED ARTICLE 7.00: The CITY OF MIAMI shall not be liable for use by the MPO of plans, documents, studies or other data for any purpose other than intended by the terms of this Agreement. ARTICLE 8.00: All tracings, plans, specifications, maps, and/or reports prepared or obtained under this Agreement shall be considered research and shall become the property of the MPO without restriction or limitation on their use; and shall be made available, upon request, to the MPO at any time. Copies of these documents and records shall be furnished to the MPO upon request, verbal or written, allowing reasonable time for the production of such copies. SUB ARTICLE 8.10:The MPO and the CITY OF MIAMI shall allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119, Florida Statutes, and made or received by the MPO in conjunction with this Agreement. ARTICLE 9.00: The MPO and the CITY OF MIAMI shall comply with all federal, state, and local laws and ordinances applicable to the work or payment for work thereof, and shall not discriminate on the grounds of race, color, religion, sex, or national origin in the performance or work under this contract. ARTICLE 10.00: The CITY OF MIAMI agrees to pay the MPO compensation as per Article 16.00 of this Agreement and Exhibits "A", "B", and "C", attached hereto and made a part hereof. ARTICLE 11.00: The MPO Director may terminate this Agreement in whole or in part at any time the interest of the MPO requires such termination. SUB ARTICLE 11.10: If the Agreement is terminated before performance is completed. the MPO shall be paid for the work satisfactorily performed. Payment is not to exceed the prorated amount of the total agreement amount based on work satisfactorily completed. Such determination by the CITY OF MIAMI shall be based and calculated upon a percentage allocation of total project cost, by major Task Group. ARTICLE 12.00: All words used herein in the singular form shall extend to and include the plural. All words used in the plural form shall extend to and include the singular. All words used in any gender shall extend to and include all genders. ARTICLE 13.00: RESERVED ARTICLE 14.00: The CITY OF MIAMI agrees that it shall make no press releases or publicity releases concerning this Agreement or its subject matter or otherwise disclose or permit to be disclosed any of the data or other information obtained or furnished in compliance with this Agreement, or any particulars thereof, except as otherwise required by law, during the period of this Agreement, without first notifying the MPO Director or his designee and securing its consent. In the event that the CITY OF MIAMI wishes to issue a press release or publicity release, the CITY OF MIAMI shall provide the MPO project manager with a copy of the draft release. The MPO project manager shall reply to the request of the CITY OF MIAMI within seven business days. The CITY OF MIAMI also agrees that it shall not copyright or patent any of the data and/or information furnished in compliance with this Agreement, it being understood that, under Article 8.00 hereof, such data or information is the property of the MPO. This Section shall not be construed to limit or restrict public access to documents, papers, letters or other material pursuant to Article 8.10 of this Agreement. ARTICLE 15.00: The MPO shall not expend money, incur any liability, or enter into any contract which, by its terms, involves the expenditure of money in excess of the amounts budgeted as available for expenditure. Any contract, verbal or written, made in violation of this subsection shall be null and void, and no money shall be paid on such contract. ARTICLE 16.00: Method of compensation - It is mutually agreed and understood that the following provision shall be applicable to this Agreement. The MPO Director shall invoice in a format acceptable to the CITY OF MIAMI and shall be paid as a percent of the fixed fee equal to the portion of the service complete pursuant to each Task Order executed in accordance with Article 2.00. The MPO shall invoice 100% of the fixed fee upon completion of all Task Orders, as indicated under Exhibit "A". The compensation to be paid to the MPO shall be $60,000.00, as indicated in Article 10.00 hereof. ARTICLE 17.00: Standards of Conduct - Conflict of Interest — the MPO covenants and agrees that it, its employees, and its contractors shall be bound by the standards of conduct provided in Florida Statutes 112.313 as it relates to work performed under this Agreement, which standards will be reference be made a part of this Agreement as though set forth in full. ARTICLE 18.00: To the extent permitted by law, and subject to the limitations included within Florida Statutes Section 768.28, the CITY OF MIAMI shall indemnify and save harmless the MPO from any and all claims, liability, losses and causes of action arising out of the CITY OF MIAMI's negligence or other wrongful acts in the performance of this agreement. However, nothing herein shall be deemed to indemnify the MPO for any liability or claims arising out of the negligence, performance, or lack of performance of the MPO. To the extent permitted by law, and subject to the limitations included within Florida Statutes Section 768.28, the MPO shall indemnify and save harmless the CITY OF MIAMI from any and all claims, liability, losses and causes of action arising out of the MPO's negligence or other wrongful acts in the performance of this agreement. However, nothing herein shall be deemed to indemnify the CITY OF MIAMI for any liability or claims arising out of the negligence, performance, or lack of performance of the CITY OF MIAMI. ARTICLE 19.00: This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. ARTICLE 20.00: Attachments: Exhibit "A", Scope of Services. Exhibit "B". Tentative Project Schedule, Exhibit "C", Project Cost. No alteration, change or modification of the terms of this Agreement shall be valid unless made in writing, signed by both parties hereto, and approved by the Governing Board of the Metropolitan Planning Organization. This Agreement, regardless of where executed, shall be governed by and construed according to the laws of the State of Florida and venue shall be in Miami -Dade County, Florida. IN WITNESS WHEREOF, the parties hereto have executed these presents this clay of , 2008. ATTEST: MIAMI-DADE COUNTY FLORIDA By The Metropolitan Planning Organization(MPO) By: Director, MPO Secretariat ATTEST: CITY OF MIAMI By: CITY OF MIAMI Representative