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HomeMy WebLinkAboutSubmittal-Rafael Suarez-RivasE metal 5959 Blue Lagoon Dr., Suite 200, Miami, Florida 33126 March 12, 2014 Victoria Mendez, Esq City of Miami, City Attorney 444 S.W. 2 Avenue, Suite 945 Miami, Florida 33130 (305) 559-4900 / (866)-386-5499 Fax Rafael Suarez -Rivas, Esq City of Miami, Sr. Assistant City Attorney 444 S.W. 2 Avenue, Suite 945 Miami, Florida 33130 Re: Development Management Agreement ("Development Management Agreement") By and Between The City Of Miami ("City") And Oak Plaza Associates (Del.), LLC ("OPA") For The Design District Improvements, B- 30985 ("City Improvements") Dear Ms. Mendez and Mr. Suarez -Rivas: As you are aware, OPA has agreed to retain Coastal Construction of Miami -Dade County, Inc. ("Contractor") to perform the City Improvements. OPA has requested that Contractor be a party to and agree to execute the Development Management Agreement. Contractor has already entered into a Construction Contract with OPA which includes the City Improvements work ("Construction Contract"). Contractor will agree to incorporate the applicable requirements in the Development Management Agreement into the Construction Contract. Contractor has built many projects similar to the Oak Plaza Project with similar City Improvement type work. In all such instances Contractor agrees to comply with governmental requirements related to the City Improvement type work in its contract with its client (the non -governmental entity). Thus, it is Contractor's position that it is not necessary for it to be a party to the Development Management Agreement. Additionally, Contractor agrees that the City may be a third party beneficiary to the Construction Contract. Sincerely, CO STAL CONSTRUCTION OF MIAMI-DADE C l ►' NT i Ni . Lee cc: Alice Bravo, Deputy City Manager Linda Ebin, Esquire Stacy Bercun Bohm, Esquire Su3iVll l i ED INTO THE PUBLIC RECORD FOR ITEM-t ON 3---o4 Iq- 00 IQ% — SubrnIA-10,1 2ca-FcALl 3uckrcz-21vck5 ■ Failure of Development Manager to make payments properly to its Contractor or Sub -Contractors or for material or labor arising out of the Work. • Failure of Development Manager to provide any and all documents required by the Contract Documents. 10. Payment Payment by the City of an approved Application for Payment approved by the A/E shall be made within twenty-five (25) days after receipt of Development Manager's Application for Payment to the City, which shall be accompanied by reasonably sufficient supporting documentation and contain sufficient detail, to allow a proper audit of expenditures, should the City require one to be performed. All payment applications shall be sufficiently detailed so as to meet the definition of a "payment request for construction services" as that term is defined in §218.72, Fla. Stat., the Definitions section of the "Local Government Prompt Payment Act". City acknowledges that payment will not be unreasonably withheld or delayed. No interest shall accrue on late payments. 11. Progress Meetings Development Manager and the City's Project Manager shall hold construction progress meetings as deemed nerPs'ary to ensure the timely completion of the Work, but not more often than once a month. 12. Indemnification Development Manager Indemnity. Development Manager and Contractor, by rider addendum or amendment to its construction contract, if not included already -with Oak Plaza, shall jointly and severally indemnify, defend, save and hold harmless City, its officers, agents, directors, and employees, from liabilities, damages, losses, and costs, including, but not limited to reasonable attorney's fees, and costs to the extent caused by the negligence, recklessness or intentional wrongful misconduct of Development Manager and persons employed or utilized by Development Manager in the performance of this Agreement and/or from any acts or omissions relative to the permitted work and/or to the services being performed by the Development Manager and/or the Contractor which are funded in whole or in part by virtue of this Agreement and/or the failure of either the Development Manager or the Contractor to perform their respective work in accordance with the terms of this Agreement, the design documents, the construction contract between the Contractor and the Development Manager or the failure of either of them to perform their respective work in accordance with applicable laws, codes, rules and regulations. Development Manager's obligations hereunder shall apply even if part of the damage or injury is caused by the City. These indemnifications shall survive the term or cancellation of this Agreement. In the event that any action or proceeding is brought against City by reason of any such claim or demand, Development Manager shall, upon written notice from City, resist and defend such action or proceeding by counsel satisfactory to City. Notwithstanding anything to the contrary herein, Development Manager and Contractor shall not be required to provide an indemnification obligations beyond what is provided for in Florida Statutes, Section 725.08, if applicable under Florida law.. (28368309;1)9 )4- 0o108 ckr z- /Llvc&s Where the City agrees, in writing to an excusable delay and the Work is being performed by the Development Manager, the Development Manager shall be reimbursed for actual , direct costs associated with the delay. The Development Manager agrees that the above constitutes its sole and exclusive remedies for an excusable delay. Failure of Development Manager to materially comply with Article 32 hereof as to any particular event of delay shall be deemed conclusively to constitute a waiver, abandonment or relinquishment of any and all claims resulting from that particular event of delay. The Guaranteed Maximum Cost can never be exceeded or increased, except by an approved change order or Construction Change Directive ("CCD"). 33. Notification and Claim for Change of Construction Work Time Any claim for a change in the Time for Completion, shall be made by written notice by Development Manager to the Project Manager within fifteen (15) calendar days of the commencement of the event giving rise to the claim and stating the general nature and cause of the claim. Thereafter, within twenty (20) calendar days of the termination of the event giving rise to the claim, written notice of the extent of the claim with supporting information and documentation shall be provided unless City allows an additional period of time to ascertain more accurate data in support of the claim and such notice shall be accompanied by Development Manager's written notarized statement that the adjustment claimed is the entire adjustment to which the Development Manager has reason to believe it is entitled as a result of the occurrence of said event. The Time for Completion will be extended in an amount equal to time lost on critical Work items due to delays beyond the control of and through no fault or negligence of Development Manager if a claim is made therefore as herein. Such delays shall include, but not be limited to, acts or neglect by any separate contractor employed by City, fires, floods, epidemics, abnormal weather conditions or acts of God. 34. Changes in the Work or Terms of Contract Documents Without invalidating the Agreement and without notice to any Surety, City reserves and shall have the right, from time to time to make such increases, decreases or other changes in the character or quantity of the Work as may be considered necessary or desirable to complete fully and acceptably the proposed construction in a satisfactory manner. Any extra or additional work within the scope of this Project must be issued in writing in accordance with the requirements of this Agreement. Any changes to the terms of the Contract Documents must be contained in a written document, executed by the parties hereto, with the same formality and of equal dignity prior to the initiation of any Work reflecting such change. This Article shall not prohibit the issuance of Change Orders executed only by City as hereinafter provided. 35. Force Maieure 128368309;1 } 19 bo LIJ I(I- Sulorv;ri-i-cA1- C Ck t (5QCkre_Z-1ZlvC3 address as a party may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. For The City of Miami : With a copy to: For Development Manager-: City Manager 444 SW 2"d Av, 10th Floor Miami, Fl. 33130-1910 Director of Capital Improvements 444 SW 2"d Av., 8w Floor Miami, FI. 33130-1910 Oak Plaza Associates (Del.) LLC Attn: Eric Wilson 3841 NE 2nd Avenue, Ste. 400 Miami, FL 33137 Telephone: (305) 722-7100 Facsimile: (305) 722-7263 fj SIGNATURE PAGE(S) TO FOLLOW {28368309;1) 32 Formatted: Left Formatted: Superscript Formatted: Font: Bold Formatted: Left L or ill-no(<SUhm\-\-\rkl- Qc \ 3Uarz-.(2-1vc'S