HomeMy WebLinkAboutProject AgreementPROJECT CO-OPERATION AGREEMENT
GRANTEE: Dade Heritage Trust, Inc. •
PROJECT: Old Miami High in Southside Park
Project Location:
140-142 SW 11th Street, Miami FL CCst Commission
Sanchez
Grantee Project
Name Phone Fax
Manager: Becky Roper Matkov 305-358-9572 305-358-1162
Name
Phone
Fax
Address to.
Becky Roper-Matkov
above
above
Notifications
CITY
State
Zip
Regarding this
Document
Mailing
Address •
190 SE 12th Terrace
Miami
FL
33131
sty
Address
same a
Miami
FL
33131
Miami Dade County General Obligation Bond
CITY FUNDING AMOUNT: $355,000
Funding Source and/or City's General Fund Account or other
Sources as available
Enabling Legislation: R-07-0355
Adoption Date: June 14, 2007
Total Estimated Project Cost: $705,000 restoration, detailed in CIP Number: Job
B-30532
Exhibit A tfaPPocablei
Project Description: Construction, construction management and project management activities, to be
administered by the City's Department of Capital Improvements Program, relating to the restoration of a
historic structure located at a city owned property referred to as "PROJECT".
THIS AGREEMENT (hereinafter referred to as the "AGREEMENT") is made and
entered into as of Siktaii.A S'-1"` , 2007, with the specified effective date, by and between the
CITY OF MIAMI, a municipal corporation of the State of Florida (hereinafter referred to as
"CITY"), with offices at 444 S.W. 2nd Avenue, Miami, Florida 33130-1910 and the GRANTEE
named above, with offices located at the Grantee Street Address given above.
RECITALS:
The intent of this Agreement is to outline the
respective expectations and obligations of the parties
regarding the specified cooperative capital
improvement project (the "PROJECT' named above
and further defined in this document.
The GRANTEE has initiated the PROJECT, for
which it has requested financial assistance from the
CITY for payment of certain allowable costs and
expenses.
The CITY has adopted Enabling Legislation,
referenced above and incorporated by reference as
though set forth in full, to verify the paramount public
purpose of the PROJECT, to allow the CITY'S
participation in and administration of the PROJECT,
-1—
Project Cooperative Agreement
and authorizes the CITY MANAGER to execute the
necessary documents for this purpose.
WHEREAS, GRANTEE is to be the sponsor of
the PROJECT, which will be a renovated historic
property to be utilized as a City of Miami Park's and
Recreation Department staff office and a community
learning center with a restored historic classroom for
not less than twenty-five years from the date its doors
open to the public. Originally constructed in 1905 as
the first public high school in Miami, the building was
saved from demolition at its original site and relocated
in 2003 to it current location in Southside Park at 140-
142 SW 11th Street (the "Site").
WHEREAS, the PROJECT will be a
significant community asset, and the grant funds
appropriately employed by the GRANTEE in
accordance with this Agreement serve an important
public purpose, and accordingly the CITY has agreed
to make the Grant to the GRANTEE and administer
the Project under the terms and conditions set forth
herein.
NOW, THEREFORE, in consideration of
foregoing, the GRANTEE and the CITY intend as
follows:
1 Definitions:
1.1 CITY FUNDING AMOUNT: shall mean the
dollar amount specified in the table on page 1
of this Agreement offered in support of the
PROJECT.
1.2 DELIVERABLES: Items identified on Exhibit A
to be submitted to the CITY for approval prior
to proceeding to a subsequent task or activity
of the WORK and required as a condition for
reimbursement.
1.3 DIRECTOR: shall mean the CITY's Director of
the Department of Capital Improvements, or
his authorized Designee.
1.4 ELIGIBLE EXPENSES: For purposes of this
Agreement, Project -related costs that may be
funded from the CITY FUNDING AMOUNT
shall be defined to mean and include fees for
general contractors, construction material
suppliers, professional engineers, architects,
landscape architects, surveyors, mapping,
other bona fide design professionals, planning
professionals materials, geotechnical testing
and; if available funding permits, an
administrative management fee to the Grantee
of five percent (5%) of the total City funding
allocated for this project, In no event shall the
administrative management fee be granted to
the GRANTEE prior to all Project expenses
being paid in full and in no event shall the fee
exceed $17,750. There shall be no mark up
on such cost 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
Exhibit A as approved Project -related
expenses, and as such, shall be eligible for
reimbursement from the CITY FUNDING
AMOUNT.
1.5 GRANTEE: A Florida not-for-profd corporation
existing under the laws of the State of Florida.
1.6 GRANTEE Project Manager. Grantee and
CITY agree that Project management and
supervision of all activities relating to the
construction of the PROJECT will be
administered by the City's Department of
Capital Improvements.
1.7 INELIGIBLE EXPENSES: For purposes of this
Agreement, eligible expenses may not be used
for payment to employees, employee benefits,
day-to-day expenses, payroll, lobbyists, legal
-2—
Project Cooperative Agreement
counsel, or other obligations, debts, liabilities
or costs or GRANTEE except as otherwise set
forth in Exhibit A. In addition, expenses shall
not include the costs of land or rights of way,
and fees for lobbyists, legal or tax,
environmental or regulatory counsel, auditors,
accountants, brokers and salespersons or any
other costs not expressly allowable by Section
1.4. There shall be no mark up by GRANTEE
on any costs, that is, only the actual, direct
cost incurred by GRANTEE may be billed to
the CITY for reimbursement.
1.8 PROJECT: Shall mean all activities and items,
including but not limited to the WORK,
required to provide a functional and/or useable
facility or program for the use and enjoyment
of the public as described above and as
approved by the CITY Commission as
appropriate for CITY participation.
1.9 WORK Shall mean the activities and items
approved by CITY (or Director) to be paid by
the CITY FUNDING AMOUNT, as identified in
Exhibit A or revisions thereto.
1.10 TERM: Shall mean the period this Agreement
is in effect, which shall commence on the
effective date and shall terminate no later than
three (3) years from the effective date. The
CITY shall provide the option to renew for
additional one (1) year periods upon the
CITY's approval for satisfactory performance
and progress.
2 CITY Representative: Except as otherwise
stipulated herein, the DIRECTOR shall be responsible
to render direction, assistance and decisions to
GRANTEE regarding this Agreement. The
DIRECTOR shall assign a Representative/Project
Manager to handle the day-to-day, ministerial and
other matters relating to this Agreement.
3 Assistance From CITY: The CITY agrees to
provide the following:
3.1 Financial assistance in an amount not to
exceed $355,000, which includes $300,000
from the Miami -Dade County GOB and an
additional $55,000, to be payable as needed at
the CITY's sole discretion for Project costs,
with funding allocated from the City's General
Fund Account or other funding source(s) as
may become available for the WORK
approved by the Enabling Legislation 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 in Section 9 herein.
3.2 Other Assistance — not applicable
4 Grantee Responsibilities:
4.1 The GRANTEE and CITY shall work together
to ensure the timely and satisfactory
completion of the Project and facilitate
cooperation between the Architect and
GENERAL CONTRACTOR
4.2 GRANTEE shall provide all additional funds
above the CITY FUNDING AMOUNT to
complete the PROJECT up to the Total
Estimated Project Cost including without
limitation any Cost Overruns and/or change
orders for the Work. City understands and
agrees that the balance of the funding is being
provided by a State of Florida Historic
Preservation Special Category grant, and
Dade Heritage Trust's obligation to complete
this Project is dependent upon the cooperation
and timely disbursement of funds by the State,
County and City. GRANTEE acknowledges
that additional fundraising efforts may be
required to complete the Project. CITY agrees
to assist with grant writing to the best of its
ability. The City's funding of this Project is
capped at the value of the grant stipulated in
this Agreement.
4.3 The GRANTEE shall permit the CITY to
manage and supervise all aspects of the
WORK including without limitation, scheduling,
materials, labor, and the management of
contractors, consultants, suppliers and the like.
4.4 The GRANTEE shall fund the cost of all
WORK from its own resources and seek
reimbursement from the CiTY in the manner
set forth in this Agreement.
4.5 Any advance payment of the CITY FUNDING
AMOUNT and funds of the GRANTEE shall be
maintained in separate and independent bank
accounts to be used solely and exclusively for
the PROJECT. Any interest accruing from arty
advance of City funds shall be regularly
reported and repaid to the City.
4.6 GRANTEE shall be entitled to any unspent
funds from the CITY FUNDING AMOUNT
should the WORK be completed at a cost less
than the CITY FUNDING AMOUNT.
4.7 If the cost of completion of the Project is less
than the General Obligation Bond FUNDING
AMOUNT, one hundred percent of the savings
shall accrue to the CITY.
5 Ownership: The parties agree that the CITY
shall be the owner of the documents, plans,
specifications and permits created by virtue of the
CiTY FUNDING AMOUNT, which shall be made
freely available to GRANTEE for its use in connection
with the PROJECT, provided however, that the City of
Miami retains ultimate ownership, except as required
by the State of Florida in its historic preservation grant
-3—
Project Cooperative Agreement
agreement with the Grantee. GRANTEE shall convey
title to such documents and/or property to CITY. The
City Manager shall have the authority to accept
ownership and title to such documents and /or
property and shall convey, license and assign same
to GRANTEE for its use for a set term, as the CITY
will reserve fee title to such items.
6 Progress Reports:
GRANTEE shall keep DIRECTOR informed as to the
progress of the PROJECT by submitting progress
reports quarterly within 30 days of the month following
the end of each quarter ending December 31, March
31, June 30 and September 30. The report should
provide information regarding project status, activities,
funding raised and expended. Any periods of
inactivity must be justified and approved by the CITY.
7 Changes to Scope of WORK: In order to
assure that the WORK and the PROJECT can be
completed within the CiTY FUNDING AMOUNT and
Total Estimated Project Cost, respectively, the
GRANTEE or CITY may request adjustments to the
scope of WORK identified in Exhibit A. Such
adjustments and any revisions to Exhibit A shall be
at the discretion of the DIRECTOR. DIRECTOR shall
review such changes with the GRANTEE and the
Architect of Record prior to making any decisions.
There shall be no modification in scope that, solely in
the opinion of the DIRECTOR, negatively impacts or
reduces the standards of quality or aesthetics
incorporated into the PROJECT as originally
presented to the CITY.
8 Eligible Expenses: The parties agree that all
expenses the GRANTEE incurs that are directly
related to the Project, including both hard and soft
costs, are eligible for reimbursement, provided
adequate documentation accompanies the
reimbursement request in the form of approved
invoices, verified payment requests, and/or check
vouchers shall be reimbursed upto a maximum of
$355,00.00. Any costs incurred by DHT above said
amount shall not be eligible for reimbursement by the
City. For purposes of this Agreement, Project -related
hard costs that may be reimbursed shall be defined to
mean and include fees for labor, materials, supplies,
equipment, supervisory personnel, required insurance
and bonding, and/or the provision or installation of
furnishings, fixtures and equipment. Project -related
soft costs that may be reimbursed shall be defined to
mean and include fees for, professional engineers,
architects, landscape architects, surveyors, mapping,
other bona fide design professionals, permitting,
geotechnical testing and the Grantee's associated
administrative costs.
9 Reimbursement Requests:
9.1 GRANTEE shall submit a detailed invoice or
reimbursement request, as required by Section
3.1, which complies with Florida's Local
Government Prompt Payment Act §218.70,
Fla. Stat. (2004) to the CITY for all Eligible
Expenses relating to the WORK performed
during the preceding period, along with
reasonable substantiating documentation as
requested by the DIRECTOR, including,
without limitation, copies of invoices and proof
of payment from a bank. Provided that the
WORK has been performed, the CITY shall
make payment within thirty (30) days after the
date the CITY receives a completed and
acceptable reimbursement request including a
sufficiently detailed invoice.
9.2 GRANTEE shall submit a detailed invoice or
reimbursement request, as required by Section
3.1, which complies with Florida's Prompt
Payment Act, §218.70, Fla. Stat. (2004) to the
CITY for all Eligible Expenses relating to the
WORK performed during the preceding period,
along with reasonable substantiating
documentation as requested by the
DIRECTOR, including, without limitation,
copies of invoices and proof of payment from a
bank. Provided the WORK has been
performed, the CITY shall make payment
within thirty (30) days after the date the CITY
receives a completed reimbursement request
including a sufficiently detailed invoice.
9.3 DIRECTOR, in his/her sole discretion, may
approve advance payments to GRANTEE of
not more than 10% of the available balance of
the CITY FUNDING AMOUNT upon receipt of
written request justifying, in DIRECTOR'S sole
opinion, the need for such advance payment.
A percentage of all advance payments shall be
deducted from all subsequent reimbursement
requests until such time that the advance
payment is covered 100%. Verification and
substantiation as to the use of all advance
payments shall be as stated above. The
DIRECTOR has the right to retain a portion of
the CITY FUNDING AMOUNT equal to all
advance payments until such time as the
advance payments are properly documented.
10 No damages for Delay: In the event of any
delays to the PROJECT and/or WORK, GRANTEE's
sole remedy shall be to seek an extension of time
from the DIRECTOR. GRANTEE is not entitled to
delay damages under this Agreement or under any
related agreement with the CITY. The CITY will not be
liable for any delay damages or damages in any way
attributable to performing work out of sequence,
acceleration claims, Eichlea formula claims, or other
similar type claims, work slow downs, inefficiencies,
sequencing issues, strikes, lockouts, reduced
productivity, or even Acts of God.
11 Insurance and Bonding:
11.1 Insurance: The CITY's Risk Management
Administrator reserves the right to require
GRANTEE, or Grantee's Contractor, prior to
commencing the WORK, to provide the CITY's
-4—
Project Cooperative Agreement
Risk Management Administrator with
evidence, consisting of certificates or policies
of insurance documenting: (a) builder's risk
insurance (applicable for construction projects
only); and (b) general liability insurance, (c)
professional liability insurance. The CITY of
Miami shall be a named insured on all liability
policies relating to the WORK except
professional liability policies. See Exhibit C.
11.2 Payment and Performance Bond: Where
WORK includes the construction of
improvements, prior to commencing the
WORK, GRANTEE and/or GRANTEE'S
Contractor shall provide to the CITY's Risk
Management Administrator a copy of the
Payment and Performance Bond from the
general contractor in substantially the form
prescribed for a public construction bond by
Section 255.05, Fla. Stat. (2004). The CITY
shall be a named obligee on the Payment And
Performance Bond required by this section
which shall be in an amount not less than the
CITY FUNDING AMOUNT allocated for those
improvements. As allowed under the
provisions of §255.05(7), Florida Statutes
(2004) the CITY'S Risk Management
Administrator may, in writing, decide to accept
an alternative form of security in lieu of the
Payment and Performance Bond, in such form
and amounts as may be reasonably required
by the CITY's Risk Management Administrator.
11.3 The CITY's Risk Management Administrator
shall be given at least 30 days prior written
notice of any cancellation, lapse, or material
modification of said insurance coverage and/or
bond.
12 Indemnity: The GRANTEE and
GRANTEE'S Contractor shall indemnify, defend and
hold harmless at its own cost expense, the CITY and
its officers, employees, agents and instrumentalities
from any and all liability, losses or damages, including
attorneys' fees and costs of defense, which the CITY
or its officers, employees, agents or instrumentalities
may incur as a result of claims, demands, suits,
causes of actions or proceedings of any kind or
nature arising out of, relating to or resulting from the
performance of this agreement by the GRANTEE or
its employees, agents, servants, partners, principals,
General Contractor or subcontractors. The
GRANTEE and GRANTEE'S Contractor shall pay all
claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of
any kind or nature in the name of the CITY, where
applicable, including appellate proceedings, and shall
pay all costs, judgments, and attorneys' fees which
may issue thereon.
13 Audit Rights: Pursuant to the applicable
provisions of §18-100 to §18-102 of the Code of the
CITY of Miami, as amended from time to time which
are deemed as being incorporated by reference
herein, the CITY may audit GRANTEE's and
GRANTEE'S Contractor records relating to this
Agreement, during regular business hours, at a
location within the CITY of Miami during the term of
this Agreement and for three (3) years thereafter.
14 Compliance With Laws: GRANTEE, the
GRANTEE'S Contractor and the CITY shall at all
times comply with all applicable municipal, county,
state and federal laws, ordinances, codes, statutes,
rules and regulations, approved development orders,
and written CITY of Miami Guidelines governing the
design and construction of the Improvements and the
granting of funds for use thereof.
15 Miscellaneous:
15.1 Enforcement. The provisions of this
Agreement may be enforced in Miami Dade
County by all appropriate actions in law and in
equity by any party to this Agreement. In order
to expedite the conclusion of the actions
brought pursuant to this Agreement, the
parties, their successors and assigns will not
demand jury trial nor file permissive
counterclaims outside the bounds of this
Agreement in such actions. Each party shall
bear their own respective attorneys fees. A
court of competent jurisdiction may award
court costs to a prevailing party.
15.2 Counterparts. This Agreement may be
executed in any number of counterparts and
by the separate parties hereto in separate
counterparts, each of which when taken
together shall be deemed to be one and the
same instrument.
15.3 CITY Officials. The "CITY" is a municipal
corporation, and the CITY Manager as its
Chief Administrative Officer, or the DIRECTOR
as the CITY Manager's designee, is
empowered to make all decisions with regard
to this Agreement on behalf of the CITY,
unless otherwise provided by law or by
resolution of the CITY Commission.
15.4 Successors and Assigns. This Agreement
may not be assigned, sold, pledged,
hypothecated or encumbered, in whole or in
part, to any third party or business entity,
contract vendee, successor , assign or to an
institutional lender providing funding for the
PROJECT, without the prior approval of the
Miami CITY Commission. The CITY is relying
on the commitment, skill and reputation of
GRANTEE in performing this work and may
withhold or cancel funding in the event there is
any assignment, pledge, sale or other
disposition by GRANTEE without having first
secured the approval of the CITY Manager or
his designee, which may be unreasonably
withheld or delayed.
-5—
Project Cooperative Agreement
15.5 Notices. Any and all notices required or
desired to be given hereunder shall be in
writing and shall be deemed to have been duly
given when delivered by hand (including
recognized overnight courier services, such as
Federal Express) or three (3) business days
after deposit in the United States mail, by
registered or certified mail, return receipt
requested, postage prepaid, and addressed to
the CITY Manager and/or Director of Capital
Improvements Program ("CIP") for the CITY;
and President/CEO of the GRANTEE as
applicable at the address for such party set
forth in the introductory paragraph to this
Agreement (or to such other address as any
party hereunder shall hereafter specify to the
other in writing).GRANTEE'S General
Contractor shall provide it's Notice Address
below with its acknowledgement.
15.6 Construction. The section headings contained
in this Agreement are for reference purposes
only and shall not affect the meaning or
interpretation hereof. All of the parties to this
Agreement have participated fully in the
negotiation of this Agreement, and
accordingly, this Agreement shall not be more
strictly construed against any one of the
parties hereto. In construing this Agreement,
the singular shall be held to include the plural,
the plural shall be held to include the singular,
and reference to any particular gender shall be
held to include every other and all genders.
15.7 Exhibits. All of the Exhibits attached to this
Agreement are incorporated in, and made a
part of, this Agreement.
15.8 Amendments; Termination. This Agreement
may not be amended, modified or terminated
except by written agreement of the parties
hereto. Further, no modification or
amendment, excepting a termination for cause
by the CITY under Section 15.3 herein, shall
be effective unless in writing and executed by
the parties, employing the same formalities as
were used in the execution of this Agreement.
15.9 OSHA. The GRANTEE warrants that it will
require its general contractor to comply with all
safety precautions as required by federal, state
or local laws, rules, regulations and
ordinances. The CITY reserves the right to
refuse GRANTEE access to CITY property,
including project jobsites, if GRANTEE's
contractor's employees are not properly
equipped with safety gear in accordance with
OSHA regulations or if a continuing pattern of
non-compliance with safety regulations is
exhibited by GRANTEE's contractor.
15.10 ADA. In the course of providing any work,
labor or services funded by the CITY,
GRANTEE (or its agents and representatives,
as applicable) shall affirmatively comply with
all applicable provisions of the Americans with
Disabilities Act ("APA") including Titles 18 II of
the ADA regarding non-discrimination on the
basis of disability, and related regulations,
guidelines and standards as appropriate.
Additionally, GRANTEE will take affirmative
steps to ensure non-discrimination in
employment of disabled persons.
Default, Termination:
15.11 In the event of default, CITY shall suspend or
withhold reimbursements from GRANTEE.
The GRANTEE agrees to cure the cause of
the default within thirty (30) days from the date
the Director declares DHT in default of the
Agreement Any amounts not paid when due
the Contractor may accrue interest at the
highest rate permitted by Florida law.
15.12 Default, and subsequent termination for cause
may include, without limitation, any of the
following:
15.12.1 GRANTEE and/or GRANTEE'S
Contractor fails to obtain the insurance or
bonding herein required.
15.12.2 GRANTEE and/or GRANTEE'S
Contractor fails to comply, in a substantial or
material sense, with any of its duties under
this Agreement, any terms or conditions set
forth in this Agreement, or any Agreement it
has with the CITY , its architect, engineer or
contractor arising by virtue of this
Agreement, beyond the specified period
allowed to cure such default.
15.12.3 GRANTEE and/or GRANTEE'S
Contractor fails to complete the
Improvements in a timely manner as
required by this Agreement.
15.13 Termination for Cause: Force Maieure. In the
event of a default, which is not cured within
thirty (30) days following the date of a written
notice mailed as provided in Section 15.5, the
parties shall have all rights and remedies
provided by law or equity, subject to the
limitations of this Agreement. The CITY
Manager may grant additional extensions of
not more than ninety (90) additional days each
if such failure to cure is due to Force Majeure
as that term is interpreted under Florida law.
15.14 This Agreement and/or the CITY's funding
obligations under the Agreement may be
-6—
Project Cooperative Agreement
terminated, for cause, at the option of and by
the CITY Manager, if any default is not cured
by GRANTEE or GRANTEE and/or
GRANTEE'S Contractor does not comply with
any material terms, covenants or condition
provided herein within ninety (90) days from
the date of a written notice from the CITY
Manager; or when, in the opinion of the CITY
Commission, termination is necessary to
protect the interests of public health, safety or
general welfare. This subsection shall not
apply during any period of Force Majeure
extension pursuant to Section 15.13.
15.15 The laws of the State of Florida shall govern
this Agreement. Venue in any civil actions
between the parties shall be in Miami -Dade
County, Florida. In order to expedite the
conclusion of any civil actions instituted by
virtue of this Agreement the parties voluntarily
and mutually waive their respective rights to
demand a jury trial or to file permissive
counterclaims in civil actions between them.
Each party shall bear their own attomey's fees.
16 No Third -Party Beneficiaries: Neither the
CITY nor GRANTEE nor GRANTEE'S GENERAL
CONTRACTOR intends to directly or substantially
benefit a third -party by this Agreement. Therefore, the
parties agree there are no third party beneficiaries to
this Agreement and that no third -party shall be
entitled to assert a claim against any of them based
upon this Agreement.
17 Authority of GRANTEE Signatories and
GENERAL CONTRACTOR'S Signatories: The
undersigned executing this Agreement on behalf of
GRANTEE has authority of record pursuant to the
attached Corporate Resolution, and all applicable
laws of the State of Florida to act on behalf of and
bind GRANTEE to every condition, covenant and duty
set forth herein.
18 Contingency Clause: Funding for this
Agreement is contingent on the availability of funds
and of continued authorization for program activities
and is subject to termination due to lack of funds or
authorization, reduction of funds, and/ or change in
laws or legal requirements.
19 Joint Preparation: Preparation of this
Agreement has been a joint effort of the CITY and
GRANTEE and the resulting document shall not,
solely as a matter of judicial construction, be
construed more severely against one of the parties
than the other.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year first above written, which shall have an effective date of
WITNESS
zit
GRANTEE, Dade Heritage. Trust, Inc., a Florida Not -
For -Profit Corporation
Signature Signature
e;f(g-PO-S"---
Amy E. Fumess Becky Roper Matkov, CEO
Dade Heritage Trust, Inc., Corporate Secretary
ATTEST:
rant
Corporate Secretary
(Affix Corporate Seal)
Print Name, Title Pedro G. Hernandez, City Manager
ATTEST:
Priscilla Thompson, i Cle k
NCE
Lee Ann Brehm, A•rni str. for
Risk Management Department
APPROVED AS T. INS
REQUIREMENTS:
APPROVED AS TO I PITAL IMPROVEMENT
PROGRAM: IA�'
By
la A. Aluko,
ector
CITY OF
of Florida
G. Hem
municipal corporation of the State
ity Manager
APPROVED AS TO LEGAL FORM AND
CORRE TNESS;
Jorge L. em.ndez, City Attorney
-7-
Project Cooperative Agreement
EXHIBIT A
EXHIBIT A: Old Miami High School in Southside Park
DETAILED PROJECT
INFORMATION
ITEMIZED SCOPE OF WORK, PROJECT BUDGET, TIME OF COMPLETION
Submitted by: Dade Heritage Trust, Inc.
Date:
A
PROJECT ELEMENT/TASK
Vendor
B
CITY
FUNDING
AMOUNT
C
OTHER
SOURCES
D
ESTIMATED
COST
E
DELIVERABLE
F
ESTIMATED
COMPLETION
TIME
Architectural Design
W.B.
Medellin,
Architect,
P.A.
$0
$40,730
$40,730
100% Construction
Documents
May, 2007
A
Administrative Management of
Project
Dade
Heritage
Trust
$TBD*
$35,000
$35,000
Negotiating and
completing City agreement
and paperwork,
complying with insurance
and other requirements,
hiring and supervising
contractor, preparing City
progress reports, handling
financial payments and
reimbursement requests
September 2008
Stabilization and Restoration of
Old Miami High in Southside Park
TurnKey
Construction,
Inc.
$300,000
$274,270
$TBD'"
See Exhibit C for
itemization of construction
costs
August 2008
Construction Contingency"*"
As Needed
$55,000
$0
$55,000
TOTAL ESTIMATED COST
$355,000
$350,000
$705,000
The Project Elements/Tasks listed above with an amount listed in Column B, CITY FUNDING AMOUNT, shall constitute the WORK; all items listed in
Column A shall constitute the PROJECT.
* City funding of the Administrative Management of project is contingent on availability of funds beyond construction costs. If funds permit, a portion of City grant
funds may be utilized for this line item.
" The CITY, GENERAL CONTRACTOR and GRANTEE will work together to finalize the Guaranteed Maximum Price of the Construction.
"'These funds are to be expended at the CITY's sole discretion.
-8—
Project Cooperative Agreement
EXHIBIT B
ENABLING LEGISLATION
-9—
Project Cooperative Agreement
City of Miami
Text File Report
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File ID: 07-00652A
Enactment #: R-07-0355
Version: 1
Type: Resolution
Introduced: 5/16/07
Status: Passed
Enactment Date: 6/14/07
Controlling Body: Office of the City
Clerk
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING
A GRANT TO THE DADE HERITAGE TRUST TO BE ADMINISTERED BY THE CITY'S
DEPARTMENT OF CAPITAL IMPROVEMENTS, TO RESTORE THE FIRST MIAMI HIGH
STRUCTURE LOCATED ON CITY -OWNED PROPERTY AT SOUTHSIDE PARK, 140-142
SOUTHWEST 11TH STREET, MIAMI, FLORIDA, IN THE AMOUNT OF $355,000; ALLOCATING
SAID FUNDS FROM B-30532, CAPITAL IMPROVEMENT PROJECT ENTITLED: " OLD MIAMI
HIGH RESTORATION" AND GENERAL FUND ACCOUNT NO. 00001.980000.548000.0000.00000
OR OTHER FUNDING SOURCES AS MAY BECOME AVAILABLE; FURTHER AUTHORIZING
THE CITY MANAGER TO EXECUTE A PROJECT CO-OPERATION AGREEMENT, IN
SUBSTANTIALLY THE ATTACHED FORM, FOR SAID PURPOSE.
WHEREAS, the City of Miami ("City") is the owner of real property located at 140-142 Southwest I 1 th Street, Miami,
Florida, commonly known as the Southside Park ("Property"); and
WHEREAS, the City approved the relocation of the Old Miami High School, also known as First Miami High School
("Building") by Dade Heritage Trust, Inc. ("Trust"), to a certain portion of the Property for public use; and
WHEREAS, on February 9, 2006, the City Commission adopted Resolution No. 06-0074, authorizing an agreement
between the City and the Trust, authorizing the Trust to oversee and to implement the renovation of the Building; and
WHEREAS, the Trust was awarded a total of $350,000 in grant funds from the State of Florida Secretary of State for use
in the restoration and renovation of the Building; and
WHEREAS, the Department of Capital Improvements ("Department") received a commitment of funds from the
Miami -Dade County Building Better Communities General Obligation Bond "(GOB") in the amount of Three Hundred
Thousand Dollars ($300,000) for the capital project B-30532, Old Miami High Restoration ("Project"), also known as
Miami -Dade County GOB Project No. 264-70542; and
WHEREAS, Resolution No. 06-0321 adopted May 25, 2006 authorized the City Manager to execute Agreements with
Miami -Dade County to receive funds on a reimbursement basis, in various amounts, for capital improvement projects funded
by GOB; and
WHEREAS, Resolution No. 06-0730 adopted December 14, 2006 authorized the City Manager to appropriate the GOB
funds in the total amount of $300,000 for Project B-30532; and
City of Miami
Page 1 Printed on 72/2007
Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and
incorporated as if fully set forth in this Section.
Section 2. A grant to the Trust to be administered by the City's Department of Capital Improvements, to restore the First
Miami High structure located on the City -owned property at Southside Park, 140-142 Southwest 11th Street, Miami, Florida,
in the amount of S355,000, is authorized, with funds allocated from B-30532, Capital Improvement Project entitled "Old Miami
High Restoration" and General Fund Account No. 00001.980000,548000.0000.00000 or other funding sources as may become
available.
Section 3. The City Manager is authorized{ I } to execute an Agreement, in substantially the attached form, for said
purpose.
Section 4. This Resolution shall become effective immediately upon its adoption and signature of the Mayor. {2}
City of Miami
Page 2 Printed on 72/2007
EXHIBIT C
PROJECT CONTRACTORS
William B. Medellin, Architect, P.A.
Turnkey Construction, Inc.
-10-
Project Cooperative Pgeement
EXHIBIT D
INSURANCE REQUIREMENTS FOR A CERTIFICATE OF INSURANCE
I. Commercial General Liability
A. Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limit
Each Occurrence
$1,000,000
General Aggregate Limit $2,000,000
Products/Completed Operations
Aggregate Limit per project $2,000,000
Personal and Advertising Injury $1,000,000
B. Endorsements Required
City of Miami included as an Additional Insured
Employees included as insured
Independent Contractors Coverage
Contractual Liability
Waiver of Subrogation
Premises/Operations
Care, Custody and Control Exclusion Removed
Explosion, Collapse and Underground Hazard
Incidental Medical Malpractice
Loading and Unloading
Mobile Equipment (Contractors Equipment) whether owned, leased,
Borrowed, or rented by the contractor or employees of the contractor
11. Business Automobile Liability
A. Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limit
Any Auto
Including Hired, Borrowed or Non -Owned Autos
Any One Accident $1,000,000
B. Endorsements Required
City of Miami included as an Additional Insured
Employees included as insured
Waiver of Subrogation
-11—
Project Cooperative Agreement
III. Worker's Compensation
Limits of Liability
Statutory -State of Florida
Waiver of subrogation
IV. Employer's Liability
Limits of Liability
$1,000,000 for bodily injury caused by an accident, each accident.
$1,000,000 for bodily injury caused by disease, each employee
$1,000,000 for bodily injury caused by disease, policy limit
V. Umbrella Policy
Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limit $1,000,000
Each Occurrence $1,000,000
Aggregate $1,000,000
Products/Completed Operations
Aggregate Limit $2,000,000
VI. Owners Contractors Protective (applicable for Construction projects only)
Limits of Liability
Each Claim $1,000,000
Aggregate $1,000,000
VII. Professional Liability/Error's & Omissions Coverage
Combined Single Limit
Each Occurrence $1,000,000
General Aggregate Limit $2,000,000
Deductible -Not to Exceed 10%
VIII. Builders' Risk (applicable for Construction projects only)
Limits of Liability- to be determined by according the terms of the
Construction contract.
Endorsements Required
"All Risk Form
Non -Reporting Form -Completed Value
Specific Coverage (Project Location and Description)
• Loss or Damage to building material, and property of
-12—
Project Cooperative Agreement
every kind and description, including insured's property
to be used in, or incidental to construction
• Business Interruption
• Boiler and Machinery
• Transit
• Foundation Coverage
• Scaffolding and Forms Coverage
• Plans, Blueprints, and Specifications coverage
• Collapse
• Flood, including inundation, rain, seepage, and water damage
• Earthquake
• Subsidence
• Windstorm including hurricane
• Freezing and Temperature Extremes or changes coverage
• Ordinance or buildings laws
• Theft or Burglary
• Coverage for loss arising out of Faulty Work or Faulty Materials
• Coverage for loss arising out of Design Error or Omission
• Testing
• Debris Removal
• Soft (Additional Financing) Costs Coverage
• Replacement Cost Valuation
• Coinsurance Requirements Waived
• Maintenance of Insurance Coverage through warranty period
All insurance policies required above shall be issued by companies authorized to do
business under the laws of the State of Florida, with the following qualifications:
The company must be rated no less than "A" as to Management, and no less than
"Class V" as to Financial Strength, by the latest edition of Best's Insurance
Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent,
subject to the approval of the City's Risk Management Division.
-13-
Project Cooperative Agreement