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HomeMy WebLinkAboutExhibit-SUBTHIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. REQUEST FOR PROPOSALS (RFP NO. 16-17-011) FOR LEASE OF CITY -OWNED WATERFRONT PROPERTY FOR MARINAS/RESTAURANT/SHIP'S STORE USES LOCATED AT VIRGINIA KEY, MIAMI, FLORIDA ALSO KNOWN AS "VIRGINIA KEY MARINA RFP" R CITY OF MIAMI DEPARTMENT OF REAL ESTATE AND ASSET MANAGEMENT ISSUE DATE: FEBRUARY 17, 2017 PROPOSALS DUE DATE: MAY 18, 2017 1397-Exhibit-SUB THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. City of 1io.mi 11NCIIrurtn *s i1ege1 February 17, 2017 Ladies and Gentlemen: The Department of Real Estate and Asset Management ("DREAM") for the City of Miami ("City") does hereby issue the attached Request for Proposals ("RFP") for the development and lease of prime waterfront property located in Virginia Key, Miami, Florida. The goal of this RFP is to create a vibrant recreational marina and restaurant destination with an ancillary ship's store facility for City residents, guests, and visitors. Please review the details in the RFP below. As described herein, the vision of this RFP is to help implement major components of the Virginia Key Master Plan. The Successful Proposer will enter into a long-term lease with the City for approximately 26.65 acres (including uplands and submerged land) of waterfront property located at 3301, 3605, 3501, 3311, & 3511 Rickenbacker Causeway, Miami, Florida, and more specifically shown in the survey and legal description included as Exhibit A ("Property"). The City hereby requests that Proposers submit a proposal package including all of the items required by this RFP. This RFP contains information regarding the Property, submission requirements, and selection procedures. Carefully review all enclosed documents. Proposers must comply with all submission requirements as well as all applicable legal and regulatory requirements in order to be eligible for consideration. All information and materials submitted will be thoroughly analyzed and independently verified. The Proposals submitted by each Proposer must present a definitive and detailed build -out program, completion schedule, financial plan, design, and meet all requirements of this RFP, to form the basis for evaluation and selection by the City. Proposals must be received by the Office of the City Clerk (First Floor Counter), City Hall, 3500 Pan American Drive, Miami, Florida 33133, by 2:00 PM, on May 18, 2017. Late or incomplete proposals will not be considered. A list of all Proposers will be made public the following day online at a site accessible through the City's Real Estate Opportunities page: http : //www. miamigov. com/PublicFacilities/pages/RealEstateOpportunities/ The Successful Proposer shall be subject to the requirements of all applicable laws, including, but not limited to, the laws of the State of Florida, Miami -Dade County, and the Charter and Code of the City. On behalf of the City of Miami Mayor and Commissioners, I welcome responsive proposals from responsible Proposers that will realize the full potential of this prime real estate location. Sincerely, Daniel J. Alfonso City Manager THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. TABLE OF CONTENTS I. EXECUTIVE SUMMMARY II. GENERAL TERMS AND CONDITIONS III. SPECIAL CONDITIONS A. PROPOSED PROJECT B. THE PROPERTY C. SELECTION PROCESS AND CONTRACT AWARD D. LEASE E. BACKGROUND CHECK/DISQUALIFICATION IV. TECHNICAL SPECIFICATIONS A. PROPOSAL REQUIREMENTS & FORMAT B. DEADLINE FOR RECEIPT OF INFORMATION / CLARIFICATION C. RECEIPT OF RESPONSES EXHIBITS & APPENDICES EXHIBIT A LEGAL DESCRIPTION & SURVEY EXHIBIT B MIAMI 21 ZONING CODE: CS CIVIC SPACE EXHIBIT C DRAFT LEASE & DEVELOPMENT AGREEMENT EXHIBIT D VIRGINIA KEY MASTER PLAN EXHIBIT E ENVIRONMENTAL SITE ASSESSMENTS EXHIBIT F VIRGINIA KEY MARINA DEEDS EXHIBIT G COUNTY PARKING GARAGE DEED EXHIBIT H COASTAL RISK CONSULTING 2016 KING TIDE REPORT EXHIBIT I CBRE FEASIBILITY STUDY & LAMBERT PEER REVIEW APPENDIX 1 RFP NO. 16-17-011 CHECKLIST APPENDIX 2 REGISTRATION FORM APPENDIX 3 RFP PROPOSAL SUBMISSION FORM APPENDIX 4 BUSINESS TEAM EXPERIENCE APPENDIX 5 DEVELOPMENT TEAM EXPERIENCE APPENDIX 6 ENTITY CERTIFICATE OF AUTHORITY APPENDIX 7 DISCLOSURE/DISCLAIMER FORM APPENDIX 8 INSURANCE REQUIREMENTS APPENDIX 9 CONSENT FORMS APPENDIX 10 NON -COLLUSION AFFIDAVIT APPENDIX 11 DETAILED EVALUATION MATRIX 3 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. REQUEST FOR PROPOSALS VIRGINIA KEY MARINA (RFP No. 16-17-011) I. EXECUTIVE SUMMMARY Project: The City is seeking responsive proposals from qualified Proposers willing to plan, redesign, construct, renovate, redevelop, lease, manage and operate a mixed -use waterfront facility including, but not limited to, a marina, boatyard, dock master's office, ship's store, dry storage, wet slip docks, and at least one restaurant ("Proj ect"). Location: 3301, 3605, 3501, 3311, & 3511 Rickenbacker Causeway, Miami, Florida, shown respectively as Parcels 1, 2, and 3 on the survey included herein as Exhibit "A" ("Property"). Property Size: Approximately 26.65 acres, including upland and submerged land property. The submerged land is estimated to be approximately seventeen (17) acres. Additional submerged land may be available, as specified in Section III.A.6. below. Zoning: Development capacity and program for this site are regulated by the City of Miami ("City") Comprehensive Neighborhood Plan and the Miami 21 Zoning Code. The applicable zoning designation is CS Civic Space Zone according to the Miami 21 Zoning Code. Condition of Property: The Property and its improvements are offered in "AS IS, WHERE IS" condition by the City. No representations or warranties whatsoever are made as to its condition, state or characteristics. EXPRESSED WARRANTIES AND IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR USE AND HABITABILITY ARE HEREBY DISCLAIMED. IMPLIED WARRANTIES OF MERCHANTABILITY, SUITABILITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED. No representation whatsoever is made as to any environmental, surface, subsurface, water or soil matter or condition. Taxes, Impositions: The Successful Proposer is responsible for all taxes, levies, governmental impositions, surcharges and assessments due or assessed on the Property. The Successful Proposer shall be required to pay for any survey(s), site plans, permits, or other application fees required for the implementation of the Project. The Successful Proposer shall be responsible for payment in lieu of taxes ("PILOT") during the term of the Agreement in the event the Property becomes exempt from ad valorem real estate taxes. State Approval: The City -owned submerged lands included in the Property are subject to a "Municipal Purpose" deed restriction provided by the State of Florida Board of Trustees of Internal Improvement Trust Fund ("TIITF"). The TIITF deed is included in Exhibit "F" of this RFP. As a condition precedent of the Lease, the City will seek a finding of municipal purpose or (if applicable) a waiver of the deed restriction for the use of the submerged lands. The Successful Proposer shall bear all costs, fees, waiver payment fees, and/or any other required payments to the State in association with the State approval process. The Successful Proposer shall 4 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. fully cooperate in the state approval process, if applicable, as requested by City and/or the State. County Approval: The Property is also subject to certain deed restrictions set forth by Miami -Dade County. In the event Miami -Dade County requires approval of the site plan or any other component of the RFP, the Successful Proposer shall be responsible for pursuing such approvals at its sole cost and expense. Master Plan: The Miami City Commission has adopted an area -wide Master Plan that sets forth a global development vision for Virginia Key ("Master Plan"). It is the intent of this RFP to encourage an integrally planned and designed development for the Property that is both consistent with, and substantially adheres to, the Master Plan to the extent permitted by applicable law. Please note that adherence to the Master Plan does not require adherence to the pictorial design provided therein. Rather, emphasis shall be made on substantial compliance with the principles adopted in the Master Plan. The Master Plan is included herein as Exhibit "D". Comprehensive Plan: The Miami City Commission has adopted, pursuant to the requirements of State and Local Laws, the Miami Comprehensive Neighborhood Plan ("MCNP"), as amended. The Future Land Use Map ("FLUM") of the MCNP classifies this Property as Public Parks and Recreation. Lease: Lease Term: A lease agreement substantially in the form included herein as Exhibit "C" ("Lease") shall be executed following the award of this RFP. Certain provisions of the Lease shall remain non-negotiable, including, but not limited to, items specifically required by this RFP, as well as Indemnification, Hold Harmless, Duty to defend, Insurance, and Guarantees. Please note that the form lease included as Exhibit "C" is a draft that will be revised to reflect all of the requirements specified in this RFP as finally negotiated between the parties, subject to review and approval by the Office of the City Attorney. Where the terms of the form Lease included as Exhibit "C" are in conflict with the terms contained in this RFP, the terms of this RFP shall govern. The Lease consists of a forty-five (45) year initial term, with two (2) fifteen (15) year renewal terms. The cumulative term, inclusive of both renewals, may not exceed a total of seventy-five (75) years ("Lease Term"). The Project shall be planned in a contiguous manner, although there may be a phased delivery of possession. The Lease Term shall commence upon execution of the Lease. Subsequent phases of the lease shall run concurrently with the initial phase. Rent Requirements: RFP Proposals shall include a minimum base rent equal to or greater than Two Million One Hundred and Fifty Thousand Dollars ($2,150,000) annually ("Base Rent"). Commencing on the first anniversary of the Effective Date of the Lease and on each anniversary thereafter during the Initial Term, the per annum Base Rent amount shall be adjusted to the greater of: an increase by one percent (1%) of the previous year's Base Rent, or an increase based on the amount indicated by the Consumer Price Index as of three (3) months prior to the beginning of the applicable adjustment date. In no event shall any such annual adjustment to the Base Rent result in an increase that is less than one percent (1%), or more than Five Percent (5%), of the Base Rent amount immediately prior to the effective date of such adjustment. 5 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Additionally, Proposals must provide that the City shall receive a percentage rent equal to or greater than six percent (6%) of wet slip and dry storage operations, six percent (6%) of fuel sales, and four percent (4%) sublease income or other income received by Successful Proposer from the Project ("Participation Rent"). Additional rent may be applicable, as negotiated and specified in the Lease. Parking Contribution: Successful Proposer shall contribute a minimum of Three Million Four Hundred and Fifty Thousand Dollars ($3,450,000.00) to the construction of an adjacent municipal parking garage. Actual contribution amount shall be based on the Parking Formula, as defined below. Alternative arrangements for parking are available, including the potential waiver of the above -mentioned parking contribution, subject to additional restrictions specified below. Earnest Money Deposit: The Successful Proposer shall provide an irrevocable/unconditional Cashier's Check, drawn on a financial institution authorized to do business in Florida (or may do the same by wire transfer or shall provide proof the below amount has been deposited into a restricted escrow account), providing for Seven Million Dollars ($7,000,000), which shall be due upon execution of the Lease. Letters of credit will not be accepted as a substitute security. Referendum Deposit: Wet & Dry Storage: Access Road: Section 3(f)(iii) and 29-B of the Charter of the City of Miami requires that any lease that the City Commission approves pursuant to this RFP shall not be valid unless approved by public vote through a referendum process ("Referendum"), currently scheduled for November 7, 2017. The Successful Proposer shall pay a One Hundred and Twenty -Five Thousand Dollars ($125,000.00) deposit in order to place the lease terms on the ballot for approval ("Referendum Deposit"). After receiving approval by the City Commission, any unused portion of the Referendum Deposit, after deducting all costs for the Referendum, shall be returned to the Successful Proposer. In the event additional funds are required to place the question on the ballot (i.e., to account for increased costs of printing or other costs imposed), the Successful Proposer shall be required to promptly pay the additional funds to the City within ten (10) days' written notice. Failure to do so will disqualify the Proposer from further consideration. Letters of credit will not be accepted as a substitute security. The marina shall provide the most efficient and cost effective number and size of dry storage racks and wet slips in light of market conditions as well as all RFP requirements. The size and number of all wet slips shall be subject to all applicable laws, rules and regulations, including, but not limited to, permitting, aquatic preserve limitations, and other regulatory requirements. No wet slips shall be allowed in the historically -designated marine basin other than those reasonably necessary for the launching and staging of vessels from the dry storage facility, as further clarified below. The Successful Proposer shall either: (1) preserve and maintain the access road indicated as Parcel 2 in the survey attached as Exhibit "A"; or (2) provide for and construct, subject to applicable permits and other regulatory approvals, an alternative access road in a substantially similar vicinity as that indicated as Parcel 2 in the survey attached as Exhibit "A". The public, including the agents, 6 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. employees, and invitees of the adjacent Rusty Pelican Restaurant, shall be freely afforded and granted access to, over, and across the above -mentioned access road. Public Boat Ramp: The Successful Proposer shall be required to plan, design, permit and construct a public boat ramp and floating dock on the Property to the northwest of Miami Marine Stadium as an additional component of the Virginia Key Master Plan. Boat Show: Registration Fee: Proposer Entity: The Successful Proposer shall allow the National Marine Manufacturer's Association ("NMMA") boat show event ("Boat Show") access and use of a portion of the Property, annually during the seven (7) days of the Boat Show, customarily held at or around President's Day weekend. The Successful Proposer shall also accommodate the Boat Show during the three (3) week set up period and the two (2) week tear down period for a total not to exceed six (6) weeks. This restriction shall be coterminous with the Lease for as long as the Boat Show is held at Virginia Key, even if the Boat Show is held elsewhere but later returns to Virginia Key during the Lease Term. Only those Proposers who have registered as Registered Vendors, as specified below, can participate. For registration as an official Proposer prior to proposal submittal, and to receive a complete RFP package and RFP addenda as they are published, Proposers must submit a non-refundable fee of One Hundred and Fifty Dollars ($150.00), in the form of a cashier's check, money order, or official certified bank check, payable to the "City of Miami", delivered to the Registration Contact specified below ("Registration Fee"). At the time of submission of the Proposals, the Proposer must be a business entity (i.e., Partnership, Limited Liability Company, Corporation, etc.) already authorized to do business in the State of Florida, Miami -Dade County and the City of Miami under the Proposer entity's legal name. Any principal(s) included in Appendix 3 ("RFP Proposal Submission Form") may not be substituted or withdrawn from participation after the Submission Date unless the City Manager specifically authorizes in writing a request for substitution. Background Check: Each Proposer, including the principals thereof, and/or its assigns, shall be subject to a background and credit check, which may be necessary to determine responsibility and responsiveness to all items required by this RFP. Pre -Proposal Conference and Site Visit: Registration Contact: The City may conduct a Pre -Proposal Submission Conference and Site Visit on a date and time that is yet to be determined. In the event of such Conference, notice of the date, time, and location shall be posted via Addendum at the following website: www.virginiakeymarinarfp.com, and sent to all Registered Proposers via email. Kimberly Balkus CBRE Public Institutions 200 East Las Olas Blvd., Suite 1620 Fort Lauderdale, Florida 33301 T: (954) 331-1776 E: kimberly.balkus@cbre.com 7 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Project Manager: Proposal Due Date and Location: Jacqueline Lorenzo City of Miami Department of Real Estate and Asset Management 444 SW 2nd Avenue, 3rd Floor Miami, Florida 33130 T: (305) 416-1426 E: jlorenzo@miamigov.com May 18, 2017, 2:00 P.M. Office of the City Clerk, City of Miami City Hall 3500 Pan American Drive, First Floor Counter Miami, FL 33133 8 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. II. GENERAL TERMS AND CONDITIONS A. Definitions 1. Proposal — shall refer to any offer(s) submitted in response to this solicitation. 2. Proposer — shall refer to anyone submitting a Proposal in response to this solicitation. 3. Solicitation— shall mean this solicitation documentation, including any and all addenda. 4. Solicitation Submittal Forms — must be completed and submitted with the Proposal. 5. City — shall refer to the City of Miami, Florida 6. DREAM — shall refer to City of Miami Department of Real Estate and Asset Management. 7. Registered Proposer — shall refer to a firm that has submitted a complete Registration Form. 8. Successful Proposer — shall mean the Proposer(s) recommended for award. B. Instruction to Proposers 1. Proposer Qualification and Registration It is the policy of the City to encourage full and open competition among all available qualified Proposers. Proposers must register as a Registered Proposer by submitting a completed Registration Form and providing a fee of One Hundred and Fifty Dollars ($150.00) in the form of a cashier's check, money order, or official bank check, payable to the "City of Miami". 2. Public Entity Crimes To be eligible for award of a contract, firms wishing to do business with the City must comply with Section 287.133(2)(a) of the Florida Statutes, which provides that a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a Proposal on a contract to provide any goods or services to a public entity, may not submit a Proposal on a contract with a public entity for the construction or repair of a public building or public work, may not submit Proposals on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017 of the Florida Statutes, for CATEGORY TWO, as defined by Section 287.017(2) of the Florida Statutes, for a period of thirty-six (36) months from the date of being placed on the convicted vendor list. 3. Request for Additional Information Cone of Silence: Pursuant to Section 18-74 of the City Code, all Solicitations, once advertised and until an award recommendation has been forwarded to the appropriate authority, are under the "Cone of Silence". Any communication or inquiries, except for clarification of process or procedure already contained in the Solicitation, are to be made in writing to the attention of the Project Manager identified in the Solicitation with a copy sent to Lee Ann Korst CBRE at leeann.korst@cbre.com and to the City Clerk either via email at clerks@miamigov.com or via mail at Office of the City Clerk, Attn: Todd B Hannon, 3500 Pan American Drive, First Floor, Miami, Florida 33133. ii. Addenda: DREAM may issue an addendum in response to any inquiry received prior to Proposal receipt and opening that changes, adds to, or clarifies the terms, provisions or requirements of the Solicitation. The Proposer should not rely on any representation, statement or explanation whether written or verbal, other than those made in this Solicitation or in any addenda issued. Where there appears to be a conflict between this Solicitation and any addenda, the last addendum issued shall prevail. It is the Proposer's responsibility to ensure receipt of all addenda, and any accompanying documentation. 9 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 4. Solicitation and Proposers' Responsibilities It is the responsibility of the Proposer to become thoroughly familiar with the requirements, terms, and conditions of this Solicitation. Allegations or pleas of ignorance by the Proposer of conditions that exist or that may exist will not be accepted as a basis for varying the requirements of the City, or the compensation to be paid by the Proposer. This Solicitation is subject to all legal requirements contained in the applicable City Charter and City Code provisions, as well as all applicable County, State, and Federal laws, rules, and regulations. It is the responsibility of the Proposer, prior to conducting any lobbying regarding this Solicitation to file the appropriate form with the City Clerk stating that a particular lobbyist is authorized to represent the Proposer. The Proposer shall also file a form with the City Clerk at the point in time at which a lobbyist is no longer authorized to represent said Proposer. Failure of a Proposer to file the appropriate form required, in relation to each Solicitation, may be considered as evidence that the Proposer is not a responsible contractor. 5. Change or Withdrawal of Proposals i. Changes: Prior to the scheduled Proposal receipt and opening, a Proposer may change its Proposal by submitting a new Proposal. Other than scrivener's errors or other non- material errors that serve the City's best interest once revised, no changes to a Proposal will be accepted after the submission deadline. ii. Withdrawals: A Proposal shall be irrevocable unless the Proposal is withdrawn as provided herein. A Proposal may be withdrawn within ninety (90) days after the Proposal has been received and opened and prior to award, by submitting a letter to the Project Manager identified in this Solicitation. The withdrawal letter must be on company letterhead and signed by an authorized agent of the Proposer. Proposals may not be withdrawn except as expressly provided in this Section II.B.5.ii. 6. Conflicts within Solicitation Provisions contained herein will be interpreted in a manner consistent with all other provisions. However, where there exists a conflict between the General Terms and Conditions, Special Conditions, the Technical Specifications, or any addendum issued, the order of precedence shall be: the last addendum issued, the Technical Specifications, the Special Conditions, and then the General Terms and Conditions. Additionally, the provisions of this solicitation shall govern over all agreements to be negotiated with Proposer pursuant to this solicitation. In the event of a conflict between any draft agreement included as an exhibit, attachment, or appendix and the terms of this solicitation, the terms of this solicitation shall govern. C. Preparation of Proposals 1. Registration Form — Proposers are required to register in the manner indicated in the Registration Fee Section of the Executive Summary, in order to respond to solicitations issued by DREAM. 2. Submittal Forms — the Proposal Submission Form and all other required solicitation documents define requirements of the Solicitation, and must be completed and submitted as outlined within the Solicitation. Use of another form may result in rejection of the Proposal. 3. Authorized Agent — An authorized agent of the Proposer's firm must sign the Proposal Submission Form and submit it together with the Proposal. 4. Conditions — The Proposer may be considered non -responsive if Proposals are conditioned to modifications, changes, or revisions to the terms and conditions of this Solicitation. 10 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 5. Additional/Alternate Proposals — Proposers may submit an additional or alternate Proposal(s) for the same Solicitation provided that such additional or alternate Proposal is allowable under the terms and conditions specified in this RFP. The additional or alternate Proposal must meet or exceed minimum requirements and must be submitted by separate submittal marked "Alternate Proposal". All Proposals submitted as Alternate Proposals shall be considered separately and independently of each other. Additional or alternate Proposals shall not deviate from the requirements of this RFP. Failure to comply with the requirements of this RFP in any one of the additional or alternate Proposals shall be grounds for disqualification of such Alternate Proposal. 6. Price Discrepancies — where there is a discrepancy between the prices offered within the Proposal, the prices or amounts that would provide the greatest return to the City shall prevail. D. Cancellation of Solicitation The City reserves the right to cancel, in whole or in part, any Solicitation when it is in the best interest of the City. The City shall have the sole and absolute discretion to determine which actions are in the best interest of the City. E. Award of Solicitation 1. Generally — This RFP may be awarded to the responsible Proposer meeting all requirements as set forth in the Solicitation. The City reserves the right to reject any and all Proposals, to waive irregularities or technicalities and to re -advertise for all or any part of this Solicitation as deemed in its best interest. The City shall be the sole judge of its best interest. 2. Unreasonable Offers — The City expressly reserves the right to reject any and all Proposals if it is determined that prices are insufficient, best offers are determined to be unreasonable, or it is otherwise determined to be in the City's best interest to do so. 3. Negotiations — The City reserves the right to negotiate price with the Proposer providing the best financial return to the City, provided that the Solicitation's scope of work and/or minimum requirements, including rent, remains the same or revised for the City's benefit (such as increased rent). 4. Qualified Proposers — Award of this Solicitation will only be made to firms that have completed the Registration Form and satisfy all necessary legal requirements to do business with the City. 5. Contractor Responsibility — Pursuant to City Code Section 18-120, the Proposer's performance as a prime contractor or subcontractor (as may be applicable) on previous City contracts shall be taken into account in evaluating the Proposal received for this Solicitation. 6. Award Information — To obtain a copy of the evaluation scores, upon notice of Award Recommendation, Proposer(s) may request the scoring sheets or other award information by contacting the Project Manager outlined within the Solicitation. 7. Contract — The Solicitation, any addenda thereto, the subsequent agreement(s), and any properly executed modifications shall constitute the resultant contract. 8. Required Documentation — Award of this Solicitation may be predicated on compliance with and submittal of all required documents as stipulated in the Solicitation. 9. Request for Additional Information — The City reserves the right to request and evaluate additional information from Proposers after the submission deadline as the City deems necessary. 11 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. F. Proposal Security A cashier's or certified check, payable to the City of Miami, or proof a specified amount has been placed into a restricted escrow account for the benefit of the City is required from all proposers, to the extent required under "Special Conditions" or "Technical Specifications" ("Proposal Security"). This Proposal Security guarantees that a Proposer will accept the order or agreement if it is awarded to said Proposer. Proposer shall forfeit the Proposal Security to the City should City award contract/agreement to Proposer and Proposer fails to accept the award. The City reserves the right to reject any and all surety tendered to the City. Proposal Securities are returned to unsuccessful Proposers upon demand within fifteen (15) days after the award and Successful Proposer's acceptance of award. If ninety (90) days have passed after the date of the formal Solicitation closing date, and no contract has been awarded, all Proposal Securities will be returned upon demand. Failure to execute an agreement and/or file an acceptable Performance Bond, when required, as may be provided herein, shall be just cause for the annulment of the award and the forfeiture of the Proposal Security to the City, which forfeiture shall be considered, not as a penalty, but in mitigation of damages sustained. The amount of the Proposal Security shall be a liquidated sum, which shall be due in full in the event of default. Award may then be made to the next lowest responsive, responsible Proposer whose Proposal is most advantageous to the City, or all responses may be rejected. G. Responsive/Responsible Proposers Subject to City of Miami Code Sections 18-95 and 18-107, the City shall have reasonable discretion to deem any Proposal non -responsive and/or Proposer non -responsible (with due consideration of all relevant extenuating circumstances, including, without limitation, the Proposer's culpability, overall record of performance, etc.) based on whether the Proposer or any of its members has any actual or constructive knowledge that Proposer or any of its members: i) are in arrears to the City for any debt or obligation; ii) have any uncured defaults or have failed to perform under the terms of any agreement or contract with the City or other government entity within the past ten (10) years; iii) are in default under any agreement or contract with the City or other government agency or entity on the date and time the proposal is due; iv) have caused fines, penalties, fees or similar impositions to be levied against the City or any other governmental entity or agency; v) have any past, present or on -going litigation or adversarial administrative proceedings with the City or other government agency or entity; vi) have filed and not prevailed in frivolous lawsuits, as that term is defined by Section 57.105 of the Florida Statutes as determined by a final order of the court; vii) have past, present, or pending involuntary: bankruptcies, liquidations, assignments for the benefit of creditors, receiverships, dissolutions, actions involving fraudulent transfers, foreclosures, or similar actions within the past seven (7) years on projects or businesses they have owned, operated, or controlled a majority interest (i.e., ownership of ten percent (10%) or more of the entity stock or shares); viii) have been found liable by any legal or administrative entity via any proceedings for environmental damage, contamination or any other environmental liability; ix) have failed to disclose involvement as a party, third party, or intervenor in any legal or administrative proceedings concerning environmental damage, contamination or any other environmental liabilities, whether found liable or otherwise; x) have been debarred by any public agency or been placed in the convicted vendors list pursuant to Florida Statute Section 287.133 or a similar law, rule, or regulation; xi) have failed to disclose any of the above; or xii) are otherwise determined to be non -responsible as defined by the City of Miami Procurement Ordinance, including, without limitation, Sections 18-73 and 18-95 of the City Code, and by the laws of the State of Florida. Similarly, any Proposer, or its principal(s) that is determined by a court, hearing officer, or other regulatory agency of competent jurisdiction (and all due process of law has been exhausted) to be liable for causing damage (by their own actions) to the City, its agencies or instrumentalities, directly or 12 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. indirectly, shall be immediately responsible for payment of the judgment or fines. If the Proposer or its principal does not pay the judgment or fines, within thirty (30) days after the date of the City's written notice (which shall not be effective until after due process of law has been exhausted), either during the solicitation process or anytime during the term of any agreement awarded pursuant to this Solicitation, the City shall have discretion to immediately disqualify the Proposer and terminate any agreement entered into pursuant to this RFP, with no other cure rights. In such event, the City shall immediately own any improvements built on the Property, with no responsibility, financial or otherwise, to the Proposer. H. Bid Protest All bid protests shall be processed in accordance with the procedures contained in Section 18-104 of the City Code. All of the requirements and procedures specified in Section 18-104 shall be mandatory in order to properly file and proceed with a bid protest. Section 18-104, as the same may be amended, shall be deemed as incorporated by reference herein as if set forth in full. I. Laws and Regulations The Successful Proposer shall comply with all applicable laws, codes, rules, permits, approvals, and regulations applicable to enter into the agreement specified in this Solicitation. The Successful Proposer shall comply with all applicable federal, state and local laws that may affect the execution of the agreement. J. Licenses, Permits, and Fees The Successful Proposer(s) shall hold all licenses and/or certifications, obtain and pay for all permits and/or inspections, and comply with all laws, ordinances, regulations and building code requirements applicable to the agreement required herein. Damages, penalties, and/or fines imposed on the City or Successful Proposer for failure to obtain and maintain required licenses, certifications, permits and/or inspections shall be borne by said Successful Proposer. K. Responsible Wages; Living Wage The Successful Proposer(s) shall comply with Section 18-120 of the City Code, titled Responsible Wage Construction Contracts, to the extent applicable to any development on City -owned property. Enforcement of this ordinance may require the Successful Proposer to furnish the City with a monitoring fee and may require the submission of a percentage of the construction cost into an escrow account. Additionally, the Successful Proposer(s) shall comply with Section 18-556, et. seq. of the City Code, titled Living Wages, to the extent applicable. L. Local Workforce Participation The Successful Proposer shall include a minimum of forty percent (40%) local workforce from Miami - Dade County, of which twenty-five percent (25%) must be City residents, for the construction of the Project. In the event that the Successful Proposer cannot meet the required twenty-five percent (25%) of workforce from City residents, the Successful Proposer shall document and demonstrate to the City that they have utilized their best efforts to achieve this goal. Upon receipt of such documentation, the City may direct the Successful Proposer to achieve the portion of the percentage not met, through Miami -Dade County residents. The Successful Proposer shall have a third party independently verify and certify compliance with these requirements on a monthly basis. Said third party shall be unaffiliated with the Successful Proposer and shall be properly licensed under the provisions of Florida Statute Chapter 454, 471, 473, or 481. The person performing the verification shall have a minimum of two (2) years of prior professional experience in contract compliance, auditing, personnel administration, or field experience in payroll enforcement or investigative environment. The cost of this 13 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. verification/certification shall be included in the related contract costs. Failure to comply with this requirement shall result in a penalty in an amount to be determined by the City and incorporated into the Lease. M. Assignment Unless otherwise specified in this Solicitation, the Successful Proposer shall not assign, transfer, pledge, convey, hypothecate, or otherwise dispose of their Proposal, including any rights, title or interest therein, or its power to execute a contract with the City thereby, to any person, company or corporation without the prior written consent of the City Commission, which may be conditioned, withheld, or refused. N. Indemnification The Successful Proposer shall indemnify, defend (at its sole cost and expense), save, and hold harmless the City and its officers, officials, employees, agents, agencies, and instrumentalities from any and all actions, claims, protests, proceedings, causes of action, legal, equitable, regulatory, administrative or otherwise, liability, losses or damages, 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, non-performance, or breach of the agreement by the Successful Proposer, including without limitation the Solicitation, evaluation, recommendation(s) for award, and award of the Lease, the later possession and Tenancy and all activities or omissions thereon, the design and construction of all improvements, betterments, additions and structures, including the maintenance and use thereof, compliance with all applicable laws, codes, rules and regulations and payment of all debts, expenses, costs, and fees that are the responsibility of the Proposer as they come due. The Foregoing Indemnity, Hold Harmless and Duty to Defend shall include the Proposer and/or its employees, agents, servants, partners, principals or subcontractors, jointly and severally. The Successful Proposer 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 attorney's fees which may be incurred thereon. The Successful Proposer expressly understands and agrees that any insurance protection required by this Solicitation or subsequent agreement, or otherwise provided by the Successful Proposer shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers, officials, employees, agents, agencies, and instrumentalities as herein provided, which duty shall survive the cancellation of the Lease, as may be applicable. Submittal of a Proposal shall constitute voluntary and knowing acknowledgment and acceptance of this Indemnification provision, which will become effective upon submission through selection until such time the Lease is executed, at which point all the indemnifications provided therein shall apply. This Section will obligate the Successful Proposer to intervene, indemnify, hold and save harmless, fully cooperate, defend, and assist (at the option of the City Attorney) in the defense of the City in any protest. O. Insurance Requirements Prior to execution of the agreement by the City, the Successful Proposer shall furnish to the City Certificates(s) of Insurance that indicate that insurance coverage has been obtained which meets the requirements as set forth by the City. The title and/or number of this Solicitation number must appear on each certificate. All policies and/or certificate(s) of insurance are subject to the review and approval by the City's Department of Risk Management prior to approval. The certificate(s) of insurance shall substantially comply with the insurance requirements listed in Appendix 8. Certificates will indicate that no modification, lapse, or change in insurance shall be made without thirty (30) days written notice to the Certificate Holder. If insurance certificates are scheduled to expire during the contractual period, the Successful Proposer shall be responsible for submitting new or renewed insurance certificate(s) to 14 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. the City at a minimum of ten (10) calendar days in advance of such expiration. The City of Miami Director of the Department of Risk Management shall have the right to amend or solicit additional insurance requirements as needed in connection with the construction or management phases of the Proj ect. P. Auditor General The City reserves the right to require the Successful Proposer(s) to submit to an audit by the Auditor General or other auditor of the City's choosing at the Proposer's expense. The Proposer shall provide access to all of its records, including access to its designated bank account(s) for this project, which relate directly or indirectly to the subject agreement at its place of business during regular business hours. The Proposer shall retain all records pertaining to the agreement and upon request make them available to the City for three (3) years following expiration of the agreement. Alternatively, the Successful Proposer may transfer the records to the City throughout the term of the agreement, subject to the Successful Proposer's maintenance of these records for at least three (3) years after creation of such records. The Proposer agrees to provide such assistance as may be necessary to facilitate the review or audit by the City to ensure compliance with applicable accounting and financial standards. Q. Collusion Any Proposers interested in bidding on a competitive solicitation for any DREAM project including, but not limited to, a purchase, lease, permit, concession or management agreement, shall submit the Non -Collusion Affidavit included herein as Appendix 10 under penalty of perjury. The Non -Collusion Affidavit provides either that the Proposer is not related to or affiliated with any of the other parties submitting a Proposal in this Solicitation or identifies all affiliated or related parties that submitted a Proposal in the Solicitation. The Non -Collusion Affidavit further attests that the Proposer's proposal is genuine and not sham or collusive or made in the interest or on behalf of any person not therein named, and that the Proposer has not, directly or indirectly, induced or solicited any other Proposer to put in a sham proposal, or any other person, firm, or corporation to refrain from proposing, and that the proposer has not, in any manner, sought by collusion to secure to the proposer an advantage over any other Proposer. In the event a recommended Proposer identifies related parties in the competitive Solicitation its Proposal shall be presumed to be collusive and the recommended Proposer shall be ineligible for award unless that presumption is rebutted. Any person or entity that fails to submit the required affidavit shall be ineligible for contract award. Failure to provide the Non -Collusion Affidavit with the Proposal or within five (5) days' request by the City, shall be cause for the contractor to forfeit their Proposal Security, if applicable. R. Proprietary/Confidential Information Proposers are hereby notified that all information submitted as part of, or in support of Proposals, will be available for public inspection after opening of Proposals, in compliance with Chapter 119 of the Florida Statutes, as amended. Proposer(s) shall not submit any information in response to this Solicitation which the Proposer considers to be a trade secret, proprietary or confidential. The submission of any information to the City in connection with this Solicitation shall be deemed conclusively to be an affirmative and absolute waiver of any trade secret or other protection, which would otherwise be available to Proposer (except for those social security numbers and similar private personal information provided in the Consent Forms included as Appendix 9). S. Governing Law This Solicitation and subsequently executed agreement, including appendices, and all matters relating to the agreement (whether in contract, statute, tort, regulatory, administrative, or otherwise) shall be governed by, and construed in accordance with, the laws of the State of Florida regardless of the domicile of any Proposers. Exclusive venue shall be Miami -Dade County. By submitting a proposal 15 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. response, the Proposer knowingly and voluntarily agrees to this choice of applicable law and venue and to all other requirements of the Proposer in the RFP. 16 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. III. SPECIAL CONDITIONS A. PROPOSED PROJECT The information contained in this RFP is published solely for the purpose of inviting Proposers to consider the Project described herein. Prospective Proposers should perform their own due diligence investigations, projections and render their own conclusions without reliance upon the Pre -Proposal Submission Conference or the material contained herein. 1. Project Goals The City wishes to redevelop the Property into a mixed use waterfront Marina, providing first-class services to tourists and residents alike. The Project shall combine the two marinas presently on the Property in order to create a unified destination within the City. This RFP seeks to identify the proposal deemed most advantageous to the City, taking into consideration the evaluation criteria listed in Section III.C.2. below as well as the following objectives and guidelines: a. Economic Objectives • Increase financial return to the City; • Improve revenue -producing capacity of facilities; • Ensure that any proposed ancillary or complementary uses further enhance the destination market appeal; • Utilize the available Property to maximize its economic potential subject to the restrictions set forth in this RFP. b. Planning & Land Use Objectives • Attract residents and visitors to the public waterfront so that they may enjoy Biscayne Bay and the maritime setting of Virginia Key; • Convert the existing facilities into a modern world -class facility using state-of-the- art technology and include ancillary uses that complement the Property's setting and geographical location, aimed to stimulate public use of, and widespread interest in, the Property; • Provide for the development of a mixed -use marina and waterfront destination, portraying a unified and integrated marina that seamlessly interacts with adjacent restaurants and facilities; • Allow for easy access to and throughout the Property, including the development of a full -width bay walk that matches the design east of Marine Stadium, and provides seamless connectivity from Marine Stadium to the existing Rusty Pelican restaurant (consistent with Miami 21); • Promote various active public uses of the site that will enhance the overall public benefit derived from the Property in terms of use, visibility, environmental protection, and financial return; • Proposers should consider developing and operating the Project at varying price - points, incorporating, for example, an element of casual waterfront dining, in order to increase public accessibility of the Project; • Preserve critical and sensitive wildlife areas; • Provide facilities that represent flexible designs and iconic attention -grabbing buildings that function year-round for daily and nightly activities; • Maintain harmony between the design and architecture of the new structures and the iconic architecture of the Miami Marine Stadium; 17 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. • Develop an array of recreational waterfront uses operated by management experienced in waterfront programming in order to attract increasing and varied segments of the local, regional and visitor population; • Develop the Project with considerations made for anticipated sea level rise using the USACE High or NOAA High curve calculator for sea level rise projections. c. Urban Design Principles & Guidelines • Use of the Virginia Key Master Plan principles as a guideline for proposed improvements and the Project's architectural/landscape features; • Emphasis on public access throughout the Property, with safe pedestrian connections and ease of access between the facilities and the surrounding areas; • Improve Marina access points with aesthetically attractive buffering features through hardscape or softscape elements; • Utility infrastructures shall be placed underground or within chases below grade, where feasible; • Creative use of roadway lighting and distinctive exterior lighting is encouraged; • Provide roadway and decorative lighting that has minimal or no impact on the historic basin and environment; • Incorporation of pedestrian -scale decorative lighting, as well as low-level path and landscape accent lighting; • Architecture and landscape should acknowledge the tropical climate of the region and contribute to the pedestrian and civic life of the Project; • Provide optimum views of the bay from the facilities; • Provide continuous public open spaces that acknowledge the tropical climate of the region by providing significant landscape design, shade and coverage through the use of substantial shade trees and specimen palm varieties; • Adaptability and flexibility to integrate with any future Virginia Key -wide transportation systems that may be developed; • Adaptability to increased flooding risks due to sea level rise; • Building facades should be varied and articulated to invoke visual interest; • Secondary entries from interior walkways are also encouraged. 2. Virginia Key Master Plan An area -wide Master Plan has been adopted in principle by the Miami City Commission after receipt of public input. The Virginia Key Master Plan sets forth a holistic development plan for Virginia Key. It is the intent of this RFP to encourage an integrally planned and designed development vision for the Property consistent with and substantially adhering to the Virginia Key Master Plan to the extent permitted by law. Please note that adherence to the Master Plan does not require adherence to the pictorial design provided therein. Rather, emphasis shall be made on substantial compliance with the principles adopted in the Master Plan. The Virginia Key Master Plan is included herein as Exhibit "D". Additional information concerning the Virginia Key Master Plan can be obtained from the City's Department of Planning and Zoning, and can be accessed from the following site: http://www.miamigov.com/planning/virginiakeymp html 3. Required Redevelopment The Successful Proposer shall be required to redevelop the property substantially in the manner specified below. Additionally, the Successful Proposer shall maintain the Property in First -Class operating condition. For the purposes of this RFP, "First Class" shall refer to the use of state-of-the-art or high-grade technology, materials, and services according to acceptable industry standards and applicable laws. The Successful Proposer shall be 18 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. expected, prior to final approval of the Project plan, and subject to applicable laws (including permitting requirements and other regulations), to substantially comply with and provide for the following elements into the final design: a. Marina Generally i. Maximize boating access and transient dockage participation reflecting concepts in the Master Plan, in compliance with applicable laws and regulations; ii. Reconstruct the two marinas into a unified marina and provide for best utilization of available space for dry rack storage, wet slips, and/or other uses; iii. New marina to include all FDOT precast piles equal to or greater than 14" (any alternative must be equal or better in long term durability and sustainability, subject to the City's discretion and approval); iv. Design, refurbish or reconstruct the marina pavement to meet applicable design criteria for appropriate vehicles and loads to result from the proposed marina use in visually appealing manner; v. Should include at minimum MMFX (9100 Classic) rebar in all poured in place pile caps; vi. Construction documents shall be subject to "peer review" of electrical and structural design; vii. Interior and perimeter walkways shall be a minimum of fourteen (14) ft. width where there are sufficient uplands to accommodate the 14' width and shall be the widest reasonably possible where there are insufficient uplands; viii. Buildings shall be no taller than the crown of the Marine Stadium, and shall not significantly interfere with the sight lines to the Miami skyline from the Marine Stadium; ix. Signage shall be designed to meet compatibility, uniformity and size standards that do not compete with the architecture of the development, and that comply with applicable Miami 21 zoning regulations; x. Marina shall be required to achieve and maintain designation as a "clean and resilient marina" as administered by FDEP, to the extent applicable; xi. Design shall incorporate elements of the natural habitat and provide a varied and plentiful palette of local native plant materials, which are 100% native and consist of plants that comprise the coastal hammock habitat of Virginia Key; xii. Mangroves shall be incorporated along the shoreline, where feasible; xiii. Design shall also take into account the protected natural habitats in the area; xiv. Proposers shall be required to provide critical wildlife markers, where applicable; xv. Development of the Marina shall not impede redevelopment of the Marine Stadium. b. Wet Slips i. Maximize the number of wet slips on site considering market demand, RFP requirements, and revenue generation; ii. No dredging beyond maintenance dredging to a uniform depth of eight (8) or nine (9) feet shall be allowed; iii. No wet slips will be allowed within the Historic Commodore Ralph Monroe Marine Stadium Historic Basin (this restriction shall not preclude the Proposer from maintaining access reasonably necessary to support the upland dry storage facility, such as launching or staging of vessels, and subject to the requirement to provide channel markings as specified in Section III.A.5 below). A map of THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. this area is on file and available from the City of Miami Historic and Environmental Office in the City Planning and Zoning Department; iv. Renovate or renew all the bulkheads along the entire wet slip marina, and maintain the dock/bulkhead wall in good condition for the Lease Term, subject to applicable rules and regulations; v. Dock construction shall be concrete docks or aluminum floating docks. However, one hundred percent (100%) fixed concrete docks are preferred. No wooden docks shall be permitted; vi. Docks shall be designed to sustain category two (2) or three (3) hurricane with boats in the wet slips; vii. New docks shall include modern dock design, with sufficient voltage, metered water, and other utility requirements to provide for the proper operation of most modern boats commensurate with the slip size; viii. Docks shall be separately metered; ix. Provide adequate amount of transient dockage for automated storage system; x. Provide for a public water taxi stop with no restrictions on timing or use; xi. Provide for small boat, kayak, and sailboat rental concession slips. c. Dry Boat Storage i. Maximize the number of dry racks on site in light of market demand, RFP requirements, and revenue generation; ii. All dry racks must fit within or around the general area depicted as the footprint for dry boat storage on the Master Plan; iii. The dry boat storage facility may not exceed the height limitation (crown of Marine Stadium) set forth in the Master Plan; iv. Provide for an automated dry boat storage facility, including boat Valet services and fueling station. d. Restaurant & Bar Major renovations to the restaurant, rather than demolition and development, are at the option of the Proposer. However, the Successful Proposer must ensure that all restaurant facilities are in full compliance with all current and applicable local, state and federal legal, code, regulatory, health, life/safety, licensing requirements including without limitation, all applicable Americans with Disabilities Act ("ADA") requirements. Each Proposer may propose to have one or more restaurants on the site. However, please note that the number of restaurants provided in the Proposal shall not be considered during evaluation. However, configuration and use of the site, including placement of restaurants, may be considered in the overall aesthetics and functionality of the design proposed. The Successful Proposer shall maintain all restaurants in good condition and repair for the Lease Term. Additionally, all restaurants shall comply with applicable statutes concerning retention of tips or payment under Section 207(i) of the Fair Labor Standards Act. e. Dock Master's Office Construct a new, multi -story dock master's office, consolidating the dock master's facility in both marinas. THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. f. Ship's Store Incorporate a Ship's Store providing for sale any necessary inventory or supplies to meet marine vessels' daily requirements such as food, water, cleaning supplies, medical supplies, safety supplies, spare parts, or any other customary equipment or supplies needed for the navigation, marine recreation, maintenance, and operation of a ship. g• Fuel Station i. Construct a new fuel station to be located on a dock in the west end of the Property; ii. Construct an additional fuel station in the dry boat storage area as noted above to provide all valet services necessary for a First Class automated facility; iii. All fuel stations on site must comply with Spill Prevention, Control, and Countermeasure (SPCC) regulations, to the extent applicable. h. Baywalk Provide a fourteen (14) foot continuous baywalk within the Property boundaries to serve as a waterfront promenade along the historic basin. This baywalk must conform with applicable regulatory restrictions and guidelines, including, but not limited to, the Miami 21 Zoning Code. Access Road The Successful Proposer shall either: (1) maintain the access road indicated as Parcel 2 in the survey attached as Exhibit "A"; or (2) provide an alternative access road in a substantially similar vicinity as that indicated as Parcel 2 in the survey attached as Exhibit "A". The Public, including the agents, employees, and invitees of the adjacent Rusty Pelican Restaurant, shall be granted access to, over, and across the above - mentioned access road. Public Boat Ramp i. Plan, design, permit and construct a public boat ramp and floating dock, which shall be located within the Property to the northwest of Miami Marine Stadium in a similar location to where the existing public boat ramp is currently located; ii. Provide planning, surveying, demolition, landscape and architectural design services for the public boat ramp; iii. Provide construction administration services, including preparation of construction bid documents, construction monitoring, special inspections and close-out; iv. The public boat ramp shall be constructed in accordance with the boat ramp specifications of the Miami 21 Zoning Code; v. Parking for the public boat ramp may be provided off site adjacent to the Property. All improvements must be constructed at the Successful Proposer's sole cost and expense. All improvements are to be applied for, permitted, or otherwise approved as required by applicable laws, codes and regulations by the Successful Proposer or the Successful Proposer's authorized agents if applicable. However, the City may assist the Successful Proposer by providing City documentation that may be required for zoning changes, PZAB hearings, and grant or financing applications, at the City's sole discretion, pursuant to availability and at no cost to the City. THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. In the event the Successful Proposer is unable to develop any portion of the property in the manner required by this RFP, for reasons outside of their control (such as permit denials, regulatory denials, City Commission denials, etc.) they shall be allowed to construct the remaining portions of the Project at the City's sole discretion. In such case the City may renegotiate a lower minimum annual rent. However, in no event will the City accept a rent lower than fair market value, as determined by two State -certified appraisers selected by the City. Additionally, the Successful Proposer shall publish in a public space a marina waiting list weekly, indicating use of the marina is open to the public, subject to applicable fees and other reasonable non-discriminatory criteria, on a first -come first -served basis. 4. Ancillary Facilities The Successful Proposer may provide additional ancillary facilities and components consistent with the intent of this RFP and the principles stated in the Virginia Key Master Plan; such as, for example, a market or other facility ancillary to the Marina. The City shall have reasonable discretion to determine which ancillary uses are acceptable, subject to applicable laws, the Master Plan, and applicable restrictive covenants. 5. Virginia Key Marina Basin The Successful Proposer shall work with the City to design channel markings from the Public Boat Ramp and Dry Boat Storage facilities that encourage motorized traffic to safely navigate to and from the basin in a manner that minimizes boat wakes and is respectful of the environment as well as passive users of the basin. 6. Miami -Dade County Submerged Land Miami -Dade County is the fee simple owner of the submerged land adjacent to the Rickenbacker Causeway and Northwest of the RFP Property ("County Submerged Land"). As the Master Plan currently contemplates a potential marina expansion into the County Submerged Land, this RFP encourages the potential expansion at a later date, subject to all applicable rules and regulations. Please note that the Miami -Dade County Manatee Protection Plan delineates certain criteria for expansion; any such expansion shall be subject to all applicable laws, including the criteria specified therein. Successful Proposer interested in expanding the marina into the County Submerged Land shall be required to coordinate with the City and obtain approval for any such expansion prior to submitting a formal application with the County. Additionally, any application will require City approval. For the purposes of this RFP, Proposers should not provide designs for the potential expansion and shall not be evaluated on such expansion. Nevertheless, this RFP expressly contemplates and includes the Successful Proposer's right to such an expansion without the need for a new solicitation process if the Successful Proposer so chooses, subject to County approval as well as City Commission approval of the precise legal description, scope, design, construction, rent, fees, schedule, etc. Additionally, the below -specified redevelopment schedule shall not apply to this expansion, but shall be set by the City Commission upon approval. 7. Lease In order to be considered for the award of this RFP, the Successful Proposer must enter into a lease and development agreement with the City in substantially the form as the Lease 22 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. included herein as Exhibit "C". Additional information concerning the Lease can be found in Section III.D. below. 8. Term The Lease consists of a forty-five (45) year initial term, with two (2) fifteen (15) year renewal terms. The cumulative term, inclusive of both renewals, may not exceed seventy-five (75) years ("Lease Term"). The Project shall be planned and designated in a contiguous manner, although there may be a phased construction schedule, and therefore a corresponding phased delivery of possession. The Lease Term shall commence upon execution of the Lease. Subsequent phases of the lease shall be coterminous, i.e., run concurrently, with the initial phase. Please note, however, that rent may be deferred during construction or other negotiated arrangement subject to the below Section 9, concerning rent. 9. Rent Per City of Miami Charter Section 3(f)(iii)(B), the City of Miami may only lease waterfront property on the condition that "the terms of the contract result in a fair return to the City based on two independent appraisals." Under no circumstance may the City accept a proposal falling below the fair market value determined by the two appraisals conducted by independent state -certified appraisers. Nor shall the City accept a proposal falling below the minimum base rent established herein. The Successful Proposer's project shall be subject to a second fair market appraisal by two independent appraisers to ensure that the return to the City is equal to or greater than fair market value as required by the City Charter and Code. See also the City Charter Section 29-B for related requirements. The rent shall be inclusive of Base Rent as well as Percentage Rent. Proposals shall include a stated commitment of annual lease payments to the City in the form of a guaranteed base rent ("Base Rent") greater than or equal to Two Million One Hundred and Fifty Thousand Dollars ($2,150,000) annually PLUS a percentage(s) of gross revenues, which shall neither be adjusted nor otherwise interpreted to mean net of expenses ("Percentage Rent"). The Percentage Rent must be equal to or greater than six percent (6%) of wet slip and dry storage operations, six percent (6%) of fuel sales, and four percent (4%) sublease income or other income received by Successful Proposer from the use of the Property, and any other proposed lease payments, as well as a stated commitment to adhere to the City Charter requirement for compensation equal to fair market value. In order to ensure accurate records of revenues are maintained, the Lease shall provide that the City shall have continuous electronic access to all banking and credit card deposit information and have the right to audit occupancy monthly. Base Rent shall be increased annually by the greater of: one percent (1%) of the previous year's Base Rent, or an increase based on the amount indicated by the Consumer Price Index as of three (3) months prior to the beginning of the applicable adjustment date. In no event shall any such annual adjustment to the Base Rent result in an increase which is less than one percent (1%), or more than five percent (5%), of the Base Rent amount immediately prior to the effective date of such adjustment. Base rent shall be paid monthly in advance commencing with the Lease Date. Base rent shall be adjusted annually according to the formula outlined above. Additional rent may be applicable, as negotiated and specified in the Lease. For instance, the Successful Proposer may also be required to provide the City with the following rents, based on the contents of the submitted proposal and subsequent negotiations: (1) rent paid during 23 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. construction ("Construction Rent"), which shall be paid for the appropriate period prior to Project completion; and/or (2) rent paid to maintain lease and development rights to any parcels to be developed following the initial phase of development, if phased development is proposed ("Placeholder Rent"). 10. Referendum Requirement Per Section 3(f)(iii) of the City Charter, the Lease will not be valid until it has been presented and approved by public referendum. Lease negotiations must be substantially concluded in time to be considered by the City Commission for placement on the selected election ballot. The City together with the Successful Proposer may choose to present the Project by referendum during a scheduled election as a "piggy -back" item (estimated cost of $125,000 currently scheduled for November 7, 2017), or may choose to schedule a special election (estimated cost of $1,500,000), either of which shall be at the sole cost and expense of the Successful Proposer. The Successful Proposer shall be required to submit a One Hundred and Twenty -Five Thousand -dollar ($125,000.00) deposit for the costs of including the Project as an item on the ballot ("Referendum Deposit"). The Referendum Deposit shall be paid by the Successful Proposer upon approval by the City Commission within ten (10) days' notice by the City. Any portion of the Referendum Deposit that is not used shall be returned to the Successful Proposer. In the event additional funds are required to place the question on the ballot, the Successful Proposer shall be required to provide the same to the City within ten (10) days' notice by the City. If the voters reject the proposed transaction, the City may, in its sole discretion, elect to work with the Successful Proposer on a new referendum including negotiating changes to the Lease and development plan (which are beneficial to the City and which do not reduce the proposed benefits to the City as stated in the Proposal) or shall have the right to terminate the Project. In the event of such a termination, the Successful Proposer has no vested rights, commercial, contractual, or property rights, title or interest in the Property or to the Project, or any claim upon the City for any expenses incurred in the proposal process, and shall have no recourse against the City, its agencies, instrumentalities, officials, or employees because of the rejection by the voters. Notwithstanding the above, the City shall not be precluded from issuing a new RFP in the event the voters reject the subject Project, or if the Project is otherwise cancelled. 11. Parking Garage The Department of Off-street Parking d/b/a the Miami Parking Authority ("MPA") operates, manages, supervises, and directs all municipal parking and municipal parking facilities within the City of Miami. A municipal parking garage is intended to be built outside the Property in the area labeled on the survey as "NOT A PART" southwest of Parcel 3 ("MPA Parking"). A certain number of spaces shall be required for the patrons of the Project and for the Rusty Pelican restaurant. The Project parking requirement will depend on the size and scope of the respective Proposal as indicated in the following formula. The number of required parking spaces for the Project will be based on four (4) spaces per 1,000 square feet of retail, one (1) parking space per every five (5) boats of dry or wet storage, and eight (8) spaces for every 1,000 square feet of restaurant gross area ("Parking Formula"). The Successful Proposer shall be required to contribute to the Parking Trust Fund up to Fifteen Thousand Dollars ($15,000.00) (estimated to be approximately 50% of the cost of construction) per each space required for the overall 24 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. site proposal, as determined using the Parking Formula. Please note that a minimum of 230 parking spaces shall be required for the Project in the event the Parking Formula yields a required number of spaces less than 230. Proposers shall have the options listed below regarding the parking garage and contribution. Regardless of the option selected, on -site parking shall provide for and comply with the following requirements: (1) on -site parking shall include the required number of spaces for the Project per the Parking Formula ("Project Parking"); (2) the Rusty Pelican Restaurant shall be provided with the number of spaces specified in Rusty Pelican's lease agreement with the City ("Rusty Pelican Parking"); (3) parking shall be available to the public; (4) Project customers must be provided free parking; (5) and other requirements the City may specify (collectively the "Parking Requirements"). Option 1: The Successful Proposer shall pay into a project -specific parking trust fund ("Parking Trust Fund") an amount for construction of the MPA Parking at the time of Lease execution. The MPA will use the funds contributed to the Parking Trust Fund to construct the parking facility to accommodate the users of the Project and the Rusty Pelican restaurant. The garage shall be designed within the constraints and budget that MPA will specify. The parking contribution to be paid into the Parking Trust Fund shall be based on the above Parking Formula. The parking contribution shall be paid by cashier's check or money order and delivered to the Director of Real Estate & Asset Management, 444 SW 2nd Avenue, 3rd Floor, Miami, Florida 33130 on or before execution of the Lease. This parking garage contribution will be deposited into an escrow account whose designated use shall be applied to the Parking Trust Fund. The schedule and milestones for construction of the parking garage and retail spaces by MPA will be developed in conjunction with, and will be compatible with, the Successful Proposers development plan. Failure to pay the parking garage contribution fully and timely will be just and fair cause for the City Commission to cancel or rescind the award to the Successful Proposer who shall have no recourse against the City, its agencies, instrumentalities, officials, and employees from such cancellation or rescission. It is agreed and stipulated that timely and full payment of the parking garage contribution is an express condition precedent to the granting of and execution of the Lease. The Successful Proposer shall have no vested or reserved interest, rights, options, preferences, or security in the ownership of the MPA parking facility, other than the City's commitment that those parking spaces will be available for monthly leases for all of the commercial/retail uses incorporated within the Project, at a parking rate schedule that reflects fair market value, whose published rates will be provided to transient customers. Notwithstanding the above, tenants of the area (including the Rusty Pelican and Virginia Key Marina tenant) will be accommodated per the terms of their respective agreements. Option 2: The Successful Proposer's contribution to the Parking Trust Fund may be waived by the City if the Proposer elects to build the MPA Parking at their sole cost and expense. The City will allow the Proposer to use the parking garage contribution made by the Rusty Pelican towards the construction costs of the 25 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. parking facility. If the Proposer elects to build the MPA Parking, the parking structure must comply with the Parking Requirements, the Successful Proposer must guarantee completion, and the Successful Proposer must convey the parking structure to the City upon completion. Construction and operation of the MPA Parking must be overseen and supervised by MPA, subject to a parking development agreement to be executed by all applicable parties. Proposers may elect under this option to construct the Project on either of the following: (1) solely within the marina footprint, (2) solely within the MPA Parking footprint, or (3) on a combination of the two properties. Notwithstanding the above, the City will consider all proposals that incorporate all Parking Requirements, which convey the parking ownership to the City and operation to the MPA, and which satisfy all other regulatory and governmental obligations for the site. Please note that the investment, contribution and/or any income generated from the Parking on site shall not be considered by the Selection Committee in their evaluation of Proposals. Therefore, clarification of selected Parking option(s) is required, but is not a factor in the evaluation of the Proposals. Please also note that the MPA Parking garage is intended to be built on property deeded to the City by the County, and that such deed has certain restrictions. Use of that portion of land for the development of parking will be subject to such restrictions. A copy of the County resolution approving the deed and declaration of restrictions is included as Exhibit "G". MPA may, in its sole discretion, elect to build additional parking spaces beyond what is required for the Successful Proposer's Project and existing City and MPA parking obligations. Should the MPA choose to build additional parking spaces, the MPA will pay one hundred percent (100%) of the additional costs required for the additional spaces, as well as the cost for any ancillary uses incorporated in the parking facilities. 12. Boat Show The Proposal shall be compatible with the Boat Show. The Successful Proposer shall enter into an access agreement with NMMA. In no way may the proposed Project interfere with or affect the Boat Show, any exhibitor tents, or any of the footprint, in a manner that would diminish the amount of square footage provided to the Boat Show by two percent (2%) or more. All parking on site and other facilities shall remain open during the boat show to satisfy customers of the Project. All construction by the Successful Proposer shall be limited or paused to the extent necessary to permit access and use of the Property during the Boat Show, allowing for Boat Show exhibition space and clear walking paths to and from Boat Show exhibits. 13. Regulatory Process — Permitting & Licensing The plans for this Project will require various permits, consents, and approvals, and each Proposer to the RFP is responsible for determining which permits and approvals will be required for the construction, operation and completion of the Project. The Successful Proposer, at its sole cost and expense, shall be responsible for applying for and acquiring all required permits, licenses, contests, and approvals from all appropriate governmental agencies. Additionally, all improvements must comply with applicable building, fire, planning and zoning (as may be amended), health, and all other applicable local, state and federal requirements in place at the time of application submittal. Securing all such 26 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. approvals, consents, development permits, and similar required permissions shall be the responsibility of the Successful Proposer. The City, pursuant to all necessary reviews and approvals of design concepts, will, if necessary, provide owner sign -offs required for the Successful Proposer to obtain the appropriate regulatory permits, consents, and approvals from local, state, and federal agencies. Compliance with all legal and regulatory conditions will be strictly required. Regulatory permits may be necessary from the following agencies, including but not limited to: Miami -Dade County Department of Regulatory and Economic Resources (RER); State of Florida Department of Environmental Protection (DEP); U.S. Army Corps of Engineers (USACE); and the Federal Aviation Administration (FAA). This information is intended to help Proposers determine the applicable requirements and is not meant to be an exhaustive summary of all permits, licenses, and approvals required. 14. Redevelopment Schedule The City will require the proposed renovations/redevelopment/reconstruction to have obtained all required permits and commenced construction within thirty-six (36) months from the Effective Date of the Lease. All physical improvements for all Project components must be completed within sixty (60) months from execution of the Lease by both parties, unless the Successful Proposer applies for and receives a waiver from the City. The City, at its reasonable discretion, may grant a waiver extending the abovementioned schedule if the Successful Proposer demonstrates that: (1) it has actively and continuously pursued obtaining all required permits; and (2) the delay is a result of force majeure or a result of delays outside of the Successful Proposer's control. Notwithstanding the above, Proposals may put forward a phased development schedule wherein each indicated area of development shall become effective in phases. Phased development must be done in sixty (60) months with all building permits for the last phase in place no later than forty-eight (48) months from the Effective Date of the Lease. The City, at its discretion, may grant an extension for building permits under the following circumstances: (a) if the Successful Proposer demonstrates that in good faith and acting with due diligence was unable to obtain the required permits; (b) subject to force majeure; or as otherwise permitted by law. All development will comply with the building permit provisions of Section 29-B of the City Charter, as amended. If modifications are proposed, the Successful Proposer shall submit a full set of plans to apply for applicable building permits and any other applicable approvals within one hundred eighty (180) calendar days of the Lease Effective Date, and construction must be complete within one year of the permit approval date. The City will use its best efforts to provide alternative locations which are reasonably contiguous for the operation of the facility during renovation or redevelopment of other Project components. 15. Insurance and Indemnification Prior to execution of the Lease, the Successful Proposer shall be required to provide certificates of insurance to the City providing insurance during construction, maintenance, and management of the Project, as may be approved by the Director of the City's Risk Department, and as specified in the Lease. The City shall retain the right to amend and add to the required policies and coverages to ensure adequate coverage for the proposed Project and corresponding Lease, as required by the RFP and/or the Lease and as otherwise determined in the sole discretion of the City. The Successful Proposer shall also indemnify, save, hold harmless, and defend (at its own cost and expenses) the City, its officials, officers, 27 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. employees, agencies and instrumentalities for all actions, claims, causes of action, liabilities, damages and liabilities arising or accruing by virtue of the approval, leasehold, construction, development, redevelopment, uses, activities, actions or omissions of the Proposer, its agents, servants, representatives, consultants, and contractors relative to the proposed Project and corresponding Lease, as determined by the City Manager, the City Attorney, and the City's Director of Risk Department to the extent required to realize this requirement. The Indemnity/Hold Harmless/Duty to Defend contained in the Lease furnished by the City will not be a negotiable item and shall survive the cancellation or expiration of the Lease, as applicable. 16. Payment and Performance Bond Prior to the commencement of any construction on the Property, the Successful Proposer shall be required to provide a Payment and Performance Bond satisfying the requirements set forth by the City as well as those set forth by Section 255.05 of the Florida Statutes. The Payment and Performance Bond will be posted in an amount representing at least one hundred (100%) percent of the sum of the construction cost of the improvements. Construction costs for purposes of this Section shall mean the total cost of the Project to the Proposer as designed or specified by the architect or design/build firm including at current market rates a reasonably customary allowance for overhead and profit, the cost of labor and material, and any equipment designed, specified, selected or specially provided for by the architect/engineer or design/build firm, but not compensation to the architect/engineer or design consultants, or the costs of acquiring rights -of -way or easements or the like. 17. Proposal Security Proposers shall be required to submit with their proposals a Proposal Security equal to Twenty -Five Thousand Dollars ($25,000) by check, or otherwise provide proof the same has been submitted into an escrow account. The Proposal Security shall be subject to the terms specified in Section II.F. 18. Earnest Money Deposit Upon execution of the Lease, the Successful Proposer shall provide Seven Million Dollars ($7,000,000) by an irrevocable/unconditional cashier's check, drawn on a financial institution authorized to do business in Florida (or may do the same by wire transfer or similar means), or shall provide proof the above -mentioned amount has been deposited into a restricted escrow account. Upon commencement of construction, the Successful Proposer shall be allowed to withdraw from that fund in order to pay for the costs of construction. 19. Taxes The Successful Proposer will not be responsible for any ad -valorem taxes, sales and use taxes, or any other levies, governmental impositions, surcharges, taxes or assessments associated with the Property that are due or may be owed prior to the Lease Effective Date. The Successful Proposer will, however, be responsible for all taxes that are incurred commencing on and after the Lease Effective Date. 20. Impact Fees The Successful Proposer must pay for all impact fees related to all improvements to the Property. Impact fees by Code requirement must be paid prior to issuance of a building permit. For more information, see Chapter 13 of the City Code. 28 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 21. City's Real Estate Development Advisor/Broker The City has engaged the services of CBRE, a real estate development advisor/broker for this assignment. CBRE shall represent the City in all negotiations and the fiduciary responsibilities of CBRE exist only to and on behalf of the City. CBRE shall be entitled to a commission fee ("Commission Fee"), which shall be subject to State of Florida Contract DMS-12/13-007, as approved and adopted by the City of Miami Commission, and the provisions of the City Charter and Code. Upon execution of the Lease, the Successful Proposer shall pay the City an amount equal to the Commission Fee, which shall be determined on a cumulative and compounded basis and shall not exceed One Million Four Hundred and Seventy Five Thousand Dollars ($1,475,000). 22. Pre -Proposal Submission Conference & Site Visit The City may conduct one or more Pre -Proposal Submission Conferences and site visits on dates and times that are yet to be determined. In the event of such conference, notice of the date, time, and location shall be posted on the following website: www.virginiakeymarinarfp.com, and sent to Registered Proposers via email. Attendance at any Pre -Proposal Submission Conference and Site Visit shall be optional; however, prospective Proposers are strongly advised to attend. B. THE PROPERTY The information in this RFP is believed to be correct, but is not warranted in any manner. Proposers should independently verify factual items they deem relevant prior to response submittal. 1. Parcel Size and Components The Property is located in Virginia Key and includes approximately 26.65 acres of land, including approximately 17 acres of which are submerged lands. Visible landmarks include, to the northwest, Rusty Pelican Restaurant and to the southeast, Miami Marine Stadium. Additionally, the site offers views of the City of Miami skyline. The following addresses and folio numbers pertain to the Property: 3301 Rickenbacker Causeway 3605 Rickenbacker Causeway 3501 Rickenbacker Causeway 3311 Rickenbacker Causeway No Address 3511 Rickenbacker Causeway Folio 01-4217-000-0020; Folio 01-4218-000-0010; Folio 01-4217-000-0110 (NW Parcel); Folio 01-4218-000-0030; Folio 01-4218-000-0031; and Folio 01-4217-000-0030 (NW Parcel); 2. Existing Conditions The Property is located in Biscayne Bay designated as an Aquatic Preserve. The Project shall conform to the prescribed requirements of environmental regulations governing the Biscayne Bay Aquatic Preserves. All operations of the Project shall also conform to existing environmental regulations and permitting requirements. The Property, and its improvements, if applicable, are offered "AS IS, WHERE IS." NO REPRESENTATIONS OR WARRANTIES WHATSOEVER ARE MADE AS TO ITS CONDITION, STATE OR CHARACTERISTICS BY THE CITY, INCLUDING BUT NOT LIMITED TO ANY ENVIRONMENTAL CONDITIONS. EXPRESS WARRANTIES, IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR 29 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. PURPOSE OR USE AND HABITABILITY ARE HEREBY DISCLAIMED. Testing, audits, appraisals, inspections, etc., desired or necessary to prepare an RFP response shall be at the sole cost and expense of the Proposers. 3. Environmental The City has conducted a Phase I and Phase II Environmental Site Assessment, attached hereto as Exhibit "E". Nevertheless, Proposers may also perform their own "due diligence" inspections, including environmental site assessments, sampling and testing of the soils, sediments and groundwater, subject to such conditions and limitations as the City Manager may impose, including without limitation, requirements for supervision by the City, indemnification of the City, disposition of reports and execution of any legal documents, as the City Attorney may require. Testing, audits, appraisals, inspections, or other non-invasive studies that are necessary or desired to submit a proposal, shall be conducted at the sole expense of the Proposer, and only with prior written approval by the City. The Successful Proposer shall remove or remediate any hazardous materials that are required by law to be removed or remediated for the Project. Additionally, all marine mitigation, or other mitigation efforts required by the applicable agencies, shall be at the sole cost and expense of the Successful Proposer. Additionally, the Successful Proposers shall consider the potential impact of sea level rise while preparing development plans in order to ensure increased resilience to the rising sea levels and proper maintenance of the Property and Project. 4. Utilities Water, sanitary sewer, electric and telephone utilities are currently available on the Property. Proposers may obtain detailed plans showing underground utility installations from the City's Public Works Department, 444 SW 2nd Avenue, 8th Floor, Miami, Florida 33130. For additional information, please contact the respective utilities. The Successful Proposer shall bear the sole financial responsibility for all connection fees, design, construction, and installation costs and of any costs associated with compliance with any County or City moratorium requirements that may be in force. The City will assist in this process by providing the necessary utility and/or facility easements as lawfully appropriate. In the event the Successful Proposer wishes to relocate the existing utilities, it shall do so at its sole cost and expense. 5. Zoning The Property is zoned as CS Civic Space Zone. For more information, please review the Miami 21 Zoning Code, CS Civic Space Zone Reference Manual, attached hereto as Exhibit "B". Proposers are responsible for verifying all information concerning planning and zoning requirements with the applicable agencies and departments. Any details provided herein regarding the zoning process is for convenience only and Proposers should not rely upon them without independently verifying the same. For the purposes of this RFP, the City encourages the most innovative and most competitive proposal that utilizes best practices and complies with the Miami 21 Zoning Code CS designation,) and which are consistent with the principles stated in the Virginia Key Master Plan. Proposers should not consider zoning approvals as permit approvals, the latter of which Proposer must obtain separately for each aspect of the Project. Whenever possible, the City 30 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. agrees to assist the Successful Proposer with its permitting process, providing that municipal permit fees will not be waived or reduced. No Special Area Plan shall be allowed for this Project. Additionally, no hotels or other residential components shall be permitted. The Project shall not include any use or services not in compliance with the Miami 21 Zoning Code CS designation or any of the following large-scale commercial for -hire services: (1) boat painting; (2) transmission repairs; or (3) dry dock repairs. Small-scale and non-commercial boat painting, transmission repairs, and dry dock repairs are acceptable. Furthermore, the Project should consider and incorporate Miami 21 principles for public waterfronts and public benefits for public spaces to the extent feasible. Additional information may be found at the following links: http://www.miami21.org/final code May2016.asp http://www.miami21. org/PublicBenefits_jump .asp http://www.miami21.org/PublicBenefits ParksPublicSpace.asp http://www.miami21.org/PDFs/Appendix/Miami 21 Appendix B.pdf 6. Flood Zone A preliminary review of the Property shows that the entire Property is classified as falling within Coastal A Zone, under Flood Zone AE. All structures constructed at the Property must conform to the appropriate Flood Zone requirements. Some preliminary estimates of flood risk are included in the Coastal Risk Consulting 2016 King Tide Report included herein as Exhibit H. As previously noted, the information in this RFP is not warranted in any manner and Proposers should independently verify factual items they deem relevant prior to response submittal. C. SELECTION PROCESS AND CONTRACT AWARD 1. Administrative Review City staff will conduct an initial administrative review of the proposals received for completeness and compliance with all content requirements set forth in the solicitation ("Administrative Review"). Administrative Review may include a financial or technical analysis of the Proposals prepared or procured by the City or its agents. During this Administrative Review, City staff may contact Proposers to cure non -material, non - substantive defects in any Proposals or to clarify unclear portions of the Proposal. If notified of deficiency or request for clarification, the Proposer shall provide a written response, which must be received within five (5) business days of notification or such other time designated by the Project Manager. 2. Evaluation Criteria Proposers shall be evaluated based on the following criteria ("Evaluation Criteria"): Overall Experience and Qualifications 25 Relevant business and Project team experience in similar projects 10 Operational history reflective of capacity to meet Project goals 10 Availability of financial/business references 5 Financials and Proposed Revenues 25 Financial return to the City, including Base Rent and Participation Rent 10 31 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Financial capability 10 Reasonableness of Revenue Forecasts 5 Design & Operational Plan 25 Improved efficiencies of marina operation and site utilization 10 Aesthetics & functionality of proposed improvements 5 Effective use of site during construction/redevelopment 5 Consistency with the Virginia Key Master Plan principles 5 Resiliency & Environmental Considerations 15 Long term resiliency of the Project 5 Commitment to protection of environmental assets and history of environmental stewardship 5 Incorporation of "green" design and natural/native elements 5 Public Benefits and Local Participation 10 Benefits received by the Public 5 Participation of firms and contractors that maintain a local office 5 Based upon the Evaluation Criteria provided above, as more specifically defined in the attached Detailed Evaluation Matrix included herein as Appendix 11, the selection committee ("Committee") will evaluate, assign points, and rank proposals in accordance with the requirements of the RFP using the scoring guidelines provided by the City. The Committee shall review the Evaluation Criteria, Detailed Evaluation Matrix, and the Project Goals specified in this RFP, and rank each Proposal as to each category listed above. The Committee may further define each of the categories/criteria stated above so long as consistent with the information in this RFP. Each proposal will be reviewed to determine if the proposal is responsive to the submission requirements outlined herein. Proposals that deviate from the City's "Must", "Shall" or "Mandatory" requirements may be found non -responsive without further evaluation. The Committee members shall be appointed by the City Manager, who reserves the right to appoint voting members as well as alternates. No less than five (5) and no more than seven (7) Committee members will be appointed. The City Manager shall, where practicable, select members as follows: 1) one member who is an expert in the management of a marina but not a City employee; 2) one member from the Virginia Key Advisory Board; 3) one member from the City's Procurement Department; 4) one member who is an environmental expert; and 5) one member from the City's Planning and Zoning Department. Any other member(s) appointed by the City Manager shall be a person(s) with relevant background and expertise for this Project. Upon the City Manager's appointment of the Committee members, the list of members shall be publicly posted. The City Manager will use best efforts to publish the list of Committee members within 30 days of RFP publication. Any substantial issues or concerns with appointed members must be submitted in writing to the City Manager with a copy to the Project Manager within five (5) days of such posting. Any reappointments or substitutions shall be publicly posted. Submittal of a Proposal shall be confirmation of each Proposer's 32 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. acknowledgement that the Committee members are free of conflict or bias, and acceptance of the appointment of these Committee members. In order to eliminate skewing of the final scores, the highest and the lowest total score submitted by each Committee member for each Proposer shall be uniformly eliminated. Thereafter, the remaining values will be averaged to provide a final score for each Proposer. 3. Negotiations Negotiations will take into consideration terms most beneficial to the City (from a monetary, technical, and managerial standpoint) until an agreement acceptable to the City is agreed upon. The City reserves the right to request from the Proposers: written clarifications; non- material revisions to proposals, if deemed necessary by the City; and any supplemental information, such as additional references, deemed necessary for proper evaluation of proposals. 4. Oral Presentations The Proposers shall be required to provide oral presentations. All Proposers will be afforded the same time limits for presentations and responses to questions, so as not to place one Proposer at an advantage over any other Proposer. 5. Selection Committee Recommendation The Committee will make its final ranking and recommendation to the City Manager, based on: (1) the findings of the Administrative Review (including, as applicable, any financial or technical analysis by the City or its agents); (2) the evaluation criteria as defined in the RFP and appendices; and (3) applicable laws and regulations. Such recommendation is subject to compliance with the applicable provisions of the City Charter and Code. 6. City Manager If the City Manager accepts the Committee's recommendation, a final contract will be negotiated and the final recommendation of award, approved by the City Manager, will be presented to the City Commission for their review and approval. The City Manager or his/her designee reserves the right to (1) approve the Committee's recommendation, (2) reject the Committee's recommendation, (3) reject the Committee's recommendation and instruct the Committee to re-evaluate and make further recommendations, or (4) recommend to the City Commission that they reject any and/or all proposals. 7. City Commission The City Commission may (1) approve the City Manager's award recommendation and negotiated contract; (2) reject all proposals, and/or instruct the City Manager to reissue a solicitation; (3) instruct the Committee to re-evaluate and make further recommendations, in which case the consideration of the recommendation will be referred back to the Committee for further deliberations in accordance with any additional points or matters referenced which are in accordance with the Solicitation Criteria; or (4) instruct the City Manager to constitute a new Committee and make recommendations. All applicable Charter and Code provisions will be followed. The final decision of the City Commission shall be final action by the City. 8. Estimated Timetable The timetable for the RFP selection process is summarized below. Note that these are tentative dates and are subject to change at any time by the City. 33 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Anticipated RFP Schedule Dates Issuance of Solicitation February 17, 2017 Optional Pre -Proposal Submission Conference and Site Visit March 16, 2017 Deadline for Questions April 10, 2017 Proposal Submission Deadline May 18, 2017 Adoption of Legislation Authorizing and Directing the City Manager to Execute a Lease subject to Referendum approval TBD Referendum TBD D. LEASE The City requires that a Lease agreement ("Lease"), in substantially the attached form as in Exhibit "C" herewith, be executed upon approval ofthe Successful Proposer (or "Lessee") by the City Commission. The terms and conditions within the Lease will capture the use ofthe Property according to the parameters of the proposal and this RFP. Please note that the form lease included as Exhibit "C" is a draft that will be revised to reflect all of the requirements specified in this RFP as finally negotiated between the parties, subject to review and approval by the Office of the City Attorney. Where the terms of the form Lease included as Exhibit "C" are in conflict with the terms contained in this RFP, the terms of this RFP shall govern. The City will not consider a sale of any part of the Property. The Successful Proposer shall have no vested rights, nor any title or interest in the property or in the development proposed thereon until a Lease is fully executed, and then only in the manner stipulated therein. The Lease shall not confer on, or vest in, the Lessee any title, interest, or estate in the Property other than a leasehold interest. The Lease will be furnished by, and always under the possession, custody, and control of the City; however, the actual terms of the Lease shall be negotiated between the Successful Proposer and City staff, subject to final approval by the City Commission. Once the parties agree to the terms of the Lease, the executed Lease shall comply with this RFP. Certain clauses of the Lease shall be deemed nonnegotiable, including, but not limited to, term, revocation, insurance, indemnification, taxes and impositions, public records, compliance with RFP requirements, etc. Notwithstanding the above, Proposers may request additional terms within the aforementioned nonnegotiable clauses so long as they are consistent with the solicitation. Revisions to non- negotiable terms shall be disregarded. The City may make additional changes to the Lease prior to execution to ensure consistency with the terms of this RFP, subject to review and approval by the City Attorney. The Lease may be assigned or transferred to a third unrelated party during the lease term, subject to and at the discretion of the City, which shall not be unreasonably withheld conditioned or delayed. Such transfer or assignment may be subject to financial and operational ability of the transferee, including that the proposed transferee shall not be deemed non -responsible for the criteria specified above in Section II.G., shall comply with the various requirements specified in this RFP, and at no time shall be allowed without the consent of the City. Any such assignment or transfer prior to the fifth (5th) anniversary of the Lease Effective Date, shall require a payment to the City equal to four percent (4%) of gross proceeds from the transfer; at any time after the fifth (5th) year, a five percent (5%) payment of the gross proceeds will be due to the City upon transfer ("Transfer Fee"). The above -mentioned Transfer Fee will apply even if the transfer or assignment is to a related, subsidiary, or affiliated entity, except for those transfers made for estate or tax planning purposes or those transfers required by a lender, and for which no proceeds will be realized upon transfer, as evidenced by documents submitted to the City. Note: All 34 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. leasehold improvements shall become the sole property of the City upon the expiration or earlier termination of the Lease. Additionally, the Lease will provide a review period to confirm compliance with the RFP and other Lease requirements, including the redevelopment schedule. Proposer's failure to achieve any of the development milestones is a Lease default, unless otherwise granted a waiver by the City as specified in Section III.A.14. Such default entitles the City to claim the Deposit and the Successful Proposer's leasehold interest shall revert to the City, at the City's discretion. Further, the Lease shall provide that the City will be provided with all correspondence and material associated with the permitting process on a regular basis, including any studies and reports produced for the Project. E. BACKGROUND CHECK/DISQUALIFICATION The City will perform, or cause to be performed, a complete background check and investigation (including obtaining credit reports) of the proposing entity and its principals. Proposers shall be required to submit a non-refundable fee in the amount of Five Thousand Dollars ($5,000.00) in the form of a cashier's check or money order to cover payment of a background check and credit reports along with their RFP proposal submission ("Background Check Fee"). This shall be used to determine whether there is any information that could deem the Proposer non -responsive or non -responsible per Section II.G. In the event the cost of conducting the background and credit check exceeds Five Thousand Dollars ($5,000.00), Proposers shall be required to compensate the City for amounts paid within ten (10) days' notice from the City. Proposers must submit forms providing the City with Proposer's consent to conduct background screening on the Proposer and all Proposer's principals using the form provided in Appendix 9 along with their proposal submission. For the purposes of this solicitation, a principal shall be defined as any person, individual or entity having any ownership or major operational role in the Proposer's Project. Proposers that include as part of their team foreign nationals or foreign entities must fully comply with all of the requirements of the Patriot Act. Those Proposers who do not comply may be disqualified from further consideration in this RFP process. Once the Proposer has submitted the Registration Form (Appendix 2) together with the Registration Fee, the Proposer may provide the City with the background and credit check Consent Forms (Appendix 9) together with the Background Check Fee prior to the proposal submission deadline in order to obtain preliminary review of the proposing entity's responsibility. Upon receipt of the requested documents and fees, the City will review and provide its preliminary determination within two (2) to three (3) weeks, subject to reasonable delays. Preliminary determinations of responsibility shall be provided by way of public posting on the RFP website located at www.virginiakeymarinarfp.com. Please note that any responsibility determination provided to Proposers is preliminary based on the information provided by Proposer, and may be changed in the event additional information is revealed at a later date. The City reserves the right to deem a Proposer non -responsible for any of the criteria specified in II.G. 35 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. IV. TECHNICAL SPECIFICATIONS A. MINIMUM PROPOSAL REQUIREMENTS & FORMAT PLEASE NOTE: THE SUCCESSFUL PROPOSER SHALL DEVELOP THE PROJECT PROPOSAL IN A MANNER THAT CONSIDERS AND COMPLIES WITH ALL OF THE REQUIREMENTS SPECIFIED THROUGHOUT THIS RFP. Proposers shall be required to submit a Proposal that includes all of the minimum proposal requirements specified below at the date of Proposal submission. Proposals shall be deemed responsive if they meet and provide the minimum proposal requirements below ("Minimum Proposal Requirements). Additionally, the City may issue requests for clarification or may request additional information from the Proposers. Proposers shall submit responses in a bound format with tab dividers separating each section. A minimum font size of 10 point, 1 inch margins, and single spacing shall be utilized on all text documents submitted. There shall be submitted one (1) original, eighteen (18) bound copies with tabs, one (1) unbound copy without tabs for possible duplicating needs and one (1) electronic copy submitted on CD, DVD, or Flash Drive. All required drawings shall be submitted in the scale herein specified. The Proposer must submit copies of all required drawings reduced proportionately to an 11" x 17" format. The reduced drawings shall also be submitted electronically and may be used on the City's website to inform the community about the proposals. No boards shall be accepted as part of the Proposal submission, but may be used at a later date for presentation purposes. Proposers shall utilize the following outline to prepare their proposals, adding tabs and sub -tabs as needed. 1. COVER PAGE The cover page shall include the Proposer's name; Contact Person; Firm's Liaison for the Contract; Primary Office Location; Local Business Address, if applicable; Phone and Fax Numbers, as applicable; Email addresses; RFP title and RFP number. 2. TABLE OF CONTENTS Table listing, in sequential order, the location of all contents, including required response forms, charts, illustrations, and additional enclosures. All pages of the Proposal, including enclosures, shall be clearly and consecutively numbered, consistent with the Table of Contents. 3. EXECUTIVE SUMMARY Summarize the proposal providing an overview of the proposal submission. 4. VISION, GOALS, AND OBJECTIVES OF PROPOSED PROJECT Summarize the vision, goals, and objective of the proposed Project. 5. COMMUNITY BENEFITS Summarize the range and quality of any programs to be offered as a benefit to the local community, including the number of potential jobs to be created and the considerations made to protect the environment. 6. REDEVELOPMENT SCHEDULE Proposers shall include renovation/redevelopment schedules for the leasehold improvements which take into account the commencement dates required by the City and delineates the 36 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. renovation or redevelopment of each component. The Proposal shall include a narrative accompanied by a graphic timeline or schedule detailing all phases of the development including developer due diligence, planning and design, permitting, construction, and operations. The schedule must include an explanation of how the phasing of the Project was determined and a projection of the Project completion time required following the development team receiving control of the site. 7. PROJECT PLAN The Project plan shall consider all of the principles, guidelines, and requirements specified in this RFP, as well as the principles stated in the Virginia Key Master Plan. A team of specialized, registered design professionals shall prepare the Project plan. Additionally, please note that any material changes to the original Project plan made after Miami City Commission approval of the lease and development agreement shall be subject to input from the Virginia Key Advisory Board and final approval from the Miami City Commission. The Project plan shall include: (a) Narrative Description of the proposed Project plan: Proposer must include a detailed development plan for the marina and boatyard, restaurant, ship's store and all other components of the Project. Proposers must also specify how they plan to manage the site and maximize revenue through optimized slip management, restaurant patronage, and all other revenue -generating facilities on the Property. Additionally, Proposers must identify how they plan to accomplish the various components required by this RFP, taking into account the various Evaluation Criteria specified in Section III.C.2. (b) Site Program Analysis, including. • Overall site development including improvements, and surrounding modifications to the Property. • Number and use(s) of building(s), and respective square footages (both gross and rentable). • Number, type, size, construction and description of proposed operations by category. • Number of wet and dry slips (including total linear feet of each type specified). • Architectural features. • Permitting and environmental issues. • Features incorporated in light of environmental concerns, including protections for adjacent critical habitats and sea level rise. • Parking solutions or agreements. • Traffic Plan. • Sewage Plan. • Pollution Control Plan. • Storm Water Management and Hurricane Plan. (c) Conceptual renderings of overall site as well as from within the Project, illustrating: • Context. • Building Height. • Architectural Features. • Signage. 37 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. (d) Proposed Project Site Plan The Site Plan should illustrate the relationship and connectivity of the proposed Project to adjacent roadways, residential or commercial neighborhoods, Virginia Key, and the general area. The Site Plan should also identify the location of all the following: • Land/Space Uses. • Building Location. • Pedestrian Access. • Parking areas. • Landscaping. • Lighting. (e) Wet Slip Configuration: Proposer shall also include a conceptual configuration of the wet slips within the marina, identifying the length of each slip. (f) Construction Plan: Proposer shall construct and operate the Project at the Proposer's own risk without benefit of financial guarantees from the City. Nevertheless, the City has an obligation to its residents to ensure that the Project is completed, or failing that, that the Project not be abandoned after commencement. Accordingly, the Proposer shall describe the terms and conditions it proposes to ensure construction and operation of the Project. 8. OPERATIONAL PLAN The Proposer shall provide a brief narrative on the Proposer's plans for the management and operation of the proposed Project during the Lease Term, including as applicable, a description of services to be provided, number and type of employees to be hired, hours of operation, etc. 9. MARKET ANALYSIS AND ECONOMIC FEASIBILITY Proposals shall include the following information, providing an understanding of their likely market and economic feasibility: • A market analysis sufficient to establish the market support for this type of facility and other proposed uses, based upon analysis of demand generators, competitive supply, market pricing, competitive position, and anticipated market share/capture. • A projected development schedule. • An analysis of projected revenues and operating expenses broken out for each major component covering at a minimum the first fifteen (15) years of operation. • A written statement indicating the total dollar amount to be spent on permanent physical improvements to the Property, if any, including building improvements, site improvements and equipment purchases associated with the Project, as well as that required for all start-up costs and initial operating expenses. The development/renovation cost estimates shall be itemized to include significant line items within the major categories of hard, soft (including pre -development fees), and financing costs, and allocated by Project component, building and phase, as applicable. 10. FINANCIAL FEASIBILITY Proposals shall include a detailed financial feasibility and cash flow analysis. The financial feasibility of the Project shall be presented in a fashion to enable a clear understanding of the financial inflows and outflows of the projected revenues and any other financial returns over a 38 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. projected fifteen (15) year period. The analysis should include projected profit and loss runs, including revenues, operating expenses, development costs, debt service, etc., and an integrated financial cash flow projection showing the phased renovation, building, and completion schedule. Proposers must include a fifteen (15) year pro -forma in excel spreadsheet format including formulas. The pro -forma should include individual line items that support all proposed/projected revenues and expenses, inclusive of line items for gross slip revenue, gross marina operation revenue other than slip revenue, gross ship store revenue, gross fuel revenue, gross revenue from any other proposed income streams, individual line items associated for each of the corresponding percentage revenue calculations that apply to these revenue sources and are to be paid to the City, and all expenses. Please note that, for the pro -forma and other financial projections required by this RFP, NPV shall be discounted at five percent (5%). Gross revenue shall be defined as the total of all revenues, rents, income and receipts, received by Proposer from any person whomsoever (less any refunds) of every kind derived directly or indirectly from operation of the Property, including without limitation, income from both cash and credit transactions. 11. FINANCIAL PLAN a) Financing Plan Proposals shall include a description of the total estimated cost of construction and corresponding financing plan for the Project, including a description and estimate of all sources of construction and permanent debt and equity funds to be used in the Project. Estimated total construction costs should not be materially different than proposed unless as a result of unknown on -site conditions that are not readily observable or discoverable. Proposers shall ensure that target returns and other financing considerations are presented. The City reserves the right to further evaluate and/or reject financing commitments when the term, the identity of the financing source or other aspect of such financing is deemed not in the best interest of the City or the Project. b) Infrastructure Cost Estimate Proposers shall prepare and submit estimates of the initial infrastructure costs of the Project. The estimates shall be complete in that no cost elements are excluded, realistic in that quantities and prices used in developing the estimate reflect actual market level or best estimates of future price levels and credible in that the estimating methodology used is consistent with applicable industry standards and practices. For the purposes of this requirement, "infrastructure costs" shall mean all costs associated with roads, utilities such as water, sewer and electricity. c) On -Going Capital Infrastructure Costs This section shall include all elements or components of the capital assets that require future expenditures beyond normal maintenance, or replacement at the end of their economic life that are expected to occur within the Lease Term, including for example all costs associated with ensuring resiliency of the various components of the Project. Please note the preference to incorporate a resilient design with considerations made for sea level rise in order to provide structures with a longer anticipated economic life. Along with each element of on -going capital costs, Proposers shall estimate the corresponding contingency allowance with the estimate for each cost element. The Successful Proposer shall be required to contribute one percent (1%) of gross revenues to a Capital Infrastructure Escrow Account (per defined escrow requirements) to fund on -going capital infrastructures 39 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. costs. d) Operation and Maintenance Proposers shall describe in detail all sources of operations and maintenance funds for the Project. No government: funds, subsidies, credit enhancements, loans, loans guarantees, or other governmentally sponsored financial mechanism shall be proposed for the operation or maintenance of the Project. 2. FINAL RETURN TO THE CITY The Proposer shall provide a base rent to the City equal to or greater than Two Million One Hundred and Fifty Thousand Dollars ($2,150,000) annually, PLUS percentage rent equal to or greater than six percent (6%) of wet slip and dry storage operations, six percent (6%) of fuel sales, and four percent (4%) sublease income or other income received by Proposer from the use of the Property and periodic escalators. The City expects fair market value to be achieved from the escalating minimum guaranteed base rent, with percentage of gross revenues and any additional proposed rents providing the City with a share of the Project's financial upside. Proposals shall detail other financial benefits to the City such as estimated property taxes, and other non -financial benefits such as new jobs created. Please also note additional details regarding rent specified in Section III.A. 3. EXPERIENCE AND QUALIFICATIONS The Proposer shall provide details on the proven record of accomplishment, qualifications and experience of the key persons involved in the management and operations of the proposed business ("Business Team") and the key persons to be involved in the remodeling, renovation or build -out of any proposed improvements ("Development Team"). Proposers are required to assemble the requisite expertise, experience, financial and management capability to meet the below -mentioned threshold qualifications. As such, where applicable, these qualification requirements shall be applied to the Proposer's team as a whole, in a manner that is commensurate with each members' allocation of responsibility. The City has identified the following factors that shall serve as threshold qualifications for this RFP process. The Proposer must meet the threshold qualifications outlined below in Subsections a) through c), and include as evidence of its qualifications the information required by Subsections d) through h): a) Experience: • At the time of submission, Proposer and/or its principals shall possess and have experience directly managing and/or operating a project of this scope and size within the last fifteen (15) years; OR • Proposer and/or its principals shall possess and have a minimum of any five (5) years of experience directly involved in the ownership and day-to-day operation of a project of this scope and size within the last ten (10) years. b) At the time of submission, Proposer and/or its principals, must have played a leading role or must have had principal responsibility or other demonstrated experience in the successful design, remodeling, renovation and build -out of a project(s) of similar size and complexity as the Project and uses proposed. c) Proposer and/or its principals must have had experience with the successful financing of at least one (1) project of similar size or greater. 40 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. d) Proposer must provide resumes as well as a summary of the credentials and experience of the persons to be used to qualify the Proposer for this RFP, including each of the Proposer's principals as well as each member of the Proposer's Business Team and Development Team. e) Proposers must provide sufficient funds to conduct a background check as required by Section III.E., and the Proposers must be deemed by the City to be both "responsive" and "responsible" pursuant to Section II.G. f) Proposers must provide contact information for three (3) business references for each principal, and at least one (1) financial reference, including contact names, company and/or project names and contact telephone numbers of individuals who can attest to the projects with which the individual has worked. g) Proposers shall also provide evidence of financial wherewithal or financing from a financial institution either on a reference letter or Letter of Commitment, either of which must be attached as part of Appendix 3, showing the Proposer's capacity to develop, maintain, and operate the proposed business operations. The financial reference letter or Letter of Commitment must be on the financial institution's letterhead stationery. h) Proposers must comply with the background check requirements in Section III.E. and submit executed consent forms for the Proposer and each principal on the applicable entity and individual consent forms attached hereto as Appendix 9. 4. PROPOSAL ATTACHMENTS (A) RFP Registration Form & Fee: Complete Registration Form attached hereto as Appendix 2 and pay the applicable fees associated with this RFP, including: (i) A non-refundable Registration Fee equal to One Hundred and Fifty Dollars ($150); (ii) A background check Fee equal to Five Thousand Dollars ($5,000); (iii) A Proposal Security equal to Twenty Five Thousand Dollars ($25,000); and (iv) Other fees shall be due after submission, on dates specified throughout this RFP a. Referendum Deposit — Due upon request after City Commission approval; b. Earnest Money Deposit — Due upon Lease execution; c. Parking Garage Contribution, as may be applicable — Due upon Lease execution; d. Commission Fee — Due upon Lease execution. (B) RFP Submission Form: Complete to its entirety the RFP Proposal Submission Form attached hereto as Appendix 3. Please note that a "responsible proposal" is one that has the capability in all respects to fully perform the requirements set forth in the proposal and the proposed Lease. A "responsive proposal" is one that conforms in all material respects to the Minimum Proposal Requirements of this RFP. Any missing information may result in the disqualification of the Proposal as non -responsive. (C) Business Team Qualifications: Complete the Business Team form included as Appendix 4. Resumes should be provided for all members of the Business Team. (D) Development Team Qualifications: Complete the Development Team form included as Appendix 5. Resumes should be provided for all members of the Development Team. 41 THIS DOUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. (E) Certifications: Complete the appropriate Certification of Authority attached in Composite Appendix 6. (F) Disclosure/Disclaimer: Complete the Proposer's Disclosure/Disclaimer attached hereto as Appendix 7. (G) Consent Forms: Complete the Consent Form attached hereto as Appendix 9. (H) Non -Collusion Affidavit: Complete the Non -Collusion Affidavit attached hereto as Appendix 10. (I) Proposer's Organizational History/Structure and Chart: In a narrative form, please describe the Proposer's organizational and business history and explain why the Proposer's background makes it ideal for this opportunity. Please also provide a visual representation in the form of an organizational chart. (J) Redlined Lease Agreement: Incorporate proposed revisions to the Form Lease Agreement provided as Exhibit C. (K) Additional Information: Proposer may provide any additional information to describe the Proposer's proposed Project or capability to implement the Project. B. DEADLINE FOR RECEIPT OF INFORMATION/ CLARIFICATION Pursuant to the Cone of Silence, any request for additional information or clarification must be received in writing no later than 2:00 p.m. on April 10, 2017. Interested individuals ("Proposers") may e-mail or fax their requests to the attention of, Jacqueline Lorenzo, Property Management Specialist ("Project Manager") at the City of Miami, Department of Real Estate and Asset Management at E-mail: jlorenzo@miamigov.com and Fax No.: (305) 400-5197. C. RECEIPT OF RESPONSES Provide one (1) original and eighteen (18) bound copies with tabs of the signed and dated proposal, one (1) unbound copy without tabs for possible duplication needs, as well as one (1) electronic copy submitted on CD-ROM or Flash Drive accompanied by the required documentation to the Office of the City Clerk, Attn: Todd B Hannon, 3500 Pan American Drive, First Floor, Miami, Florida 33133 no later than 2:00PM on May 18, 2017. Responses must be clearly marked and labeled on the outside of the envelope/package as "Virginia Key Marina RFP No. 16-17-011" Failure to submit a Response by the due date and time, and at the location specified above, shall result in automatic disqualification. 42 SUBSTITUTED THIS DOCUMENT IS A SUBSTITUTIO TO ORIGINAL. BACKUP ORIGINAL CITY OF MIAMI, FLORIDA CAN BE SEEN AT THE END OF T . DOCUMENT. INTER -OFFICE MEMORANDUM TO: Honorable Mayor and DATE: February 6, 2017 Members of the City Commission FROM: Daniel J. Alfonso City Manager SUBJECT: Substitution for RE February 9 Com ion Agenda REFERENCES: ENCLOSURES The Office of the City Manager respectfully requests that the f. wing item be substituted in the February 9 Commission meeting agenda: Item RE.1 - A•.royal the Vir• inia Ke Marina RFP. Please substitute the exhibit that is attached to the legislatiwith the one that is enclosed herein. C: Alberto Parjus, Assistant City Manager Daniel Rotenberg, Director of Real Estate and A Anna M. Medina, Agenda Coordinator t Management ,13q1T- Hbt- - -&)b (Cc ozloQ, (ig-) SUBSTITUTED HIS DOCUMENT IS A SUJTI ' TION TO ORIGINAL. BACKUP ORI AL CAN BE SEEN AT THE END THIS DOCUM NT. REQUEST FOR PROPOSALS (RFP NO. 16-17-011) FOR LEASE OF CITY -OWNED WATERFRONT r ' OPERTY FOR MARINASIRESTAURANTISHIP'S 1 RE USES LOCATED AT VIRGINIA KEY MIAMI, FLORI RFP Distrib d By: CITY OF MIAMI DE ' { RTMENT OF REAL ESTATE AND ASSET MANAGEMENT ISSUE DATE: FEBRUARY 17, 2017 PROPOSALS DUE DATE: MAY 18, 2017 SUBSTITUTED THIS DOCUMENT IS A SUBSTITUT TO ORIGINAL. BACKUP ORIGIN CAN BE SEEN AT THE END OF IS DOCUMENT. February 17, 2017 Ladies and Gentlemen: Cap of The Department of Real Estate and Asset Management ("D' .AM") for the City of Miami ("City") does hereby issue the attached Request for Proposals P") for the development and [ease of prime waterfront property located in Virginia Key, Flor . The goal of this RFP is to create a vibrant recreational marina and restaurant destination wit! ancillary ship's store facility for City residents, guests, and visitors. Please review the detail - the RFP below. As described herein, the vision of this RFP is e.lp implement major components of the Virginia Key Master Plan. The Successful Proposer ill be entering into a long-term lease with the City for approximately 26.65 acres (includin dplands and submerged land) of waterfront property located at 3301, 3605,. 3501, 3311, & 35 Rickenbacker Causeway, Miami. Florida, and more specifically shown in the survey and lega seription included as Exhibit A ("Property"). The City hereby requests that Pro ers submit a proposal package including all of the items required by this RFP. This RFP c ains information regarding the Property, submission requirements, and selection procedures areftrlly review all enclosed documents. Proposals must comply with all submission requireni as well as all applicable legal and regulatory requirements in order to be eligible for considerat . All information and materials submitted will be thoroughly analyzed and independently veri 1. Proposals must present a definitive and detailed build -out program, completion schedule. uncial plan, design, and proposal responding to all requirements of this RFP to form the basis ' evaluation and selection by the City. Proposals mtrst h slivered to the Office of the City Clerk (First Floor Counter), City Hall, 3500 Pan American •e. Miami, Florida 33133, by 2:00 PM, on May 18, 2017. Late or incomplete proposal ill not be considered. A list of all Proposers will be made public the following day. Th 2ccessfuI proposal will be subject to the requirements of all applicable laws, including. but not lilted to, the laws of the State of Florida, Miami -Dade County, and the Charter and Code of th ity. On behalf of the City of Miami Mayor and Commissioners, I welcome responsive a esponsible proposals that will realize the full potential of this prime real estate location. Since niel J. Alfonso ity Manager SUBSTITUTED THIS DOCUMENT IS A SUBSTIT ON TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END • HIS DOCUMENT. TABLE OF CONTENTS I. EXECUTIVE SUMMMARY II. GENERAL TERMS AND CONDITIONS Ill. SPECIAL CONDITIONS A. PROPOSED PROJECT B. THE PROPERTY C. SELECTION PROCESS AND CONTRACT A WARD D. LEASE E. BACKGROUND CHECK/DISQUALIFICATION IV. TECHNICAL SPECIFICATIONS A. PROPOSAL REQUIREMENTS & FORMAT B. DEADLINE FOR RECEIPT OF INFORMATION LARIFICA TIQN C. RECEIPT OF RESPONSES EXHIBITS & A NDICES EXHIBIT A LEGAL DESCRIPTION & RVEY EXHIBIT B MIAMI 21 ZONING C : CS CIVIC SPACE EXHIBIT C DRAFT LEASE & D' ELOPMENT AGREEMENT EXHIBIT D VIRGINIA KEY s STER PLAN EXHIBIT E. ENVIRONME AL SITE ASSESSMENTS EXHIBIT F VIRGINIA MARINA DEEDS EXHIBIT G COUNTY ARKING GARAGE DEED EXHIBIT I —I COAS"' RISK CONSULTING 2016 KING TIDE REPORT EXHIBIT I CB FEASIBILITY STUDY & LAMBERT PEER REVIEW APPENDIX 1 P NO. 16-17-011 CHECKLIST APPENDIX 2 REGISTRATION FORM APPENDIX 3 RFP PROPOSAL SUBMISSION FORM APPENDIX 4 BUSINESS TEAM EXPERIENCE APPENDIX DEVELOPMENT TEAM EXPERIENCE APPEND 6 ENTITY CERTIFICATE OF AUTHORITY APPE i IX 7 DISCLOSURE/DISCLAIMER FORM AP DIX 8 INSURANCE REQUIREMENTS ENDIX 9 CONSENT FORMS APPENDIX 10 NON —COLLUSION AFFIDAVIT APPENDIX 1 1 DETAILED EVALUATION MATRIX 3 SUBSTITUTED THIS DOCUMENT IS A SUBSTI ' ION TO ORIGINAL. BACKUP ORI AL CAN BE SEEN AT THE END THIS DOCUMENT. REQUEST FOR PROPOSALS VIRGINIA KEY MARINA (REP No. 16-17-011) I. EXECUTIVE SUMMMARY Project: Location: The City is seeking responsive proposals from qualified r posers willing to plan, redesign, construct, renovate, redevelop, lease, mana nd operate a mixed -use waterfront facility including, but not limited to, a nr a. boatyard, dock master's office, ship's store, dry storage, wet slip dock nd at least one restaurant ("Project••). 3301, 3605, 3501, 331 1, & 351 1 Rickenbac Causeway, Miami, Florida, shown respectively as Parcels 1. 2, and 3 on the vey included herein as Exhibit "A•• ("Property"). Property Size: Approximately 26.65 acres, includir ipland and submerged land property. The submerged land is estimated to be =roximately 17 acres. Zoning: Condition of Property: The Property and its ' rovements are offered in "AS IS, WHERE IS" condition by the City. No .resentations or warranties whatsoever are made as to its condition, state characteristics. EXPRESSED WARRANTIES AND IMPLIED W • NTIES OF FITNESS FOR A PARTICULAR PURPOSE OR USE A " HABITABILITY ARE HEREBY DISCLAIMED. IMPLIED WARRA ES OF MERCHANTABILITY, SUITABILITY, AND/OR FITNES FOR A PARTICULAR PURPOSE ARE HEREBY DISC MED. No representation whatsoever is made as to any environmental. surfa , subsurface, water or soil matter or condition. Development capacity and pro, . m for this site are regulated by the City of Miami Comprehensive Neighbor!' Plan and the Miami 21 Zoning Code. The applicable zoning designatis CS Civic Space Zone according to the Miami 21 Zoning Code. Taxes, Impositions: State App, aI: T Proposer selected ("Successful Proposer") is responsible for all taxes, levies. vernmental impositions, surcharges and assessments due or assessed on the roperty. The Successful Proposer shall be required to pay for any survey(s), site plans, permits, or other application fees required for the implementation of the Project. The Successful Proposer shall be responsible for payment in lieu of taxes ("PILOT") during the term of the Agreement in the event the Property becomes exempt from ad valorem real estate taxes. The City -owned submerged lands included in the Property are subject to a "N4unicipal Purpose" deed restriction provided by the State of Florida Board of Trustees of Internal Improvement Trust Fund ("TIITF"), The T1ITF deed is included in Exhibit "F" of this RFP. As a condition precedent of the Lease, the City will seek a finding of municipal purpose or (if applicable) a waiver of the deed restriction for the use of the submerged lands. The Successful Proposer shall bear all costs. fees, waiver payment fees, and/or any other required payments to the State in association with the State approval process. The Successful Proposer shall 4 SUBSTITUTED THIS DOCUMENT IS A SUB TITUTION TO ORIGINAL. BACKUP • GINAL CAN BE SEEN AT THE - • OF THIS DOCUMENT. Master Plan: fully cooperate in the state approval process, if applicable, as r Bested by City and/or the State. The Miami City Commission has adopted an area -wide Ma Plan that sets forth a global development vision for Virginia Key ("Master P "). It is the intent of this RFP to encourage an integrally planned and desi d development for the Property that is both consistent with, and substantially r Beres to, the Master Plan to the extent permitted by applicable law. Please not at adherence to the Master Plan does not require adherence to the pictorial d n provided therein. Rather, emphasis shall be made on substantial compliai with the principles adopted in the Master Plan. The Master Plan is included I ° in as Exhibit "D" Comprehensive Plan: The City has adopted, pursuant to the regt rents of State and Local Laws, the Miami Comprehensive Neighborhood Pi ("MCNP"), as amended. The Future Land Use Map ("FLUM") of the MC classifies this Property as Public Parks and Recreation, Lease: Lease 1-erm: Rent Requirements: ng Contribution: The lease agreement included her as Exhibit "C" ("Lease") shall be executed following the award of this RFP ertain provisions of the Lease shall remain non- negotiable. including. but not cited to, items specifically required by this RFP, as well as lndemnificati❑ Iold Harmless, Duty to defend, Insurance, and Guarantees, The Lease consists of arty -five (45) year initial term. with two (2) fifteen (15) year renewal terms. ' c total term, inclusive of both renewals, may not exceed a total ofseventy-fiv 5) years ("Lease Term"). The Project shall be planned in a contiguous many , although there may be a phased delivery of possession. The Lease Term shcommence upon execution of the Lease. Subsequent phases of the lease shal in concurrently with the initial phase. RFP resp es shall include a minimum base rent equal to or greater than Two Million ree Hundred and Fifty Thousand Dollars ($2,350,000) annually ("Base Rent" ornmencing on the first anniversary of the Effective Date of the Lease and each anniversary thereafter during the initial Term, the per annum Base R- amount shall be adjusted to the greater of: an increase by one percent (1%) he previous year's Base Rent, or an increase based on the amount indicated by e Consumer Price Index as of three (3) months prior to the beginning of the applicable adjustment date. In no event shall any such annual adjustment to the Base Rent result in an increase that is less than one percent (1 %), or more than Five Percent (5%), of the Base Rent amount immediately prior to the effective date of such adjustment. Additionally, Proposals must provide that the City shall receive a percentage rent equal to or greater than (6%) of wet slip and dry storage operations, six percent (6%) of fuel sales, and four percent (4%) sublease income or other income received by Successful Proposer from the Project ("Participation Rent"). Additional rent may be applicable, as negotiated and specified in the Lease. Successful Proposer shall contribute a minimum of three million four hundred and fifty thousand ($3,450,000.00) dollars to the construction of an adjacent municipal parking garage. Actual contribution amount shall he based on the Parking 5 SUBSTITUTED THIS DOCUMENT IS A SUBST TION TO ORIGINAL. BACKUP ORIAL CAN BE SEEN AT THE EN ► •F THIS DOCUMENT. Formula, as defined below. Alternative arrangements for parking e available, including the potential waiver of the above -mentioned parkin contribution, subject to additional restrictions specified below. Earliest Money Deposit: The Successful Proposer shall provide an irrevocablehrn ditional Cashier's Check, drawn on a financial institution authorized to do siness in Florida (or may do the same by wire transferor shall provide proof t .claw amount has been deposited into a restricted escrow account), providin +r Seven Million Dollars ($7,000,000), which shall be due upon execution oft ease. Letters of cred it will not be accepted as a substitute security. Referendum Deposit: Section 3(f)(iii) and 29-B of the Charter of tl City of Miami requires that any lease that the City Commission approves pt iant to this RFP shall not be valid unless approved by public vote through ferendum process ("Referendum"), currently scheduled for November 7. 2 . . The Successful Proposer shall pay a one hundred and twenty-five thousan c,llars ($125,000.00) deposit in order to place the lease terms on the ballot approval (``Referendum Deposit") After receiving approval by the City Co r ssion, any unused portion of the Referendum Deposit, after deducting all cos or the Referendum, shall be returned to the Successful Proposer. In the - nt additional funds are required to place the question on the ballot (i.e., to count for increased costs of printing or other costs irnposed), the Successful Pr oser shall be required to promptly pay the additional funds to the City withir n (10) days' written notice. Failure to do so will disqualify the Proposer orn further consideration_ Letters of credit will not be accepted as a substitu ecurity. Wet & Dry Storage: Access Road: Public Boat Boat 4V; The marina shall vide the most efficient and cost effective number and size of dry storage rac nd wet slips in Tight of market conditions. The size and number of all wet sli' shall be subject to all applicable laws, rules and regulations, including, b not limited to, permitting, aquatic preserve limitations, and other regulatory -quirernents. No wet slips shall be allowed in the historically- designa marine basin, as further clarified below. The ccessful Proposer shall either: (1) preserve and maintain the access road in ated as Parcel 2 in the survey attached as Exhibit "A"'; or (2) provide for and struct, subject to applicable permits and other regulatory approvals, an ternative access road in a substantially similar vicinity as that indicated as Parcel 2 in the survey attached as Exhibit "A". The public, including the agents, employees, and invitees of the adjacent Rusty Pelican Restaurant. shall be freely afforded and granted access to, over. and across the above -mentioned access road. The Successful Proposer shall be required to plan, design, permit and construct a public boat ramp and floating dock on the Property to the northwest of Miami Marine Stadium as an additional component of the Virginia Key Master Plan. The Successful Proposer shall allow the National Marine Manufacturer's Association (-MAMA") boat show event ("Boat Show") access and use a portion of the Property annually during the seven (7) days of the Boat Show, inclusive of President's Day weekend. The Successful Proposer shall also accommodate the Boat Show during the three (3) week set up period and the two (2) week tear down period for a total not to exceed six (6) weeks. This restriction shall be coterminous 6 SUBSTITUTED Registration Fee: Proposer Entity: Background Check: Pre -Proposal Conference and Site Visit: THIS DOCUMENT IS A SUBSTI ' TION TO ORIGINAL. BACKUP ORI AL CAN BE SEEN AT THE END THIS DOCUMENT. with the Lease for as long as the Boat Show is held at Virginia Ke even if the Boat Show is held elsewhere but later returns to Virginia Key di g the Lease Term. Only those Proposers who have registered can participate. registration as an official Proposer prior to bid submittal, and to receive a plete RFP package and RFP addenda as they are published, Proposers must .mit a non-refundable fee of$150.00, in the form of a cashier's check, money der, or official certified bank check. payable to the "City ofMiami", delivere' . the Registration Contact specified below (Registration Fee"). At the time of submission of the RFP response, e Proposer must be a business entity (Le., Partnership, Limited Liability C" pany, Corporation, etc.) already authorized to do business in the State of Flo _. Miami -Dade County and the City of Miami under the Proposer entity's le• name. Any principal(s) included in Appendix 3 (RFP Proposal Submis Form'') may not be substituted or withdrawn from participation after th ,ubmission Date unless the City Manager specifically authorizes in writing a r lest for substitution. Each Proposer, including the pri pals thereof. and/or its assigns, shall be subject to a background and credit eck, which may be necessary to determine responsibility and responsiv- ss to all items required by this RFP. The City may conduct "re -Proposal Submission Conference and Site Visit on a date and time that is to be determined. In the event of such Conference, notice of the date, tirne, d location shall be posted by Addendum and sent to all registered propos Registration Contact: Kimberly Bal s CBRE Pu. Institutions 200 East Olas Blvd., Suite 1620 Fort La rdale, Florida 33301 T:(95 331-1719 E: k aerlv.balkusici�cbrc.com Project Manager: Proposal D ■ate and Loca queline Lorenzo ity of Miami I Real Estate and Asset Management 444 SW 2nd Avenue, 3rd Floor Miami. Florida 33130 T: (305) 416-1426 E: jlorenzo ii'rniamigov.com May 18, 2017, 2:00 P.M. Office of the City Clerk, City of Miami City Hall 3500 Pan American Drive, First Floor Counter Miami, FL 33133 SUBSTITUTED Ii. GENERAL TERMS AND CONDITIONS A. Definitions 1. Bid/Proposal — shall refer to any offer(s) submitted in response to this soli . tion. 2. Bidder/Contractor/Proposer— shall refer to anyone submitting a Propo in response to this sol is itation. 3. Bid Solicitation or Solicitation --shall mean this solicitation docume tion. including any and all addenda, 4. Solicitation Submittal Forms — must be completed and submitt- with the Proposal. 5. City - shall refer to the City of Miami, Florida 6. DREAM — shall refer to City of Miami Department of Real ` ate and Asset Management. 7. Registered Vendor— shall refer to a firm that has submitt a complete Registration Form. 8. Successful BidderfProposer— shall mean the Proposer ecommended for award. THIS DOCUMENT IS A SUBST TO ORIGINAL. BACKUP ORI CAN BE SEEN AT THE EN TION AL F THIS DOCUMENT. B. Instruction to Bidders 1. Bidder Qualification and Registration It is the policy of the City to encourage full and ocompetition among all available qualified vendors. To be eligible for award of a contr t, Proposers roust register by submitting a completed Registration Form and providing e of one hundred and fifty dollars ($150) in the form ofa cashier's check, money order, or r c ial bank check, payable to the "City of Miami". 2. Public Entity Crimes To be eligible for award ofa contract ins wishing to do business with the City must comply with Section 287.133(2)(a) of the Fly da Statutes, which provides that a person or affiliate who has been placed on the convicted ndor list following a conviction for a public entity crime may not submit a Proposal on , ontract to provide any goods or services to a public entity, may not submit a Proposal on ontract with a public entity for the construction or repair of a public building or public wo , may not submit Proposals on leases of real property to a public entity, may not be aware or perform work as a contractor. supplier, subcontractor, or consultant under a cont t with any public entity, and may not transact business with any public entity in exces the threshold amount provided in Section 287.017 of the Florida Statutes, for CATE Y TWO, as defined by Section 287.017(2) of the Florida Statutes. for a period ofthirty-s' 36) months front the date of being placed on the convicted vendor list. 3. Request for Ational Information Con Silence: Pursuant to Section 18-74 of the City Code, all Bid Solicitations, on advertised and until an award recommendation has been forwarded to the opriate authority, are under the "Cone of Silence". Any communication or quiries, except for clarification of process or procedure already contained in the Solicitation. are to be made in writing to the attention of the Project Manager identified in the Bid Solicitation with a copy sent to the City Clerk. Addenda: DREAM may issue an addendum in response to any inquiry received prior to Bid receipt and opening that changes, adds to, or clarifies the terms, provisions or requirements of the Solicitation. The Proposer should not rely on any representation, statement or explanation whether written or verbal, other than those made in this Bid Solicitation document or in any addenda issued. Where there appears to be a conflict between this Bid Solicitation and any addenda, the last addendum issued shall prevail. It is the Proposer's responsibility to ensure receipt of all addenda, and any accompanying documentation. 8 SUBSTITUTED 4. Bid Solicitation and Bidders' Responsibilities It is the responsibility of the Proposer to become thoroughly familiar with the d requirements, terms, and conditions of this Solicitation, Allegations or pleas of ignorant y the Proposer of conditions that exist or that may exist will not be accepted as a is for varying the requirements of the City, or the compensation to be paid by the Prop r. This Solicitation is subject to all legal requirements contained in the applicable Cit harter and City Code provisions, as well as all applicable County, State, and Federal la\ . rules, and regulations. it is the responsibility of the Proposer, prior to conducting lobbying regarding this Solicitation to file the appropriate form with the City Clerk stsg that a particular lobbyist is authorized to represent the Proposer. The Proposer shall also e a form with the City Clerk at the point in time at which a lobbyist is no longer authorizerepresent said Proposer. Failure of a Proposer to file the appropriate form required, in , Lion to each Solicitation, may be considered as evidence that the Proposer is not a respo • le contractor. THIS DOCUMENT IS A SUBST TION TO ORIGINAL. BACKUP ORI' AL CAN BE SEEN AT THE EN ► •F THIS DOCUMENT. 5. Change or Withdrawal of Bids Changes: Prior to the scheduled Bid rec .t and opening, a Proposer may change its Bid by submitting a new Bid. Other tha crivener's errors or other non -material errors that serve the City's best interest on revised, no changes to a Bid will be accepted after Bid closing. ii. Withdrawals: A Bid shall be i •ocable unless the Bid is withdrawn as provided herein. A bid may be withdra within one hundred -eighty (180) days after the Bid has been received and opene' . nd prior to award. by submitting a letter to the Project Manager identified in this : . Solicitation, The withdrawal letter must be on company letterhead and signed b an authorized agent of the Proposer. Bids may not be withdrawn except as e essly provided in this section II.B.5. 6. Conflicts within Bid Solic' lion Provisions contained her will be interpreted in a manner consistent with all other provisions. However, where there ists a conflict between the General Terms and Conditions, Special Conditions, the Teel al Specifications, or any addendum issued, the order of precedence shall be: the last a. ndum issued, the Technical Specifications, the Special Conditions, and then the General ' rns and Conditions. C. Preparation of B 1. Registratio orm — Proposers are required to register in the manner indicated in the Re�gistrati Fee section of the Executive Summary, in order to respond to solicitations issued by DR 2. Solic' ion Submittal Forms — the Bid Submission Form and all other required solicitation doe ents define requirements of the Solicitation, and must be completed and submitted as o fined within the Solicitation. Use of another form may result in rejection of Proposer's offer. thorized Agent — An authorized agent of the Proposer's firm must sign the Proposal uhmission Form and submit it together with the Bid. Conditions — The Proposer may be considered non -responsive if Bids are conditioned to modifications. changes, or revisions to the terms and conditions of this Solicitation. Additional/Alternate Bids — Proposers may submit an additional or alternate Bid(s) for the same Solicitation provided that such additional or alternate Bid is allowable under the terms and conditions specified in this RFP. The additional or alternate Bid must meet or exceed minimum requirements and must be submitted by separate submittal marked "Alternate Bid". 9 SUBSTITUTED THIS DOCUMENT IS A SUBS UTION TO ORIGINAL. BACKUP ORIAL CAN BE SEEN AT THE EN ► •F THIS DOCUMENT. All i3ids submitted as Alternate Bids shall be considered separately and indepen ltly of each other. Failure to comply with the requirements of this RFP in any one of additional or alternate bids shall be grounds for disqualification of such Alternate Bid. 6. Price Discrepancies — where there is a discrepancy between the prices of d within the Bid. the prices or amounts that would provide the greatest return to the City ll prevail. D. Cancellation of Bid Solicitation The City reserves the right to cancel, in whole or in part, any Solicitation en it is in the best interest of the City. The City shall have the sole and absolute discretion to deter ne which actions are in the best interest of the City. E. Award of Bid Solicitation 1. Generally— This Bid may be awarded to the responsible oposer meeting all requirements as set forth in the Solicitation. The City reserves the ri_ to reject any and all Bids, to waive irregularities or technicalities and to re -advertise for or any part of this Bid Solicitation as deemed in its best interest. The City shall be the s judge of its best interest. 2. Unreasonable Offers — The City expressly rese+ s the right to reject any and all Bids if it is determined that prices are insufficient, best o s are determined to be unreasonable, or it is otherwise determined to be in the City's hes erest to do so, 3. Negotiations — The City reserves the righ negotiate price with the Proposer providing the best financial return to the City. provided at the Solicitation's scope of work andlor tninirnum requirements, including rent, remain- e same or revised for the City's benefit (such as increased rent). 4. Qualified Bidders — Award of Bid Solicitation will only be made to firms that have completed the Registration For nd satisfy all necessary legal requirements to do business with the City. 5. Contractor Responsibility performance as a prime c contracts shall be taken i 6, Award Information Recommendation_ P contacting the Pro 7. Contract — The properly execu 8. Required D submittal .' .11 9. Reques add itio nece• . ry. Pursuant to City Code Section 18-120, the Proposer's actor or subcontractor (as may be applicable) on previous City account in evaluating the Bid received for this Bid Solicitation. o obtain a copy of the Bid tabulation, upon notice of Award oser(s) may request bid tabulations or other award information by Manager outlined within the Solicitation. d Solicitation, any addenda thereto, the subsequent agreement(s), and any modifications shall constitute the resultant contract. mentation — Award of this Bid may be predicated on compliance with and required documents as stipulated in the Solicitation. r Additional information — The City reserves the right to request and evaluate information from Proposers after the submission deadline as the City deems F. Bid ; d/Bid Security A cash s or certified check. or a bond signed by a recognized surety company that is licensed to do busi in the State of Florida, payable to the City of Miami, for the amount bid is required from all pro sers, to the extent required under "Special Conditions" or ``Technical Specifications" ("Bid irity"). This Bid Security guarantees that a Proposer will accept the order or agreement, as bid, if it awarded to said Proposer. Proposer shall forfeit the Bid Security to the City should City award contract/agreement to Proposer and Proposer fails to accept the award. The City reserves the right to 10 SUBSTITUTED THIS DOCUMENT IS A SUBST UTION TO ORIGINAL. BACKUP ORIAL CAN BE SEEN AT THE EN ► •F THIS DOCUMENT. reject any and all surety tendered to the City. Bid Securities are returned to unsucces: Proposers upon demand within fifteen (15) days after the award and Successful Proposer's acce ice of award. If ninety (90) days have passed after the date of the formal Solicitation closing dat nd no contract has been awarded. all Bid Securities will be returned upon demand. Failure to execute an agreement and/or file an acceptable Performance B s, when required, as provided herein, shall be just cause for the annulment of the award and the fo• nitre of the Bid Security to the City. which forfeiture shall be considered, not as a penalty, bt n mitigation of damages sustained. The amount of the Bid Security shall be a liquidated sum, w a shall be due in full in the event of default. Award may then be made to the next lowest resp sive, responsible Proposer or Proposal most advantageous to the City or all responses may be rej d. G. Responsive/Responsible Proposers Subject to City of Miami Code Sections 18-95 and 18-107, deem any proposal non -responsive and/or non -responsible any of its members: i) are in arrears to the City for any deb or have failed to perform under the terms of any a government entity within the past ten (10) years: iii) with the City or other government agency or entity caused fines, penalties, fees or similar imposit. governmental entity or agency in Florida; v) hay administrative proceedings with the City or o prevailed in frivolous lawsuits, as that tern determined by a final order of the court; v liquidations. assignments for the benefi fraudulent transfers foreclosures or s businesses they have owned. operate (10%) or more of the entity stock a entity via any proceedings for liability; ix) have failed to disc administrative proceedings environmental liabilities, agency or been placed in e similar law, rule, or regt determined as not r Ordinance, includin of the State of Flo h ity shall have reasonable discretion to sed on whether the proposing entity or r obligation; ii) have any uncured defaults ement or contract with the City or other e in default under any agreement or contract he date and time the proposal is due; iv) have s to be levied against the City or any other ay past, present or on -going litigation or adversarial overnrnent agency or entity; vi) have tiled and not defined by Section 57.105 of the Florida Statutes as lave past, present or pending involuntary: bankruptcies, f creditors, receiverships, dissolutions, actions involving ar actions within the past seven (7) years on projects or or controlled a majority interest (i.e., ownership of ten percent ares); viii) have been found liable by any legal or administrative ironmental damage, contamination or any other environmental involvement as a party, third party, or intervenor, in any legal or acerning environmental damage, contamination or any other titer found liable or otherwise; x) have been debarred by any public convicted vendors list pursuant to Florida Statute Section 287.133 or a ion; xi) have failed to disclose any of the above; or xii) have otherwise been nsive and/or responsible as defined by the City of Miami Procurement ithout limitation, Sections 18-73 and 18-95 of the City Code, and by the laws Similarly, any -oposer. or its principal(s) that is determined by a court, hearing officer. or other regulatory at cy of competent jurisdiction (and all due process of law has been exhausted) to be liable for causin• arnage to the City, its agencies or instrumentalities, directly or indirectly, shall be irnrnedia responsible for payment of the judgment or fines. If the Proposer or its principal does not pay th ' dgment or fines, within thirty (30) days after the date of the City's written notice, either during the citation process or anytime during the term of any agreement awarded pursuant to this So tation, the City shall have discretion to immediately disqualify the Proposer and terminate any a ement entered into pursuant to this RFP, with no other cure rights. In such event, the City shall mediately own any improvements built on the Property. with no responsibility, financial or otherwise, to the Proposer. 11 SUBSTITUTED H. Bid Protest All bid protests shall be processed in accordance with the procedures contained iection 18-104 of the City Code. All of the requirements and procedures specified in Section 18-1 1 shall be mandatory in order to properly file and proceed with a bid protest. Section 18-104, as the e may be amended, shall be deemed as incorporated by reference herein as if set forth in full. THIS DOCUMENT IS A SUr . ITUTION TO ORIGINAL. BACKUP ' ' IGINAL CAN BE SEEN AT THE ' D OF THIS DOCUMENT. 1. Laws and Regulations The Successful Proposer shall comply with all applicable laws, codes, les, permits, approvals, and regulations applicable to enter into the agreement specified in this 13i olicitation. The Proposer shall comply with all applicable federal, state and local laws that may affthe execution of the agreement. J. Licenses, Permits, and Fees The Successful Proposer(s) shall hold all licenses and/or certi ations. obtain and pay for all permits and/or inspections, and comply with all laws, ordinances, re ations and building code requirements applicable to the agreement required herein, Damages, pen les, and/or fines imposed on the City or a Successful Proposer for failure to obtain and maintain rewed licenses, certifications, permits and/or inspections shall be borne by said Successful Proposer. K. Responsible Wages, Living Wage The Successful Proposer(s) shall comply with S' ion 18-120 of the City Code, titled Responsible Wage Construction Contracts, to the extent ap' able to any development on City -owned property. Enforcement of this ordinance may requir e Successful Proposer to furnish the City with a monitoring fee and may require the submiss' of a percentage of the construction cost into an escrow account. Additionally, the Successful Pro er(s) shall comply with Section 18-556. et. seq. of the City Code, titled Living Wages, to the extent .plicable. L. Assignment Unless otherwise specified in di' olicitation. the Successful Proposer shall not assign, transfer, pledge, convey, hypothecate, or ierwisc dispose of their Proposal. or subsequent Lease, including any rights, title or interest the , or its power to execute such contract to any person, company or corporation without the prio ritten consent of the City Commission. which may be conditioned. withheld, or refused. M. indemnification The Successful Propo shall indemnify, defend (at its sole cost and expense), save, and hold harmless the City and its offi s, officials, employees, agents, agencies, and instrumentalities from any and all actions, claims, pr -sts, proceedings, causes of action, legal, equitable, regulatory, administrative or otherwise, liabi losses or damages, which the City or its officers, employees, agents or instrumentaliti may incur as a result of claims, demands, suits, causes of actions or proceedings of any kind or ure arising out of, relating to or resulting from the performance, non-performance, or breach of agreement by the Successful Proposer, including without limitation the Solicitation, evaluatio' ecommendation(s) for award. and award of the Lease, the later possession and Tenancy and all ivities or omissions thereon, the design and construction of all improvements, betterments, additi and structures, including the maintenance and use thereoff, compliance with all applicable law odes, rules and regulations and payment of all debts, expenses, costs, and fees that are the re nsibiiity of the Proposer as they come due. The Foregoing Indemnity, Hold Harmless and Duty to end shall include the Proposer and/or its employees, agents, servants, partners, principals or bcontractors, jointly and severally. The Successful Proposer 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, I2 SUBSTITUTED THIS DOCUMENT IS A SUB UTION TO ORIGINAL. BACKUP 0 -INAL CAN BE SEEN AT THE E OF THIS DOCUMENT. judgments, and attorney's fees which may be incurred thereon. The Successful Pro er expressly understands and agrees that any insurance protection required by this Solicitatior subsequent agreement, or otherwise provided by the Successful Proposer shall in no way limit responsibility to indemnify, keep and save harmless and defend the City or its officers, officialmployees, agents, agencies, and instrumentalities as herein provided, which duty shall survive cancellation of the Lease, as may be applicable. Submittal of a Bid/Proposal shall constitute .luntary and knowing acknowledgment and acceptance of this Indemnification provision, which become effective upon submission through selection until such time the Lease is execut at which point all the indemnifications provided therein shall apply. This Section will oblig the Proposer recommended for award to intervene, indemnify. hold and save harmless, fully coo ate, defend. and assist (at the option of the City Attorney) in the defense of the City in any prates N. Insurance Requirements Prior to execution of the agreement by the City, the Succe 1 Proposer shall furnish to the City Certificates(s) of Insurance that indicate that insurance cov ge has been obtained which meets the requirements as set forth by the City. The title and/or nun of this Solicitation number must appear on each certificate. All policies and/or certificate(s) of in ance are subject to the review and approval. by the C itv's Department of Risk Management prior t pproval. The certificate(s) of insurance shall substantially comply with the insurance requiremen isted in Appendix 8. Certificates will indicate that no modification. lapse, or change in insurance . 1 be made without thirty (30) days written notice to the Certificate Holder. If insurance certificates scheduled to expire during the contractual period, the Successful Proposer shall be responsible fo bmitting new or renewed insurance certificates) to the City at a minimum of ten (10) calendar s in advance of such expiration. The City of Miami Director of the Department of Risk Manaent shall have the right to amend or solicit additional insurance requirements as needed in con lion with the construction or management phases of the Project. O. Auditor General The City reserves the right to req the Successful Proposer(s) to submit to an audit by the Auditor General or other auditor of the s choosing at the Proposers expense. The Proposer shall provide access to all of its records, wl I relate directly or indirectly to the subject agreement at its place of business during regular bust hours. The Proposer shall retain all records pertaining to the agreement and upon request make the va i lab le to the City for three years following expiration of the agreement. The Proposer agrees to p' ride such assistance as may be necessary to facilitate the review or audit by the City to ensure cootnee with applicable accounting and financial standards. P. Collusion The Successful P poser recommended for award as the result of a competitive solicitation for any DREAM proje` ncluding, but not limited to, a purchase, lease, permit, concession or management agreement, sl submit the Non -Collusion Affidavit included herein as Appendix I0 under penalty of perjury. Th• on -Collusion Affidavit provides either that the Proposer is not related to or affiliated with any + le other parties bidding in the competitive solicitation or identifies all affiliated or related parties submitted a Proposal in the Solicitation. The Non -Collusion Affidavit further attests that the Pr' ser's proposal is genuine and not sham or collusive or made in the interest or on behalf of any pers not therein named, and that the Proposer has not. directly or indirectly, induced or solicited any ot Proposer to put in a sham proposal, or any other person, firm, or corporation to refrain from posing. and that the proposer has not, in any manner, sought by collusion to secure to the proposer advantage over any other Proposer. In the event a recommended Proposer identifies related parties in the competitive Solicitation its bid shall be presumed to be collusive and the recommended Proposer shall be ineligible for award unless that presumption is rebutted. Any person or entity that fails to submit 13 SUBSTITUTED THIS DOCUMENT IS A TO ORIGINAL. BACKUP CAN BE SEEN AT TH S STITUTION RIGINAL ND OF THIS DOCUMENT. the required affidavit shall be ineligible for contract award. Failure to provide Non -Collusion Affidavit with the Proposal or within five (5) days' request by the City, shall be ca - for the contractor to forfeit their Bid Security, if applicable. Q. Proprietary/Confidential Information Proposers are hereby notified that all information submitted as part of, or will be available for public inspection after opening of bids/proposals, in of the Florida Statutes, as amended. Proposer(s) shall not submit an Solicitation which the Proposer considers to be a trade secret. submission of any information to the City in connection with conclusively to be a waiver of any trade secret or other protection. to Proposer. In the event that the Proposer submits information to either inadvertently or intentionally. and clearly identifies t protected or confidential. the City may, in its sole discretion, in writing in an effort to obtain the Proposer's written wit (b) endeavor to redact and return that information to appropriate, evaluate the balance of the proposal. R. Governing Law This Solicitation and subsequently executed agree to the agreement (whether in contract, statute, governed by, and construed in accordance w domicile of any Proposers. Exclusive venue response, the Proposer knowingly and voh:: to all other requirements of the Proposer i upport of bid submittals. mpliance with Chapter 1 19 or:nation in response to this prictary or confidential. The s Solicitation shall be deemed rich would otherwise be available City in violation of this restriction. information in the bid/proposal as er (a) communicate with the Proposer awal of the confidentiality restriction or Proposer as quickly as possible, and if it, including appendices. and all matters relating , regulatory, administrative, or otherwise) shall be he laws of the State of Florida regardless of the 11 be Miami -Dade County. By submitting a proposal i ly agrees to this choice of applicable law and venue and 7e RFP. 14 SUBSTITUTED III. SPECIAL CONDITIONS A. PROPOSED PROJECT THIS DOCUMENT IS A SUB TUTION TO ORIGINAL. BACKUP 0 INAL CAN BE SEEN AT THE EOF THIS DOCUMENT. The information contained in this RFP is published solely for the purpo of inviting Proposers to consider the Project described herein. Prospective Proposers shot_ perform their own due diligence investigations, projections and render their own conclusio without reliance upon the Pre -Proposal Submission Conference or the material contained he i 1. Project Goals The City wishes to redevelop the Property into a rnixe► .se waterfront Marina. providing first-class services to tourists and residents alike. The P ject shall combine the two marinas presently on the Property in order to create a unifieestination within the City. This RFP seeks to identify the proposal deemed most antageous to the City, taking into consideration the evaluation criteria listed in sec III,C.2. below as well as the following objectives and guidelines: a. Economic Objectives • Increase financial return to the • Improve revenue -producing .acity of facilities; • Ensure that any proposed illaiy or complementary uses further enhance the destination market appea • Utilize the available Pr' arty to maximize its economic potential subject to the restrictions set forth i is REP. b. Planning & Land Us • / bjectives • Attract resident snd visitors to the public waterfront so that they may enjoy Biscayne Bay d the maritime setting of Virginia Key; • Convert the sting facilities into a modern world -class facility using state-of-the- art techno y and include ancillary uses that complement the Property's setting and geo i phical location, aimed to stimulate public use of: and widespread interes the Property; • Prov for the development of a mixed -use marina and waterfront destination, por +ying a unified and integrated marina that seamlessly interacts with adjacent aurants and facilities: low for easy access to and throughout the Property, including the development of a full -width bay walk that matches the design east of Marine Stadium, and provides seamless connectivity from Marine Stadium to the existing Rusty Pelican restaurant (consistent with Miami 21): • Promote various active public uses of the site that will enhance the overall public benefit derived from the Property in terms of use, visibility, environmental protection, and financial return; • Proposers should consider developing and operating the Project at varying price - points, incorporating, for example, an element of casual waterfront dining. in order to increase public accessibility of the Project; • Preserve critical and sensitive wildlife areas; • Provide facilities that represent flexible designs and iconic attention -grabbing buildings that function year-round for daily and nightly activities; • Maintain harmony between the design and architecture of the new structures and the iconic architecture of the Miami Marine Stadium: 15 SUBSTITUTED THIS DOCUMENT IS A SU - ITUTION TO ORIGINAL. BACKUP • IGINAL CAN BE SEEN AT THE ' i D OF THIS DOCUMENT. • Develop an array of recreational waterfront uses operated management experienced in waterfront programming in order to attract in ' acing and varied segments of the local, regional and visitor population; • Develop the Project with considerations made for antic ipa sea level rise using the LISACE High or NOAA High curve calculator for se vel rise projections; c. Urban Design Principles & Guidelines • Use of the Virginia Key Master Plan principles a guideline for proposed improvements and the Project's architectural/land pe features; • Emphasis on public access throughout the operty, with safe pedestrian connections and ease of access between the fa les and the surrounding areas; • Improve Marina access points with aesth- : ally attractive buffering features through hardscape or softscape elements; • Utility infrastructures shall be placed uni ound or within chases below grade, where feasible; • Creative use of roadway lighting and inctive exterior lighting is encouraged; • Provide roadway and decorative li mg that has minimal or no impact on the historic basin and environment; • Incorporation of pedestrian -scale corative lighting, as well as low-level path and landscape accent lighting; • Architecture and landscape s ld acknowledge the tropical climate of the region and contribute to the pedest n and civic life of the Project; • Provide optimum views t. ie bay from the Facilities; • Provide continuous pub open spaces that acknowledge the tropical climate of the region by providin . ignificant landscape design, shade and coverage through the use of substantia ade trees and specimen palm varieties; • Adaptability and xibility to integrate with any future Virginia Key -wide transportation sy ns that may be developed: • Adaptability to ' reased flooding risks due to sea level rise; • Building fac.ashould be varied and articulated to invoke visual interest; • Secondary - ies from interior walkways are also encouraged; 2. Virginia Key Ma. Plan An area -wide M r Plan has been adopted in principle by the Miami City Commission after receipt of puhl i nput. The Virginia Key Master Plan sets forth a holistic development plan for Virginia It is the intent of this RFP to encourage an integrally planned and designed developrnet ision for the Property consistent with and substantially adhering to the Virginia. Key Mast Plan to the extent permitted by law. Please note that adherence to the Master Plan do not require adherence to the pictorial design provided therein. Rather, emphasis shall b ade on substantial compliance with the princjples adopted in the Master Plan. The Virg ' a Key Master Plan is included herein as Exhibit '`D'". Additional information cm ruing the Virginia Key Master Plan can be obtained from the City's Department of P ning and Zoning, and can be accessed from the following site: I. ; I 14A. in iarn it2ov.co m/pla nn ingiv int iniakevntp.htmI Required Redevelopment The Successful Proposer shall be required to redevelop the property in the manner specified below. Additionally, the Successful Proposer shall tnaintain the Property in First -Class operating condition. For the purposes of this RFP. "First Class" shall refer to the use of state- of-the-art or high-grade technology, materials, and services according to acceptable industry standards and applicable Taws. The Successful Proposer shall include the improvements as 16 SUBSTITUTED THIS DOCUMENT IS A SU TO ORIGINAL. BACKUP CAN BE SEEN AT THE specified below. Subsections (a) through (j) below are mandatory requii incorporate any of these mandatory requirements in the manner specifie in disqualification of the subject proposal as non -responsive. a. Marina Generally i. Maximize boating access and transient dockage parti ation reflecting concepts in the Master Plan. in compliance with applicable I s and regulations; ii. Reconstruct the two marinas into a unified marind provide for best utilization of available space for dry rack storage, wet slip . nd/or other uses: iii. New marina to include all FDOT precast pile qual to or greater than 14"; iv. Design, refurbish or reconstruct the marina vernent to meet applicable design criteria For appropriate vehicles and loads •esult from the proposed marina use in visually appealing manner; v. Should include at minimum MMFX ' 10 Classic) rebar in all poured in place pile caps; vi, Construction documents shall be bject to "peer review" of electrical and structural design; vii. Interior and perimeter walkwa shall be a minimum of fourteen (14) ft. width; viii• Buildings shall be no taller t the crown of the Marine Stadium, and shall not significantly interfere with sight lines to the Miami skyline from the Marine Stadium; ix. Signage shall be desig that do not compete with applicable Mi.. x. Marina shall be resilient marina" xi. Design shall i plentiful pa consist of xii. Mangrov xiii. Desig xiv. Prop ap TITUTION IGINAL D OF THIS DOCUMENT. nts; failure to rein shall result to meet compatibility. uniformity and size standards 3 the architecture of the development, and that comply 21 zoning regulations; iired to achieve and maintain designation as a "clean and administered by FDEP. to the extent applicable; rporate elements of the natural habitat and provide a varied and e of local native plant materials, which are 100% native and nts that comprise the coastal hammock habitat of Virginia Key; shall be incorporated along the shoreline, where feasible; all also take into account the protected natural habitats in the area; rs shall be required to provide critical wildlife markers. where able. xv. 'elopment of the Marina shall not impede redevelopment of the Marine adium. b. W Slips r. Maximize the number of wet slips on site considering market demand, RFP requirements, and revenue generation; ii. No dredging beyond maintenance dredging to a uniform depth of eight (8) or nine (9) feet shall be allowed; iii. No wet slips will be allowed within the Historic Commodore Ralph Monroe Marine Stadium Historic Basin. A map of this area is on file and available from the City of Miami Historic and Environmental Office in the City Planning and Zoning Department; iv. Renovate or renew all the bulkheads along the entire wet slip marina, and maintain the docklbulkhead wall in good condition for the Lease Term, subject to applicable rules and regulations; v. Dock construction shall be concrete docks or aluminum floating docks. However, 100% fixed concrete docks are preferred. No wooden docks shall be permitted; 17 SUBSTITUTED THIS DOCUMENT IS A SUBSTI TION TO ORIGINAL. BACKUP ORIG AL CAN BE SEEN AT THE END ' THIS DOCUMENT. vi. Docks shall be designed to sustain category two (2) or three (3) ht cane with boats in the wet slips: vii. New docks shall include modern dock design, with sufficient tage, metered water, and other utility requirements to provide for the proper eration of most modern boats commensurate with the slip size; viii. Docks shall be separately metered; ix. Provide adequate amount of transient dockage for auto ► ed storage system: x. Provide for a public water taxi stop with no restrictio .n timing or use: xi. Provide for small boat, kayak, and sailboat rental co -ssion slips. c, Dry Boat Storage i. Maximize the number of dry racks o11 site in li r of market demand and revenue generation; ii. All dry racks must fit within or around the neral area depicted as the footprint for dry boat storage on the Master Plan; iii. The dry boat storage facility may no . ceed the height limitation (crown of Marine Stadium) set forth in the Ma Plan; iv. Provide for an automated dry boat rage facility, including boat Valet services and fueling station: d. Restaurant & Bar Major renovations to the restaurar ather than demolition and development, are at the option of the Successful Pro er. However, the Proposer must ensure that all restaurant facilities are in tul mpliance with all current and applicable local, state and federal legal, code, regu ory, health, lifelsafety, licensing requirements including without limitation. all plicable Americans with Disabilities Act ("ADA") requirements. Each Proer may propose to have one or more restaurants on the site. However, please note t the number of restaurants provided in the Proposal shall not he considered during aluation. However, configuration and use of the site, including placement ofresta :nts, may be considered in the overall aesthetics and functionality of the design pr. .sed. The Success Proposer shall maintain all restaurants in good condition and repair for the Lease m. Additionally, all restaurants shall comply with applicable statutes concernii retention of tips or payment under section 207(i) of the Fair Labor Stand a . Act. e. Do aster's Office C' struct a new, multi -story dock master's office, consolidating the dock master's ility in both marinas. Ship's Store Incorporate a Ship's Store providing for sale any necessary inventory or supplies to meet marine vessels' daily requirements such as food, water, cleaning supplies. medical supplies, safety supplies. spare parts, or any other customary equipment or supplies needed for the navigation, marine recreation. maintenance, and operation of a ship. g. Fuel Station i. Construct a new fuel station to be located on a dock in the west end of the Property; 18 SUBSTITUTED THIS DOCUMENT IS A SUB TUTION TO ORIGINAL. BACKUP O' -INAL CAN BE SEEN AT THE E OF THIS DOCUMENT. ii. Construct an additional fuel station in the dry boat storage area noted above to provide all valet services necessary for a First Class automa facility; iii. All fuel stations on site must comply with Spill Preven n, Control, and Countermeasure (SPCC) regulations, to the extent applica h. Baywalk Provide a fourteen (14) foot continuous baywalk within tProperty boundaries to serve as a waterfront promenade along the historic basin. is baywalk must conform with applicable regulatory restrictions and guidelines, in ding, but not limited to, the Miami 21 Zoning Code. i. Access Road The successful Proposer shall either: (1) maintain e access road indicated as Parcel 2 in the survey attached as Exhibit "A": or (2) - vide an alternative access road in a substantially similar vicinity as that indicat as Parcel 2 in the survey attached as Exhibit "A". The Public, including the agei , employees, and invitees of the adjacent Rusty Pelican Restaurant, shall be gra r access to, over, and across the above - mentioned access road. J• Public Boat Ramp i. Plan, design, permit and co uct a public boat ramp and floating dock, which shall he located within th uperty to the northwest of Miami Marine Stadium in a similar location to re the existing public boat ramp is currently located: ii. Provide planning, sur ing, demolition, landscape and architectural design services for the Publ. ' oat Ramp; iii. Provide construe ' administration services, including preparation of construction hid +cunrents, construction monitoring, special inspections and close-out: iv. Parking for t Public Boat Ramp may be provided off site adjacent to the Property. All improvements st be constructed at the Proposer's sole cost and expense. All improvements ar . be applied for, permitted, or otherwise approved as required by applicable laws, ' des and regulations by the. Proposer or the Proposers authorized agents if applicable. H. ver, the City may assist the Successful Proposer by providing City documentatit that may be required for zoning changes, PZAB hearings, and grant or financing a 'cations. at the City's sole discretion, pursuant to availability and at no cost to the City. In the ent the Selected Proposer is unable to develop any portion of the property in the mai r required by this RFP, for reasons outside of their control (such as permit denials, re atory denials, City Commission denials, etc.) they shall be allowed to construct the raining portions of the Project at the City's sole discretion. in such case the City may negotiate a lower minimum annual rent However, in no event will the City accept a rent lower than fair market value. Additionally, the Successful Proposer and/or Successful Proposer's designee shall publish in a public space a marina waiting list weekly, indicating use of the marina is open to the public,. subject to applicable fees and other reasonable non-discriminatory criteria, on a first -come first -served basis. SUBSTITUTED 4. Ancillary Facilities The Successful Proposer may provide additional ancillary facilit and components consistent with the intent of this RFP and the principles stated in ti irginia Key Master Plan: such as, for example, a market or other facility ancillary to tl arina. The City shall have the sole and absolute discretion to determine which ancillar ses are acceptable. THIS DOCUMENT IS A SUB TUTION TO ORIGINAL. BACKUP O' INAL CAN BE SEEN AT THE i OF THIS DOCUMENT. S. Virginia Key Marina Basin The Successful proposer shall work with the City to design nel markings from the Public Boat Ramp and Dry Boat Storage facilities that encourage r .torized traffic to safely navigate to and from the basin in a manner that minimizes bwakes and is respectful of the environment as well as passive users of the basin. 6. Miami -Dade County Submerged Land Miami -Dade County is the fee simple owner . f the submerged land adjacent to the Rickenbacker Causeway and Northwest of the P Property (County Submerged Land"). As the Master Plan currently contemplates .otential marina expansion into the County Submerged Land, this RFP encourages the .tential expansion at a later date, subject to all applicable rules and regulations. Plea note that the Miami -Dade County Manatee Protection Plan delineates certain criter or expansion; any such expansion shall be subject to all applicable laws, including the c ria specified therein. Successful Proposer shall be requi : to coordinate with the City and obtain approval for any such expansion prior to submitt' a formal application with the County. Additionally. any application will require City a• oval. For the purposes of this P, Proposers should not provide designs for the potential expansion and shall no c evaluated on such expansion. Nevertheless, the Successful Proposer will not be pr uded from pursuing such expansion at a later date, subject to City Commission approva to scope, design, construction, fees, schedule, etc. Additionally, the below -specified re elopment schedule shall not apply to this expansion, but shall be set by the City Con -lints r upon approval. 7, Lease In order to ► onsidered for the award of this RFP, the successful Proposer must enter into a lease at development agreement with the City in substantially the form as the Lease include rein as Exhibit "C". Additional information concerning the Lease can be found in Sec ' iII.D. below. S. Tc T Lease consists of a fort) -five (45) year initial term, with two (2) fifteen (15) year renewal is. The total term, inclusive of both renewals, may not exceed seventy-five (75) years `Lease Term"). The Project shall be planned and designated in a contiguous manner, although there may be a phased construction schedule, and therefore a corresponding phased delivery of possession. The Lease. Term shall commence upon execution of the Lease. Subsequent phases of the lease shall be coterminous, i.e., run concurrently, with the initial phase. Please note. however, that rent may be deferred during construction or other negotiated arrangement subject to the below section 9 concerning rent. SUBSTITUTED 9. Rent Per City of Miami Charter Section 3(f)(iii)(3), the City of Miami may only se waterfront property on the condition that "the terms of the contract result in a fair urn to the City based on two independent appraisals." Under no circumstance may the C accept a proposal falling below the flair market value determined by the two appals conducted by independent state -certified appraisers. Nor shall the City accept a pr +sal falling below the minimum base rent established herein. The Successful Proposer's eject shall be subject to a second fair market appraisal by two independent appraisers to -ure that the return to the City is equal to or greater than fair market value as required he City Charter and Code. See also the City Charter Section 29-8 for related requ irerne THIS DOCUMENT IS A SUBST TION TO ORIGINAL. BACKUP ORI' AL CAN BE SEEN AT THE EN P iF THIS DOCUMENT. The rent shall be inclusive of Base Rent as well as Perce s ge Rent. Proposals shall include a stated commitment of annual lease payments to the ► in the form of a guaranteed base rent ("Base Rent") greater than or equal to Two Mill' Three Hundred and Fifty Thousand Dollars ($2,350,000) annually PLUS a percentage of gross revenues, which shall neither be adjusted nor otherwise interpreted to mean of expenses ("Percentage Rent"). The Percentage Rent must be equal to or greater tha x percent (6%) of wet slip and dry storage operations. six percent (6%) of fuel sales, a our percent (4%) sublease income or other income received by Proposer frorn the us the Property, and any other proposed lease payments, as well as a stated commitni' to adhere to the City Charter requirement for compensation equal to fair market valu In order to ensure accurate records revenues are maintained, the Lease shall provide that the City shall have continuous ctronic access to all banking and credit card deposit information and shall audit occt ncy monthly. Base Rent shall be increase nnually by the greater of: one percent (1%) of the previous year's Base Rent, or an in se based on the amount indicated by the Consumer Price Index as of three (3) months p r to the beginning of the applicable adjustment date. In no event shall any such annual . stment to the Base Rent result in an increase which is less than one percent (1 %), or mor Mtn five percent (5%), of the Base Rent amount immediately prior to the effective dat- f such adjustment. Base rent shall be paid monthly in advance commencing wi he Lease Date. Base rent shall be adjusted annually according to the formula outline bove. Additional it may be applicable, as negotiated and specified in the Lease. For instance. the Successf roposer may also be required to provide the City with the following rents, based on the ► tents of the submitted proposal and subsequent negotiations: (l) rent paid during cons tion ("Construction Rent"), which shall be paid for the appropriate period prior to Pro t completion; and/or (2) rent paid to maintain lease and development rights to any p els to be developed following the initial phase of development. if phased development is oposed ("Piaceholder Rent"). Referendum Requirement Per Section 3(f)(iii) of the City Charter, the Lease will not be valid until it has been presented and approved by public referendum. Lease negotiations must be substantially concluded in time to be considered by the City Commission for placement on the selected election ballot. The City together with the Selected Proposer may choose to present the Project by referendum during a scheduled election as a "piggy -back" item (estimated cost of $125,000 currently scheduled for November 7, 2017), or may choose to schedule a special election SUBSTITUTED THIS DOCUMENT IS A SUBS UTION TO ORIGINAL. BACKUP 0 -INAL CAN BE SEEN AT THE E OF THIS DOCUMENT. (estimated cost of $1,500,000), either of which shall be at the sole cost and pense of the Successful Proposer. The Successful Proposer shall be required to submit a One Hundr and Twenty -Five Thousand -dollar ($125,000.00) deposit for the costs of including the oject as an item on the ballot ("Referendum Deposit"). The Referendum Deposit shall .aid by the Successful Proposer upon approval by the City Commission within ten (10, ys' notice by the City. Any portion of the Referendum Deposit that is not used shall b- eturned to the Successful Proposer. In the event additional funds are required to place question on the ballot, the Successful Proposer shall be required to provide the same te City within ten (10) days' notice by the City. If the voters reject the proposed transaction, the Proje hall be terminated. In the event of such a termination. the Successful Proposer has no v -d rights, commercial, contractual, or property rights, title or interest in the Property or tv to Project, or any claim upon the City for any expenses incurred in the proposal proce , and shall have no recourse against the City, its agencies, instrumentalities, officials, s -mployees because of the rejection by the voters. Notwithstanding the above, the City . 1 not be precluded from issuing a new RFP in the event the voters reject the subject Pr.' t, or if the Project is otherwise cancelled. 11. Parking Garage The Department of Off-street Parking .la the Miami Parking Authority ("MPA") operates, manages, supervises. and directs municipal parking and municipal parking facilities within the City of Miami. A mur pal parking garage is intended to be built outside the Property in the area labeled on tl urvey as "NOT A PART" southwest of Parcel 3 ("MPA Parking"). A certain number o aces shall be required for the patrons of the Project and for the Rusty Pelican restaurant. The Project parking requrent will depend on the size and scope of the respective Proposal as indicated in the follo ng formula. The number of required parking spaces for the Project will be based on fou ) spaces per 1,000 square feet of retail, one (1) parking space per every five (5) boats dry or wet storage, and eight (8) spaces for every 1,000 square feet of restaurant gross . ('`Parking Formula"). The Successful Proposer shall be required to contribute to th. arking Trust Fund up to fifteen thousand dollars ($15,000.00) (estimated to be approxir - ely 50% of the cost of construction) per each space required for the overall site proposa .s determined using the Parking Formula. Please note that a minimum of230 parking ss es shall be required for the Project in the event the Parking Formula yields a required tuber of spaces less than 230. The ected Proposer shall have the options listed below regarding the parking garage and co ution. Regardless of the option selected. on -site parking shall provide for and comply the following requirements: (1) on -site parking shall include the required number of aces for the Project per the Parking Formula ("Project Parking"); (2) the Rusty Pelican estaurant shall be provided with the number of spaces specified in Rusty Pelican's lease agreement with the City ("Rusty Pelican Parking"); (3) parking shall be available to the public; (4) Project customers must be provided free parking; (5) and other requirements the City may specify (collectively the "Parking Requirements"). Option 1: The City will require the Successful Proposer to pay into a project - specific parking trust fund ("Parking Trust Fund") an amount for construction of the MPA Parking at the time of Lease execution. The MPA will use the funds 7? SUBSTITUTED THIS DOCUMENT IS A SUBSTI TION TO ORIGINAL. BACKUP ORI AL CAN BE SEEN AT THE END - THIS DOCUMENT. contributed to the Parking Trust Fund to construct the parkin lacility to accommodate the users of the Project and the Rusty Pelican restaur The garage shall be designed within the constraints and budget that MPA wi .pecify. The parking contribution to be paid into the Parking Trust FL shall be based on the above Parking Formula. The parking contribution sha .e paid by cashier's check or money order and delivered to the Director • ' ea] Estate & Asset Management, 444 SW 2nd Avenue, 3rd Floor, Miami, F ida 33130 on or before execution of the Lease. This parking garage contribut. will be deposited into an escrow account whose designated use shall be appl to the Parking Trust Fund. The schedule and milestones for construction o e parking garage and retail spaces by MPA will be developed in conjunct with, and will be compatible with, the Successful Proposers development p Failure to pay the parking garage contribut fully and timely will be just and fair cause for the City Commission to cane- r rescind the award to the successful Proposer who shall have no recse against the City, its agencies. instrumentalities. officials, and emples from such cancellation or rescission. It is agreed and stipulated that tint- and full payment of the parking garage contribution is an express conditiprecedent to the granting of and execution of the Lease. The Successful Proposer sh. Lave no vested or reserved interest, rights. options, preferences, or security in e ownership of the MPA parking facility, other than the City's commitment .t those parking spaces will be available for monthly leases for all of the c erciai/retail uses incorporated within the Project, at a parking rate schedui at reflects fair market value, whose published rates will be provided to transie customers. Notwithstanding the above, tenants of the area (including the sty Pelican and Virginia Key Marina tenant) will be accommodated the terms of their respective agreements. Option 2: a contribution to the Parking Trust Fund may be waived if the Successfu roposer elects to build the MPA Parking at their sole cost and expense. If the Pr .ser elects to build the MPA Parking, the parking structure must comply with tl arking Requirements and must further be financially guaranteed by the Prop -r (to guarantee that the City/MPA obtains at least fair market value). Co ruction and operation of the MPA Parking must be overseen and supervised PA, subject to a Parking Development agreement to be executed by all plicable parties. Additionally, the Proposer must have and maintain a reserve fund for capital improvements and continued operation of the MPA Parking. Option 3: Alternatively, the above -mentioned contribution to the Parking Trust Fund may be waived if the Successful Proposer provides alternative parking underneath the dry rack storage or other location within the Property ("Proposer Parking"). In addition to the Parking Requirements, this Proposer Parking must be paid for entirely by the Proposer and must be free to tenants and customers of the Project during the term of the Lease. The Proposer shall he responsible for the maintenance and operation of the Proposer Parking during the term of the lease. Notwithstanding the above, the City shall consider all proposals that incorporate all Parking Requirements, and which satisfy all the regulatory and governmental obligations for the site. 23 SUBSTITUTED THIS DOCUMENT IS A SUBSTITU ON TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END OHIS DOCUMENT. Please note that the investment, contribution andlor any income generated from c Parking on site shall not be considered by the Selection Committee in their evaluation Proposals. Therefore. clarification of selected Parking option(s) is required, but is nfactor in the evaluation of the Proposals. Please also note that the MPA Parking garage is intended to be built property deeded to the City by the County, and that such deed has certain restrictions. U .fthat portion of land for the development of parking will be subject to such restrictio A copy of the deed is included as Exhibit -`G"' MPA may, in its sole discretion. elect to build additional king spaces beyond what is required for the Successful Proposer's Project and e ing City and MPA parking obligations. Should the MPA choose to build additiona arking spaces, the MPA will pay one hundred percent ( 00%) of the additional costs re ed for the additional spaces, as well as the cost For any ancillary uses incorporated in the king facilities. 12. Boat Show The Proposal shall be compatible with the Bo how. The Successful Proposer shall enter into an access agreement with NMMA. In u ay may the proposed Project interfere with or affect the Boat Show, any exhibitor tent .r any of -the footprint, in a manner that would diminish the amount of square footage p ided to the Boat Show by two percent (2%) or more. All parking on site and other faci s shall remain open during the boat show to satisfy customers of the Project. All construction by the Successfu oposer shall be limited or paused to the extent necessary to permit access and use of th.-roperty during the Boat Show. allowing for Boat Show exhibition space and clear w. ng paths to and from Boat Show exhibits. 13. Regulatory Process — Pe itting & Licensing The plans for this Proj will require various permits, consents, and approvals, and each Proposer to the RFP ' responsible for determining which permits and approvals will be required for the co ruction. operation and completion of the Project. The Successful Proposer, at its so ost and expense, shall be responsible for applying for and acquiring all required permi licenses, contests, and approvals from all appropriate governmental agencies. Adonallv, all improvements must comply with applicable building, fire, planning an oning (as may be amended), health, and all other applicable local. state and federal re► rements in place at the time of application submittal. Securing all such approva consents. development permits, and similar required permissions shall be the respo . it ity of the Proposer. TI ity, pursuant to all necessary reviews and approvals of design concepts, will, if essary, provide owner sign -offs required for the Successful Proposer to obtain the propriate regulatory permits, consents, and approvals from local, state, and federal agencies. Compliance with all legal and regulatory conditions will be strictly required. Regulatory permits may be necessary from the following agencies, including but not limited to: Miami -Dade County Department of Regulatory and Economic Resources (RER); State of Florida Department of Environmental Protection (DEP): U.S. Army Corps of Engineers (USACE); and the Federal Aviation Administration (FAA). This information is intended to help Proposers determine the applicable requirements and is not meant to be an exhaustive summary of all permits, licenses, and approvals required. 24 SUBSTITUTED 14. Redevelopment Schedule The City will require the proposed renovations/redevelopment/reconstruct to have obtained all required permits and commenced construction within thirty-si 36) months from the Effective Date of the Lease. All physical improvements for all Prr t components must be completed within sixty (60) months from execution of the Le. .y both parties, unless the Successful Proposer applies for and receives a waiver from City. The City, at its reasonable discretion. may grant a waiver extending the aboveme oiled schedule if the Selected Proposer demonstrates that: (1) it has actively and contin sly pursued obtaining all required permits; and (2) the delay is a result of force majeure result of delays outside of the Selected Proposer's control. THIS DOCUMENT IS A SUBSTITUT N TO ORIGINAL. BACKUP ORIGIN CAN BE SEEN AT THE END OF IS DOCUMENT. Notwithstanding the above, proposals may put forward based development schedule wherein each indicated area of development shall be le effective in phases. Phased development must be done in sixty (60) months with wilding permits for the last phase in place no later than forty eight (48) months from th ffective Date of the Lease. The City, at its discretion, may grant an extension for ilding permits under the following circumstances: (a) if the Successful Proposer de strates that in good faith and acting with due diligence was unable to obtain the require' rermits; (b) subject to force majeure; or as otherwise permitted by law. All development 'comply with the building permit provisions of Section 29-8 of the City Charter, as am: If modifications are proposed, the Succ ,ful Proposer shall submit a full set of plans to apply for applicable building permits and a other applicable approvals within one hundred eighty (1E80) calendar days of the Lease F ctive Date, and construction must be complete within one year of the permit approval e, The City will use its best efforts to provide alternative locations which are reasonablw .nliguous for the operation of the facility during renovation or redevelopment of other Pr et components. 15. Insurance and Indemnation Prior to execution of e Lease, the Successful Proposer shall be required to provide certificates of insur to the City providing insurance during construction. maintenance, and management ' the Project, as may be approved by the Director of the City's Risk Department, and . specified in the Lease. The City shall retain the right to amend and add to the required licies and coverages to ensure adequate coverage for the proposed Project and corresp ing Lease. as required by the RFP and/or the Lease and as otherwise determine i the sole discretion of the City. The Selected Proposer shall also indemnify, save, ho armless. and defend (at its own cost and expenses) the City, its officials, officers, emplo s, agencies and instrumentalities for all actions, claims, causes of action, liabilities, dam s and liabilities arising or accruing by virtue of the approval, leasehold, construction, de opment, redevelopment, uses, activities, actions or omissions of the Proposer, its agents. ants, representatives. consultants, and contractors relative to the proposed Project and orresponding Lease, as determined by the City Manager, the City Attorney, and the City's Director of Risk Department to the extent required to realize this requirement. The Indemnity/Hold Harmless/Duty to Defend contained in the Lease furnished by the City will not be a negotiable item and shall survive the cancellation or expiration of the Lease. as applicable. 16. Payment and Performance Bond Prior to the commencement of any construction on the Property, the Successful Proposer shall be required to provide a Payment and Performance Bond satisfying the requirements 25 SUBSTITUTED THIS DOCUMENT IS A SUB TUTION TO ORIGINAL. BACKUP 0 INAL CAN BE SEEN AT THE E OF THIS DOCUMENT. set forth by the City as well as those set forth by Section 255.05 of the Florio tatutes. The Payment and Performance Bond will be posted in an amount represet g at least one hundred (100%) percent of the sum of the construction cost of improvements. Construction costs for purposes of this Section shall mean the total co .f the Project to the Proposer as designed or specified by the architect or design/build fi including at current market rates a reasonably customary allowance for overhead and pr t, the cost of labor and material, and any equipment designed, specified, selected or sp ally provided for by the architect/engineer or design/build firm, but not compensation the architect/engineer or design consultants, or the costs of acquiring rights -of -way or ements or the like. 17. Did Security Proposers shall be required to submit with their proposa thousand dollars ($25.000) by check, or otherwise pro into an escrow account. The Bid Security shall be I1.F. above. 18. Earnest Money Deposit Upon execution of the Lease, the Successf roposer shall provide Five Million Dollars ($5,000,000) by an irrevocable/uncondi nal cashier's check, drawn on a financial institution authorized to do business in Ft da for may do the same by wire transfer or similar means), or shall provide proof the ar e-mentioned amount has been deposited into a restricted escrow account. Upon cot encernent of construction, the Successful Proposer shall he allowed to withdraw from t fund in order to pay for the costs of construction. Bid Security equal to twenty-five e proof the same has been submitted ect to the terms specified in Section 19. Taxes The Successful Proposer wil of be responsible for any ad -valorem taxes, sales and use taxes, or any other levies overnmental impositions, surcharges, taxes or assessments associated with the Prope that are due or may be owed prior to the Lease Effective Date, The Successful Propos will, however, be responsible for all taxes that are incurred commencing on and a % the Lease Effective Date. 20. Impact Fees The Successful .poser must pay for all impact fees related to all improvements to the Property. Imp tees by Code requirement must be paid prior to issuance of a building permit. For 1 e information, see Chapter 13 of the City Code. 21. City's R Estate Development Advisor/Broker The Cit as engaged the services of CBRE, a real estate development advisor/broker for this assigt ent, CBRE shall represent the City in all negotiations and the fiduciary resi . sibilities of CBRE exist only to and on behalf of the City, CBRE shall be entitled to a urnission fee ("Commission Fee"), which shall be subject to State of Florida Contract S-12/13-007, as approved and adopted by the City of Miami Commission, and the revisions of the City Charter and Code. Upon execution of the Lease, the Selected Proposer shall pay the City an amount equal to the Commission Fee, which shall be determined on a cumulative and compounded basis and shall not exceed one million four hundred and seventy five thousand dollars ($1,475,000). 22. Pre -Proposal Submission Conference & Site Visit The City may conduct one or more Pre -Proposal Submission Conferences and site visits on dates and times that are yet to be determined. In the event of such conference, notice of the date, time, and location shall be posted by Addendum. Attendance at any Pre -Proposal '6 SUBSTITUTED THIS DOCUMENT IS A SUBSTIT TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END ON HIS DOCUMENT. Submission Conference and Site Visit shall he optional; however. prospective Pi osers are strongly advised to attend. B. THE PROPERTY The information in this RFP is believed to be correct, but is not warn d in any mariner. Proposers should independently verify factual items they deem rele t prior to response submittal. I. Parcel Size and Components The Property is located in Virginia Key and includes appr. mately 26.65 acres of land, including approximately 17 acres of which are submerged .s. Visible landmarks include, to the northwest, Rusty Pelican Restaurant and to the s heast, Miami Marine Stadium. Additionally, the site offers views of the City of M iarn i } line. The following addresses and folio numbers pertain he Property: 330I Rickenbacker Causeway 3605 Rickenbacker Causeway 3501 Rickenbacker Causeway 3311 Rickenbacker Causeway No Address 3511 Rickenbacker Causew 2. Existing Conditions The Property is located in Bisca : Bay designated as an Aquatic Preserve. The Project shall conform to the prescribed requ meats of environmental regulations governing the Biscayne Bay Aquatic Preserves. A operations of the Project shall also conform to existing environmental regulations d permitting requirements. Foli+ -4217-000-0020: Fa 01-4215-000-0010; F o 01-4217-000-01 10 (NW Parcel); 110 01-4218-000-0030; Folio 01-4218-000-0031; and Folio 01-4217-000-0030 (NW Parcel); The Property, and its i rovements. if applicable, are offered "AS IS, WHERE IS." NO REPRESENTATI OR WARRANTIES WHATSOEVER ARE MADE AS TO ITS CONDITION, ST E OR CHARACTERISTICS BY THE CITY, INCLUDING BUT NOT LIMITE TO ANY ENVIRONMENTAL CONDITIONS. EXPRESS WARRANT' , IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE ; USE AND HABITABILITY ARE HEREBY DISCLAIMED. Testing, audits, app als, inspections, etc., desired or necessary to prepare an RFP response shall he at the sol= ost and expense of the Proposers. 3. Envi mental Th- ity has conducted a Phase 1 and Phase 11 Environmental Site Assessment, attached ho as Exhibit "E". Nevertheless. Proposers may also perform their own "due diligence" pections, including environmental site assessments, sampling and testing of the soils, ediments and groundwater, subject to such conditions and limitations as the City Manager may impose. including without limitation, requirements for supervision by the City. indemnification of the City, disposition of reports and execution of any legal documents, as the City Attorney may require. Testing, audits. appraisals, inspections, or other non-invasive studies that are necessary or desired to submit a proposal, shall be conducted at the sole expense of the Proposer, and only with prior written approval by the City. The Successful Proposer shall remove or rernediate 27 SUBSTITUTED THIS DOCUMENT IS A SUBSTITU ON TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END OHIS DOCUMENT. any hazardous materials that are required by law to be removed or remediated for t Project. Additionally, all marine mitigation. or other mitigation efforts required by tl .pplicable agencies. shall be at the sole cost and expense of the Successful Proposer. Additionally. Proposers should consider the potential impact of sea level r while preparing development plans in order to ensure increased resilience to the rising levels and proper maintenance of the Properly and Project. 4. Utilities Water, sanitary sewer, electric and telephone utilities are curren available on the Property. Proposers may obtain detailed plans showing underground ilit_y installations from the City's Public Works Department. 444 SW 2nd Avenue, 8 loor, Miami, Florida 33130. For additional information, please contact the respective ties. The Successful Proposer shall bear the sole financial ponsibility for all connection fees, design, construction, and installation costs and of an osts associated with compliance with any County or City moratorium requirements that be in force. The City will assist in this process by providing the necessary utility and/o' cility easements as lawfully appropriate. In the event the Successful Proposer wishes to ocate the existing utilities, it shall do so at its sole cost and expense. S. Zoning The Property is zoned as CS Civic Se Zone. For more information, please review the Miami 2 Zoning Code, CS Civic S e Zone Reference Manual, attached hereto as Exhibit "Er, Proposers are responsible for ifying all information concerning planning and zoning requirements with the applicahl gencies and departments. Any details provided herein regarding the zoning process or convenience only and Proposers should not rely upon them without independently ifying the same. For the purposes of this ' the City encourages the most innovative and most competitive proposal that utilizes b practices, notwithstanding current zoning regulations. which can be achieved as part future zoning process (i.e., Special Area Plan, re -zoning, etc.) and which are consiste %ith the principles stated in the Virginia Key Master Plan. Proposers are responsible f ursuing any zoning changes and/or board or City Commission approvals necessary to i ment the concept proposed in their response to this RFP so long as they are supported the City as property owner. Proposers should not consider zoning approvals as permit av ovals, the latter of which Proposer gust obtain separately for each aspect of the Proje • Whenever possible, the City agrees to assist the Successful Proposer with its permit!. process, providing that municipal permit fees will not be waived or reduced. An suing change or Special Area Plan must comply with the requirements set forth in this R' and the Virginia Key Master Plan. Additionally, no hotels or other residential nponents shall be permitted within this Project. The Project shall not include the following arge-scale commercial for -hire services: (1) boat painting; (2) transmission repairs; or (3) dry dock repairs. Furthermore, the Project should consider and incorporate Miami 21 principles for public waterfronts and public benefits for public spaces to the extent feasible. Additional information may be found at the following links: ilttp://www.rniami21.org/final code hla 2016.asp http://www.miami2I.orJPublicBenefi'ts iutnp.asp 28 SUBSTITUTED THIS DOCUMENT IS A SUBSTIT TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END http://www rn iarni2 I .org/PublicBenefits ParksPublicSpace.asp h up://ww w, m is m i21. ora/P D Fs/Append ix,/M lam i_21 A i pend ix_B. pd f 6. Flood Zone A preliminary review of the Property shows that the entire Property is within Coastal A Zone. under Flood Zone AE. All structures cons must conform to the appropriate Flood Zone requirements. Some p flood risk are included in the Coastal Risk Consulting 2016 King Ti as Exhibit H. As previously noted, the information in this RFP is and Proposers should independently verify factual items they d submittal. C. SELECTION PROCESS AND CONTRACT AWARD 1. Administrative Review City staff shall conduct an initial administrative completeness and compliance with all content ("Administrative Review"). Administrative R analysis of the Proposals prepared or proc Administrative Review, City staff may substantive defects in any Proposals or to of deficiency or request for clarification, must be received within five (5) busin by the Project Manager. Those propo responsive. 2. Evaluation Proposers shall be evaluated ION L THIS DOCUMENT. ssified as falling r ed at the Property tinary estimates of eport included herein warranted in any manner elevant prior to response view of the proposals received for u irements set forth in the solicitation w may include a financial or technical d by the City or its agents. During this act Proposers to cure non -material, non- rify unclear portions of the Proposal. If notified Proposer shall provide a written response, which days of notification or such other time designated s that comply with all requirements should be deemed ranked based on the following Evaluation Criteria: Overa xperience and Qualifications 25 Relevant business and ' .ject team experience in similar projects 10 Operational history ective of capacity to meet Project goals 10 Availability offi cialfbusiness references 5 Financials and Proposed Revenues 25 Financial re n to the City, including Base Rent and Participation Rent 10 Financial .pability 10 Reaso .Ieness of Revenue Forecasts 5 Design & Operational Plan 25 1► .roved efficiencies of marina operation and site utilization 10 esthetics & functionality of proposed improvements 5 Effective use of site during construction/redevelopment 5 Consistency with the Virginia Key Master Plan principles 5 Resiliency & Environmental Considerations 15 Long term resiliency of the Project 5 Commitment to protection of environmental assets 5 29 SUBSTITUTED THIS DOCUMENT IS A SUB TUTION TO ORIGINAL. BACKUP O' INAL CAN BE SEEN AT THE E► OF THIS DOCUMENT. incorporation of "green" design and natural/native elements Public Benefits and Local Participation Benefits received by the Public Participation of firms and contractors that maintain a local office 10 5 5 Based upon the Evaluation Criteria provided above, as more .ecificaily defined in the attached Detailed Evaluation Matrix included herein as .pendix 11, the Selection Committee ("Committee") will evaluate, assign points, anank proposals in accordance with the requirements of the RFP using the scoring guid tes provided by the City. The Committee shall review the Evaluation Criteria, Detailed aluation Matrix, and the Project Goals specified in this REP, and rank each Proposal o each category listed above. The Committee may further define each of the categslcriteria stated above so long as consistent with the information in this RFP. Each proposal will be reviewed to determine if proposal is responsive to the submission requirements outlined herein. Proposals that viate from the City's "Must", "Sha11" or "Mandatory" requirements may he found no esponsive without further evaluation. The Committee members shall be appal d by the City Manager, who reserves the right to appoint voting members as well as alt. ates. At least seven (7) Committee members shall be appointed. Upon the City Manage . appointment of the Committee members, the list of members shall be publicly poste. Any substantial issues or concerns with appointed members must be submitted in itirig to the City Manager with a copy to the Project Manager within five (5) days o ich posting. Any reappointments or substitutions shall be publicly posted. Submittal a Proposal shall be confirmation of each Proposer's acknowledgement and acce ce of the appointment of these Committee members. In order to eliminate skewing of th mal scores, the highest and the lowest total score submitted by each Committee membe or each Proposer shall be uniformly eliminated. Thereafter, the remaining values will . veraged to provide a final score for each Proposer. 3. Short -List Upon completion the evaluation and ranking, the Committee will recommend the top three (3) ranked, resp sive and responsible Proposers ("Short-listed Proposers") who best meet the criteria of e REP for negotiations. The Short-listed Proposers will each be invited to negotiate a se in substantially the form as provided in Exhibit "C". The City erves the right to forego the short -listing process if the City receives three (3) or less pr► .sals for the RFP, and proceed with the either of the following: (a) request oral prese tions followed by a forma written request for best and final offers, negotiations, and prod to Committee evaluation and deliberations: or (b) request best and final offers w' out presentations, negotiate, and proceed to Committee evaluation and deliberations. 4. egotiatio ns Negotiations will take into consideration terms most beneficial to the City (from a monetary, technical, and managerial standpoint) until an agreement acceptable to the City is agreed upon. The City reserves the right to request from the Short -Listed Proposers: written clarifications; non -material revisions to proposals, if deemed necessary by the City; and any supplemental information, such as additional references, deemed necessary for proper evaluation of proposals. 30 SUBSTITUTED S. Oral Presentations The Proposers shall be required to provide oral presentations. All ee Short -Listed Proposers will be afforded the same time limits for presentations and re- .uses to questions, so as not to place one Proposer at an advantage over any other Propo THIS DOCUMENT IS A SUB UTION TO ORIGINAL. BACKUP 0 -INAL CAN BE SEEN AT THE E OF THIS DOCUMENT. 6. Best and Final Offers At the City's sole discretion. the City may request best and I offers ("BAFO") to be provided prior to the final recommendation from the Cit tanager. The Short -Listed Proposers shall not be permitted to reinterpret RFP requirem s. The SAFO shall serve only as a mechanism for the Proposers to provide their best G final offers based on the RFP requirements. The BAFOs shall not reduce the amount + be paid to the City, which were originally submitted with the proposals. The resp ive and responsible Short -Listed Proposer, rneetina the technical requirements of the P, and whose price offer represents the best price for the City (which shall not reduce tl : mounts to be paid to the City originally submitted with the proposal), will be recomrnen. . for further negotiations. The discussions during these final negotiations may include pri and conditions attendant to price. 7. Selection Committee Recommendation The Committee will make its final ranki end recommendation to the City Manager. based on: (1) the findings of the Administrati ' eview (including, as applicable. any financial or technical analysis by the City or its nts); (2) successful negotiations in accordance with this RFP; (3) the evaluation criter as defined in the RFP; and (4) applicable laws and regulations. Such recomrnendatio► subject to compliance with the applicable provisions of the City Charter and Code. 8. City Manager if the City Manager acc the Committee's recommendation, a final contract will be negotiated and the final ommendation of award, approved by the City Manager, will be presented to the City C' mission for their review and approval. The City Manager or his/her designee reserves th• ght to (1) approve the Committee's recommendation, (2) reject the Committee's reco endation, (3) reject the Committee's recommendation and instruct the Committee to re Irate and make further recommendations, or (4) recommend to the City Commission th hey reject any andfor all proposals. 9. City Com lion The City mmission may (1) approve the City Manager's award recommendation and negotia contract; (2) reject all proposals, and/or instruct the City Manager to reissue a solici on; (3) instruct the Committee to re-evaluate and make further recommendations. in will case the consideration of the recommendation will be referred back to the Committee fo' rther deliberations in accordance with any additional points or matters referenced which in accordance with the Solicitation Criteria; or (4) instruct the City Manager to constitute new Committee and make recommendations. All applicable Charter and Code provisions will be followed. The final decision of the City Commission shall be final action by the City. 10. Estimated Timetable The timetable for the RFP selection process is summarized below. Note that these are tentative dates and are subject to change at any time by the City. SUBSTITUTED THIS DOCUMENT IS A SUBSTIT N TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END 0 HIS DOCUMENT. Anticipated RFP Schedule D Issuance of Solic itation Febru 17, 2017 Optional Pre -Proposal Submission Conference and Site Visit Feb ry 16, 2017 Deadline for Questions ril 10.2017 Proposal Submission Deadline ay 18, 2017 Adoption of Legislation Authorizing and Directing the City Manager to Execute a Lease subject to Referendum approval TBD Referendum TBD D. LEASE The City requires that a Lease agreement ("Lease"), in st antially the attached form as in Exhibit'`C" herewith, be executed upon approval of the Sussful Proposer (or "Lessee") by the City Commission. The terms and conditions within the 1 e will capture the use of the Property according to the parameters of the proposal and this ' The City will not consider a sale of any part of the Property. The Successful Proposer 1 have no vested rights, nor any title or interest in the property or in the development pro. .ed thereon until a Lease is fully executed, and then only in the manner stipulated therein. e Lease shall not confer on, or vest in, the Lessee any title. interest, or estate in the Prope other than a leasehold interest. The Lease will be furnished by, and alwa under the possession, custody. and control of the City; however, the actual terms of the Leshall be negotiated between the Successful Proposer and City staff, subject to final approva the City Commission. Once the parties agree to the terms of the Lease, the executed Lea . iall comply with this RFP. Certain clauses of the Lease shall be deemed nonnegotiable, i tiding, but not limited to, term, revocation, insurance, indemnification, taxes and impos' .ns, public records, compliance with RFP requirements, etc. Notwithstanding the above, Pr. .sers may request additional terms within the aforementioned nonnegotiable clauses so Ioi .s they are consistent with the solicitation. Revisions to non- negotiable terms shall be di garded. The City may make additional changes to the Lease prior to execution to ensure co tency with the terms of this RFP, subject to review and approval by the City Attorney. The Lease may be a ned or transferred to a third unrelated party during the lease term, subject to and at the disc' ion of the City, which shall not be unreasonably withheld conditioned or delayed. Such tr sfer or assignment may be subject to financial and operational ability of the transferee, inc i ing that the proposed transferee shall not be deemed non -responsible for the criteria spec •d above in section 11,G, shall comply with the various requirements specified in this RFP, at no time shall be allowed without the consent of the City. Any such assignment or transf, .rior to the fifth (5th) anniversary of the Lease Effective Date, shall require a payment to the r equal to four percent (4%) of gross proceeds from the transfer; at any time after the fifth h) year, a five percent (5%) payment of the gross proceeds will be due to the City upon tra, er ("Transfer Fee"). The above -mentioned Transfer Fee will apply even if the transfer or gnment is to a related, subsidiary, or affiliated entity. Note: All leasehold improvements shall come the sole property of the City upon the expiration or earlier termination of the Lease. Additionally, the Lease will provide a review period to confirm compliance with the RFP and other Lease requirements, including the redevelopment schedule. Proposer's failure to achieve any of the development milestones is a Lease default, unless otherwise granted a waiver by the City as specified in section I1I.A.14. above. Such default entitles the City to claim the Deposit 32 SUBSTITUTED THIS DOCUMENT IS A SUBST TO ORIGINAL. BACKUP ORI CAN BE SEEN AT THE EN TION AL F THIS DOCUMENT. and the Successful Proposer's leasehold interest shall revert to the City, at the Ci discretion. Further, the Lease shall provide that the City will be provided with all corn ondence and material associated with the permitting process on a regular basis, including y studies and reports produced for the Project. E. BACKGROUND CHECIUDISQUALIFICATION The City will perform, or cause to be performed, a complete backgrc (including obtaining credit reports) of the proposing entity and its required to submit a non-refundable fee in the amount of five th form of a cashier's check or money order to cover payment reports along with their RFP proposal submission ("Backgro to determine whether there is any information that could non -responsible per Section IL.G. above. In the event the credit check exceeds five thousand dollars ($3,000.00). the City for amounts paid within ten (10) days' notic Proposers must submit forms providing the City screening on the Proposer and all Proposer's pr along with their proposal submission. For the defined as any person, individual or entity h Proposer's Project. Proposers that inc lud entities must fully comply with all ofth do not comply shall be automatically d Once the Proposer has submitte Registration Fee, the Proposer Consent Forms (Appendix 9) submission deadline in order t Upon receipt of the reque preliminary determinatio Preliminary determinatic RFP website. Please preliminary based of additional informa non -responsible f d check and investigation ncipals. Proposers shall be nd dollars ($5,000.00) in the background check and credit Check Fee"). This shall be used in the Proposer non -responsive or st of conducting the background and posers shall be required to compensate am the City. Proposer's consent to conduct background ipals using the form provided in Appendix 9 irposes of this solicitation, a principal shall be ig any ownership or major operational role in the s part of their team foreign nationals or foreign qu irements of the Patriot Act. Those Proposers who alified from further consideration in this RFP process. e Registration Form (Appendix 2) together with the provide the City with the background and credit check ether with the Background Check Fee prior to the proposal tain preliminary review of the proposing entity's responsibility d documents and fees, the City shall review and provide its Within two (2) to three (3) weeks, subject to reasonable delays. of responsibility shall be provided by way of public posting on the to that any responsibility determination provided to Proposers is le information provided by Proposer, and may be changed in the event i is revealed at a later date. The City reserves the right to deem a Proposer ny of the criteria specified in II.G. above. 33 SUBSTITUTED THIS DOCUMENT IS A SUBSTIT ION TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END • HIS DOCUMENT. IV. TECHNICAL SPECIFICATIONS A. PROPOSAL REQUIREMENTS & FORMAT PLEASE NOTE; THE PROPOSER SHALL DEVELOP THE PROJECT P POSAL IN A MANNER THAT CONSIDERS AND COMPLIES WITH ALL OF THE OUIREMENTS SPECIFIED THROUGHOUT THIS RFP. Proposers shall submit responses in a bound format with tab dividers orating each section. A minimum font size of I0 point, t inch margins. and single spacing 11 be utilized on all text documents submitted. There shall be submitted one (1) original. ell/ -.en (18) bound copies with tabs, one (l) unbound copy without tabs for possible duplicating n- �s and one (t) electronic copy submitted on CD. DVD, or Flash Drive. All required drawings shall he submitted in the scale herein -cified. The Proposer must submit copies of all required drawings reduced proportionately - an 1 I" x 17" format. The reduced drawings shall also be submitted electronically and may used on the City's website to inform the community about the proposals. No boards shall be . epted as part of the Proposal submission, but may be used at a later date for presentation purp s. Prospective Proposers shall utilize the following outline to prepare their proposals, adding s and sub -tabs as needed. 1. COVER PAGE The cover page shall include the Propos s name; Contact Person; Firm's Liaison for the Contract: Primary Office Location; Lo- Business Address. if applicable; Phone and Fax Numbers. as applicable: Email addres .; RFP title and RFP number. 2. TABLE OF CONTENTS Table listing. in sequential ord the location of all contents, including required response forms, charts, illustrations, an' .dditional enclosures. All pages of the Proposal. including enclosures, shall be clearly a onsecutively numbered, consistent with the Table of Contents. 3. EXECUTIVE SUMMARY Summarize the proposa-roviding an overview of the proposal submission. 4. VISION, GOALS, A. BJECTIVES OF PROPOSED PROJECT Summarize the vi n, goals, and objective of the proposed Project. 5. COMMUNITY NEFITS Summarize range and quality of any programs to be offered as a benefit to the local cornmunit ncluding the number of potential jobs to be created and the considerations made to protec le environment. 6. RED f LOP,MIENT SCHEDULE Pr sers shall include renovation/redevelopment schedules for the leasehold improvements ch take into account the commencement dates required by the City and delineates the novation or redevelopment of each component. The Proposal shall include a narrative ccompanicd by a graphic timeline or schedule detailing all phases of the development including developer due diligence, planning and design, permitting, construction, and operations. The schedule roust include an explanation of how the phasing of the Project was determined and a projection of the Project completion time required following the development team receiving control of the site. 34 SUBSTITUTED 7. PRO.' ECr PLAN The Project plan shall take into account ail of the principles. guidelines, an equirements specified in this RFP, as well as the principles stated in the Virginia Key Ma Plan. A team of specialized, registered design professionals shall prepare the Project : . Additionally, please note that any material changes to the original Project plan ma ■ after commission approval of the lease and development agreement shall be subject to i t from the Virginia Key Advisory Board and final approval from the Miami City Commi n. THIS DOCUMENT IS A SUBSTIT TION TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END • HIS DOCUMENT. The project plan shall include: (a) Narrative Description of the proposed Project plan: Proposer must include a detailed development pia or the marina and boatyard, restaurant, ship's store and all other components o ie Project. Proposers rnust also specify how they plan to manage the site and maxi ze revenue through optimized slip Management, restaurant patronage, and all othe evenue-generating facilities on the Property. Additionally, Proposers must identif ow they plan to address the various components required in this RFP, includ. but not limited to, environmental considerations and resiliency; (b) Site Program Analysis. including: • Overall site development inc ludin nprovements, and surrounding modifications to the Property. • Number and use(s) of buildin ), and respective square footages (both gross and rentable). • Number. type, size, constr on and description of proposed operations by category, • Number of wet and dry s .s (including total linear feet of each type specified). • Architectural features • Permitting and envir rental issues. • Features incorpora . in light of environmental concerns, including protections for adjacent critical 1 itats and sea level rise. • Parking solutio or agreements. • Traffic Plan. • Sewage P1 • Pollution introl Plan. • Storm : ter Management and Hurricane Plan. (c) Render s of overall site as well as from within the Project, illustrating: • C ext. • ilding Height. 4rchitectural Features. Signage. Proposed Project Site Plan The Site Plan should illustrate the relationship and connectivity of the proposed Project to adjacent roadways, residential or commercial neighborhoods, Virginia Key, and the general area. The Site Plan should also identify the location of all the RFP requirements specified in section 11I.A.3. above, as applicable, as well as the following: 35 SUBSTITUTED • Land/Space Uses. • Building Location. • Pedestrian Access. • Parking areas. • Landscaping. • Lighting. (e) Construction Plan: Proposer shall construct and operate the Project at the Proposer' .wn risk without benefit of financial guarantees from the City. Nevertheless, the C has an obligation to its residents to ensure that the Project is completed, or failin oat, that the Project not be abandoned after commencement. Accordingly, the Propo shall describe the terms and conditions it proposes to ensure construction and opera ° ; of the Project. THIS DOCUMENT IS A SUBSTIT ON TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END OHIS DOCUMENT. 8. OPERATiONAL PLAN The Proposer shall provide a brief narrative on the Pr. .ser's plans for the management and operation of the proposed Project during the Lease Te including as applicable, a description of services to be provided, number and type of emp ees to be hired, hours of operation. etc. 9. MARKET ANALYSIS AND ECONOlMMIC FEAS!BI ' Proposals shall include the following inform • .n, providing an understanding of their likely market and economic feasibility: ■ A market anal sis sufficient to est ish the market support for this type of facility and other proposed uses. based upo nalysis of dernand generators, competitive supply. market pricing, competitive p ion, and anticipated market sharelcapture. • A projected development sc Jule. • An analysis of projected r• nues and operating expenses broken out for each major component covering at a nirnum the first fifteen (15) years of operation. • A written statement i+ eating the total dollar amount to be spent on permanent physical improvemer to the Property, if any, including building improvements, site improvements and rriprnent purchases associated with the Project, as well as that required for start-up costs and initial operating expenses. The development/re ation cost estirnates shall be itemized to include significant line items within t major categories of hard. soft (including pre -development fees), and financing c and allocated by Project component, building and phase, as applicable. 10. FINANCIAL FE, ' r ILITY Proposals shal elude a detailed financial feasibility and cash flow analysis. The financial feasibility of Project shall be presented in a fashion to enable a clear understanding of the financial it ws and outflows of the projected revenues and any other financial returns over a projected teen (l5) year period. The analysis should include projected profit and loss runs, includit evenues, operating expenses, development costs. debt service, etc., and an integrated finan• cash flow projection showing the phased renovation, building, and completion sch- le. posers must include a fifteen (15) year pro -forma in excel spreadsheet format including rmulas. The pro -forma should include individual line items that support all proposed/projected revenues and expenses, inclusive of line items for gross slip revenue, gross marina operation revenue other than slip revenue, gross ship store revenue. gross fuel revenue, gross revenue from any other proposed income streams, individual line items associated for 36 ION SUBSTITUTED THIS DOCUMENT IS A SUBSTIT TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END HIS DOCUMENT. each of the corresponding percentage revenue calculations that apply to these rever sources and are to be paid to the City, and all expenses. Please note that, for the pro -for and other financial projections, NPV shall he discounted at five percent (5%). Gross revenue shall be defined as the total of all revenues, rents, income an ceipts, received by Proposer from any person whomsoever (less any refunds) of every kit erived directly or indirectly from operation of the Property, including without limitation, ome from both cash and credit transactions. 11, FINANCIAL PLAN a) Financing Plan Proposals shall include a description of the total estin ed cost of construction and corresponding financing plan for the Project, includin. description and estimate of all sources of construction and permanent debt and equ funds to be used in the Project. Estimated total construction costs should not be mat ally different than proposed unless as a result of unknown on -site conditions that are readily observable or discoverable. Proposers shall ensure that target returns and oth rnancing considerations are presented. The City reserves the right to further evaluate , i/or reject financing commitments when the term. the identity of the financing source other aspect of such financing is deemed not in the best interest of the City or the Pr• t b) infrastructure Cost Estimate Proposers shall prepare and submit imates of the initial infrastructure costs of the Project. The estimates shall be con to in that no cost elements are excluded, realistic in that quantities and prices used in eloping the estimate reflect actual market level or best estimates of fixture price levels d credible in that the estimating methodology used is consistent with applicable it stry standards and practices. For the purposes of this requirement, "infrastructure ts" shall mean all costs associated with roads, utilities such as water, sewer and electri c) On-Goine Capital lnfi ucture Costs This Section shall ii ide all elements or components of the capital assets that require future expenditure )eyond normal maintenance, or replacement at the end of their economic life th re expected to occur within the Lease Ternn, including for example all costs associate nth ensuring resiliency of the various components of the Project. Please note the pref ice to incorporate a resilient design with considerations made for sea level rise in order provide structures with a longer anticipated economic life. Along with each element it n-going capital costs, Proposers shall estimate the corresponding contingency allowan with the estimate for each cost element, The Successful Proposer shall be requir to contribute one percent (1%) of gross revenues to a Capital Infrastructure Eser Account (per defined escrow requirements) to fund on -going capital infrastructures co eration and Maintenance Proposers shall describe in detail all sources of operations and maintenance funds for the Project, No government Funds, subsidies. governmental credit enhancements, loans, loans guarantees, or other governmentally sponsored financial mechanism shall be proposed for the operation or maintenance of the Project, FINAL RETURN TO THE CITY The Proposer shall provide a base rent to the City equal to or greater than Two Million Three 37 SUBSTITUTED THIS DOCUMENT IS A SUBSTI ION TO ORIGINAL. BACKUP ORIG ' L CAN BE SEEN AT THE END ' THIS DOCUMENT. Hundred and Fifty Thousand Dollars ($2,350,000) annually, PLUS percentage re qual to or greater than six percent (6%) of wet slip and dry storage operations, six perce 6%) of fuel sales. and four percent (4%) sublease income or other income received by Pr oser from the use of the Property and periodic escalators. The City expects fair market va to be achieved from the escalating minimum guaranteed base rent, with percentage of gm revenues and any additional proposed rents providing the City with a share of the Proj s financial upside. Proposals shall detail other financial benefits to the City such as estim d property taxes, and other non -financial benefits such as new jobs created. Please al note additional details regarding rent specified in Section Il1,A. above. 3. EXPERIENCE AND QUALIFICATIONS The Proposer shall provide details on the proven record of ac plishment, qualifications and experience of the key persons involved in the manageme and operations of the proposed business ("Business Team") and the key persons to be in ved in the remodeling, renovation or build -out of any proposed improvements ("Develop t Team"). Proposers are required to assemble the requis expertise, experience, financial and management capability to meet the threshold quay' ations specified within this RFP. As such, where applicable, these qualification requirenze shall be applied to the Proposer's team as a whole, in a manner that is commensurate wit/ eh members' allocation of responsibility. The City has identified the following. fact RFP process. The Proposer must subsections a) through c), and include by subsections d) through h): a) Experience: ■ At the time of sub scion, Proposer and/or its principals shall possess and have experience dircc managing and/or operating a project of this scope and size within the last ' een (15) years: OR • Proposer anc its principals shall possess and have a minimum of any five (5) years of ex fence directly involved in the ownership and day-to-day operation of a pro_j of It is scope and size within the last ten (10) years. hat shall serve as threshold qualifications for this the threshold qualifications outlined below in vidence of its qualifications the information required b) At the tin of submission, Proposer and/or its principals, must have played a leading role or st have had principal responsibility or other demonstrated experience in the succc rl design. remodeling, renovation and build -out ofa project(s) of similar size and mplexity as the Project and uses proposed. c) •poser and/or its principals must have had experience with the successful financing f'at least one (1 ) project of similar size or greater. Proposer roust provide resumes as well as a summary of the credentials and experience of the persons to be used to qualify the Proposer for this RFP, including each of the Proposer's principals as well as each member of the Proposer's Business Team and Development Team. e) Proposers must provide sufficient fiends to conduct a background check as required by Section III(E) above, and the Proposers must be deemed by the City to be both -responsive" and "responsible" pursuant to Section 11(G) above. 38 SUBSTITUTED THIS DOCUMENT IS A SUBSTI ' ION TO ORIGINAL. BACKUP ORI AL CAN BE SEEN AT THE END THIS DOCUMENT. f) Proposers must provide contact information for three (3) business refer es for each principal, and at least one (I) financial reference, including contact n es, company and/or project names and contact telephone numbers of individuals o can attest to the projects with which the individual has worked. g) Proposers shall also provide evidence of financial wherewith or financing from a financial institution either on a reference letter or Letter of ommitment, either of which must be attached as part of Appendix 3, showing Proposer's capacity to develop, maintain and operate the proposed busines .perations. The financial reference letter or Letter of Commitment must be the financial institution's letterhead stationery. h) Proposers must comply with the background cho requirements in Section III (E) below and submit executed consent forms for tl roposer and each principal on the applicable entity and individual consent forms ached hereto as Appendix 9. 4. PROPOSAL ATTACHMENTS (A) RFP Registration Form & Fee: Complete R istration Form attached hereto as Appendix 2 and pay the applicable fees associated wi his RFP, including: (i) A non-refundable Registration Fee ual to one hundred and fifty dollars ($150); (ii) A background check Fee equal t.. e thousand dollars ($5,000); (iii) A Bid Security equal to twenty " e thousand dollars ($25,000); and (iv) Other fees shall be due after s .mission, on dates specified throughout this RFP a. Referendum Deposit iue upon request after City Commission approval; b. Earnest Money Dep t — Due upon Lease execution; c. Parking Garage ntribution, as may be applicable — Due upon Lease execution; d. Commission F — Due upon Lease execution. (B) RFP Submission For . Complete to its entirety the RFP Proposal Submission Form attached hereto as A ndix 3. Please note that a "responsible proposal" is one that has the capability in all -pests to fully perform the requirements set forth in the proposal and the proposed Lea . A "responsive proposal" is one that conforms in all material respects to the RFP. Ai missing information may be deemed not responsible or non -responsive and inay there be disqualified from the RFP process. (C) Business 4. Rest!? am Qualifications: Complete the Business Team form included as Appendix should be provided for all members of the Business Team. (D) Dev . pment Team Qualifications: Complete the Development Team form included as A. ndix 5. Resumes should be provided for all members of the Development Team. (E ertificatians: Complete the appropriate Certification of Authority attached in Composite Appendix 6. F) Disclosure/Disclaimer: Complete the Proposer's Disclosure/Disclaimer attached hereto as Appendix 7. (G) Consent Forms: Complete the Consent Form attached hereto as Appendix 9. 39 SUBSTITUTED THIS DOCUMENT IS A SUBSTIT TO ORIGINAL. BACKUP ORIGI CAN BE SEEN AT THE END ON HIS DOCUMENT. (H) Non -Collusion Affidavit: Complete the Non -Collusion Affidavit attached reto as Appendix 10. (I) Proposer's Organizational History/Structure and Chart: In a rrarra foram. please describe the Proposer's organizational and business history and explain the Proposer's background makes it ideal for this opportunity. Please also provide a .ual representation in the form of an organizational chart. (.J) Redlined Lease Agreement: Incorporate proposed revisi• to the Form Lease Agreement provided as Exhibit C. (K) Additional Information: Proposer may provide any ad onal information to describe the Proposer's proposed Project or capability to implem- the Project. R. DEADLINE FOR RECEIPT OF INFORMATION/CLA ' ICATION Pursuant to the Cone of Silence. any request for additi+ :1 information or clarification must be received in writing no later than 2:00 p.m. on arch 21, 2017. Interested individuals ("Proposers") may e-mail or fax their requests to attention of, Jacqueline Lorenzo. Property Management Specialist ('`Project Manager") at the ty of Miami, Department of Real Estate and Asset Management at E-mail: lorenzatr:rnianri«t corm and Fax No.: (305) 400-5197. C. RECEIPT OF RESPONSES Provide one (1) original and fifteen (15) one (1) unbound copy without tabs for copy submitted on CD-ROM or Flas Office of the City Clerk, Attn: Tod Florida 33133 no later than 2:OOP Responses niust be clearly "Virginia Key Marina RF time. and at the location s nd copies with tabs of the signed and dated proposal, ssible duplication needs, as well as one (1) electronic rive accompanied by the required documentation to the Hannon, 3500 Pan American Drive, First Floor. Miami. Ma 18, 2017. rked and labeled on the outside of the envelope/package as o. 16-17-011" Failure to submit a Response by the due date and ified above, shall result in automatic disqualification. 40 SUBSTITUTED REQUEST FOR PROPOSALS (RFP NO. 16-17-011) FOR LEASE OF CITY -OWNED WATERFRONT PROPERTY FOR MARINASIRESTAURANT/SIIIP'S STORE USES LOCATED AT VIRGIIIA KEY, MIAMI, FLORIDA RFP Distributed By: crOr', * s ea114'4+1* ,. 198anti91i 0 V CITY OF MI II DEPARTMENT OF REAL STATE AND ASSET MANAGEM T ISSUE DATE: FEBRUARY 17, 2 PROPOSALS DUE DATE: MAY 18, 20 titvQfjt:Zia u •)rnary 17.2017 Ladies a d Gentlen]et1: SUBSTITUTED 'I he )epalliuent of Ideal Estate and Asset Maltagemeni ("DREAM-) i fter the City of Miami ("City") does ereby issue the attaelied Request for Propxsais ("RIP') for the development and lease ol'prinie' , erfron1 properly located in ViriFinia Key, Florida, The 4eoal of this RI P is to create ai vibrant recl•eaetio 'll marina alnd restaurant destination 11'li11 an ancillary ship s More facility for City residents, guests, and visitors. Please review the details in the RFP helm. As described het: in, the vision of this RH=.T' is to help implement major components of the Virginia Key Master Plan, the Successful Proposer will be entering into a long-term] lease with the City for approximately _. .65 acres (including uplands and submerged land) of waterfront property located at 3301, 3605. 501, 331 1, IR 3511 RiekenbackerC'auseti4'iy. Miami, Florida, .end more specifically shown in the sui ,ey and legal description included as f:.rlhibit A ("Property"). The City hereby requests that 'relposers submit ti proposal package including all or the items required by this R FP. This REP -attains ithlbrtnation regarding the Property, submission requirements. and select loll procedures. Cc 'fully review all enclosed documents. Proposals n11.1Si comply with all submission requirements as ll '11 as ail applicable legal and regulatory requirements in order to be eligible lilt consideration. All info nation and materials submitted will he thoroughly analyzed and independently verified. Proposals ust present a definitive and detailed build -out program, completion schedule. financial plan, desrg and proposal responding to all requirements of this REP to form the basis for evaluation and select by the City. Proposals must be delivered to the Office ol'dhe C'i Clerk (First floor Counter). City Hall, 3500 Pan American Drive. Miami, Florida 33133, by ?: PM. on May 18, 2017. Late or incomplete proposals will not be considered. A list of all •oposers will he made public the ti111owini day. The successful proposal will be subject to the rep irelnents of all applicable laws, including, but not limited to, the Charier and Code of the City. 1. • behalf of the City of Miami Manor and Commissioners, 1 welcome responsive and responsible p aposals that will realize the bill potential of this prime real estate location, Sincerely, Daniel .J. Alfonso City Manager SUBSTITUTED TABLE C)1 CONTENTS ]. I.\ECIJf1IVE SUMMMARY H. GENERAL 'TERMS AND CONDITIONS Ifl. SPECIAL CONDITIONS A. PROPOSED PROJECT R" THE PROPERTY SELECTION PROCESS CONTR:•IC-"l AT1;1RD D. LEASE E. ! . ChGROUND CHECK DIR.:W .f1 "ICATION IV. TECHNIC, I. SPECIFICATIONS I. PROP( :IL RF_OL.'1REME' 7S cC FORMAI 1' 8_ DEA DUN FOR RECEIPT OFINFORMATION C. RECEIPT 01.:. ESPOi4SES EXHIBITS & APPENDICES [AMBIT BIT A LEGAL .SCRIPIPIN & SURVEY EXHIBIT l [' 13 MIAMI 21 NING CODE: CS CIVIC SPACE EXHIBIT C DRAi21 LI _SSL DEVELOPMENT AGREEMENT EX' MITE) VIRGINIA KEY tv kS 1 ER PLAN EXHIBIT E ENVIRO)NMENTAI.:. l E ASSESSMENTS Do miry F VIRGINIA KEY MARL DEEDS Ex'FIII31l G COUNTY PARKING GAR lE DEED EXHIBIT II COASTAL RISK CONSULTIN•' 2016 KING TIDE REPORT EXHIBIT 1 CRRC FEASIBILITY STUDY & L ` HF-I1 -1' PEER REVIEW APPENDIX I RFP NO, 16-17-01 1 CHECKLIST APPENDIX 2 REGISTRATION FORM APPENDIX 3 RFP PROPOSAL SUBMISSION FORM APPENDIX 4 BUSINESS TEAM EXPERIENCE APPENDIX 5 DEVILOPMENT TEAM EXPERIENCE APPENDIX 6 ENTITY CERTIFICATE 4=1F AU'I'i IORI1'Y APPENDIX 7 DISC.'LOSUREJD1SCLAWIER FORM APPENDIX NDIX 8 INSURANCE REQUIREMENTS APPENDIX g CONSENT FORMS APPENDIX 10 NON -COLLUSION AFFIDAVIT, APPENDIX 11 DETAILED EVALUATION ION MATRIX 3 SUBSTITUTED RI•:QL I:s Ir FUR PROPOSALS vl1 ;INIA KEY NIARtNA WIT 1' I' No. 16- 1 7-tl l I) EXECUTIVE SU111;M14IARY poi unity: `i`he City is seeking responsive proposals from qualified Proposers willing to plan, redesign. construct, renovate, redevelop, lease. manage and operate a mixed -use vvalerl'iciit facility including, but not limited to, a marina, boatyard. dock master's office, ship's store. dry storage, wet slip docks, and at least one restaurant (`'Project"), location: 3301, 3605, 3501, 3311, & 351 1 Rickenbacker Causewaiy, Miami, Florida, shown respectively :is Parcels I. 2, cincl 3 on the survey- included herein as Exhibit -A- (-Properly"). Property Sire: Approximately 26.65 acres, including upland and submerged land property. -I'he 1. merged land is estimated to be approximately 17 acres, Lonim&: Condition of Property: Taxes, Impositions: State Approval: De‘(.. •pment capacity and program for this site are regulated by the City or lMiami Coittpr rensive Neighborhood Ilan and the Miami 21 Zoning Code. The applicabll 'zoning designation is CS Civic Space Zone according to the Miami 21 Zoning Coc The Properly .ui its improvements are offered in "AS IS, WHERE IS" condition by the City. ;' n .epresentaliotts or warranties whatsoever are :wade as to its condition. slate or eh -aetcrislics. EXPRESSED WARRANTIES AND IMPLIED WARRANTIES OF 1. ''NESS FOR A PARTICULAR PURPOSE OR USE AND HARI 'ABILITY ARE I RRL13Y DISCLAIMED. IMPLIED WARRANTIES OF MI_RCIIANi At3II..ITY, L11"IAMI I'l'Y. ANUOR I-'JTNESS FOR A PARTICULAR PURPOSE RE HEREBY DISCLAIMED. No representation whatsoever is made as in any nviromnetlinl, surface, subsurface, Water or soil matter or condition. `l'lle Proposer selected ("Successful Pi loser") is responsible lcir all taxes, levies, governmental impositions, surcharges , id assessments due or assessed on the Property. The Successful Proposer shall b. required to pay for any survey(s), site plans, permits. or other application fees ret iced for the implementation of the Project. The Successful Proposer shall be resp isihle for payment in lieu of taxes ("P1I_tY1'") during the term ol'the Agreement in he event the Properly becomes exempt from ad valorein real estate taxes. The City -owned submerged hinds included in llie operly are subject to a "Municipal Purpose" deed restriction provided by the 5 . to of Florida Board of Trustees of Internal Improvement 'Trust Fund (°"TIITF") The '1IClF deed is included in Exhibit "1:'. of this RIP. As a condition precede of the Lease, the City will seek a finding of municipal purpose or (if applicable) a '. giver ofthedeed restriction for the use of the submerged lands. The Successful Prol. sser shall bear all costs, lees, waiver payment fees, and or any other required pas ents to the State in associanitnr with the State approval process. The Successful Pro oser shall 4 Master Plan' SUBSTITUTED fully cooperate in the state arpproval process, if applicable, as requested by City and/or the State. File vtianai City Commission has adopted an area -wide Plaster Plan that sets forth a global developn1ent vision liar Virginia Key ("Master Plait"). It is the intent of this R1 I' to encourage an integrally planned and designed development for the Properly that is both consistent with, and substantially adheres to, the Master l'ian to the extent permitted by law. The Master Plan is inelu ed herein as Exhibit " D' _ Comprc c i ive Plan: The City has adopted, pursuant to the requirements ot'State and Laical Laws, Mc Miami C'oniprehenstte Ncialthorhond Plan ("1\ICNP"), as amended. The Future Land Use. Map (" I LlJh•l") of the MCNP classifies this Property as Public Parks and Recreation. Lease: Lease Tenn: Rent Requirements: RIP responses shall ii •Mete a minimum base rent equal to or greater than Two Million Three l luitdrecl a d Fifty Thousand Dollars (S2.35U,OOO) annually ("Base Rent"). Commencing on 1 • first aituiiversary' of the Effective Date or the Lease and on each anniversary thei 'alter during, the initial Term, the per ainnulil Base Rent arllotlilt shall be adjusted the greater of: an increase by one percent (1" „) of the previous year's i3ase Relit, 'r ail increase based on the amount indicated by the Consumer ('rice Index as of fit {e (3) months prior to the beginning of the applicable adjustment [torte:. In no shall any such annual adjustment to the Base Rent result in an increase that is :•ss than one percent (1"0). or more than Five Percent ( %). oldie. Base Rent amoui immediately price' to the effective date afsuch adjustment, 'Mc lease agreement included herein as Exhibit "C ' (-Lease") shall be executed 161lnwine Ilte award ul`this REP, Certain provisions of the Lease shall remain non- negotiable, including, but not limited to, items specifically required by this REP. well as Referendum, Indemnification, !told 'limitless, Duty to defend, Ins. ance. and Guarantees, The Lei se consists of a forty-five 14) year initial term, with two (2) fifteen (15) year rent id terms. The total term_ inclusive of both renewals, may not exceed a total ofsev.ley-live (75) years ("Lease Term"). The Project shall be planned in a contiguous nit tiler, although there may be a phased delivery of possession. The Lease Term ski commence upon execution ol'the Lease. Subsequent phases of the lease shall run •'oneurrently with the initial phase. Additionally. Proposals must prov de that the CI shall receive a percentage rent equal to or greater than (6'-o) of suet slip and dry : °rage operations, six percent (6'!„) of fuel sales, and four percent (4" •r,) sublease inc ie or other income reeeived by Successful Proposer from the Project (" Participath Rent"). Additional rent may be applicable, as negotiated and specified in the Lei Parking Contribution: Successful Proposer shall contribute ii minimum of three milli( 1 toter hundred and fifty thousand (S j,450,000.l)ll) dollars to the construction of an a :.scent municipal parking garage ("City Parking''). 'Fite City Parking: will he a meipal packing garage operated, managed, directed and maintained by the full, ni Parking Authority ("MP11"), ry.etual contribution amount to be based on tit e umber of parking spaces required for the Project. Alternatively, the Successful Prop(,cr may 5 SUBSTITUTED provide its oven Proposer Parking or may coristrti t and operate the City Parking itself, subject to additional restrictions specified below, Eairnest Money. Deposit: The Successful Proposer shall provide an irrevoc lhlc unconditional Cashier's Check, drawn on a financial institution authorized to do business in Florida (or may do the same by wire transfer or similar means), providing for Iwo Million Dollars (S2 000,000), which shall be due upon execution oldie Lease. Refer•'iduni Deposit: Section 3(l)(iii) and 29-B of flit' Charier of the City of Miami requires that any lease that the City Commission approves pursuant to this R["P shall not be valid unless approved by public vole through a referendum process ("Referendum"), currently scheduled for November 7, 2017. The Successful Proposer shall pay 3 one hundred and i enty-lice thousand dollars (S125,000.00) deposit in order to pIasee the lease terms on the ballot for aipproval ("Referendum Deposit"). After receiving approval by the City Commission, any unused portion of the Referendum Deposit, after deducting all costs li+r the Referendum, shall be returned to the Successful Proposer. In the event additional Hinds are required to place the i cslinii on the ballot (i.e., to aecounl for increased costs of printing or other costs in }sed), the Successful Proposer shall he required to promptly pay the additional funds lea the City within ten (1 0) days` written notice. I allure to do so will disqua v the Proposer fiiani further colisideration. Wet al Dry 5toiolie: Access Road: Public Boat Ramp: f3val Sho '1'lte marina -hall provide the most efficient and cast effective number and size of dry storage ra+cs and ►vet slips in light ol-rnarket conditions. The size and number of all wet slips shall be subject to all applicable laws, rules and regulations, including. but not itited to, zoning, permitting, aquatic preserve limirations, and other t'euulalory retl 'remenls. No wet slips shall be allowed in the historically - designated marine bas , as further clarified below. The Success fill Proposer s all i:ither: (1) preserve and maintain the access road indicated as Parcel ? in the st ey attached as kxhibit -'A"; or (2) provide for and constrtict, subject to applicail ." permits and other regulaitory cipprovalS, an alternative access road in a substa ially similar vicinity as that indicated as Patreel 2 in the survey attached as l.xh it ' r1.- The public, including the agents, employees, aund invitees of the adjace t Rusty Pelican Restaurant, shall he freely afforded and granted access to, over, an across the above -mentioned access road. The Successful Proposes' shall be required tt shin, design, perniil and construct a public boat ranip and floating dock on the Pi. ierty to the northwest of Miami Marine Stadium as an additional component oft • Virginizt Key Master Plan, The Successful Proposer shall allow the; Natio' 1 Marine Manufacturer's Association ("NM MA") boat show event ('Boat Show access acid use a portion of the Property annuailly during the seven (7)days of the oat Show, inclusive of President's Day weekend. f he Successful Proposer shall a so accommodate the Boat Show zincing the three (3) week :see up period and the two 1) week tcair down period for a total not to exceed six (6) weeks. 1 his restriction spat.: be coterminous with the Lease [sir as long as the Boat Shen! is hekl al Virginia K •v, even if the Roat Show is held elsewhere but laier returns to Virginia Key dun the Lease ' ferns Reti.stration Fee: Pre+'user Entity:. 13aack=ground Check: Pre -Proposal CUi1fereIacc and Site Visit: Registrar ion Contact: Project Manager Proposal Doc Date and Location: SUBSTITUTED Only those Proposers rvho have registered can participate. For registration as an official Proposer prior io bid submittal, and to receive a complete RFP package and RIP addenda as they are published, Proposers must submit a non-refundable fee of $1 0.00, in the fora of a cashiers check, money order, or official certified bank check, playable to the "City of atnli", delivered to the Registration Contact specified below. At the time of submission of the RFP responses, the Proposer must he a business entity (i.e., Partnership, Limited Liability Company, Corporation, etc.) already authorized to do business in the State of Florida, ivlituni-lJadc County and the City of Miami under the Proposer entity's lewd naanlc. Any person(s) included in Appendix 3 (-"RFP Proposal Submission Form'') may not be substituted or withdrawn Iron participation otter the Submission Date unless the City Manager speeilically authorizes in writing a request for substitution. Each Proposer, includinu the principals thereof, and.'or its assigns, shall be subject tee a background and credit check_ which may be necessary to determine r • .ponsibility and responsiveness to all items required by this RFP. The t._`I may conduct at Pre -Proposal Submission C`onterence and Site Visit on a date and ' Tie that is yet to be determined. In the event of such {.inference, notice of the date. time, and location shall he posted by Addendum and sent to all registered pro isers. Kimberly. f3alkus CLUE , Public Instil ions 200 East Las Ulas B1vSuite 1620 Fort Lauderdale, Florida 3301 T: (954) 331-1719 E; kiinbcrly.baalkusF(tecbre.cut Jacqueline Lorenzo City of owl inmi l Real Fstate and Ass: t !.l:rna6enienl 444 SW 2"`r Avenue, 3'11Floor Mi anai. Florida 33130 T: (305) 416-1,126 I : jlorenzow miamigov.eorn May 18. 2017, . 2:00 P.M. Office of the City Clerk, City of Miami City l hill 3500 Pan American Drive. First Floor Counter Miami, H. 33133 7 SUBSTITUTED 11. (;1•:NF:R.‘1. TERMS AND CONDITIONS. A. Definitions 1. Bid/Proposal shrill refer to any offer(s) submitted in response to this solicitation. 2. Bidder/Contractor-/Prnposer shall refer to anyone submitting a Proposal posal in response to this solicitation. 3. Bid Solicitation or Solicitation shall liie'an this solicitation documental ion, including any and all addenda. Solicitation Submittal Forms - must be cntnpletcrl and submitted with the Proposal. City - shall refer to the City of Mianii, Florida 6. Mk;A11 shall refer to laity of Miami Department of Real Estate and Asset Manag:tiietit. 7. 1 =istered Vendor - shall refer to a lirin that has submitted a complete Registration Form. 8. Sire essful Bidder/Proposer shall mean the Proposer(s) recoiiinwiided for award, B. Instruction i Bidders 1. Bidder {fit lification and Registration It is the polio of the City to encourage lull and open competition aliii,ii " all available qualified vendors, To be eligible lilt award of a contract. Proposers must register by submitting a completed Regist lion Forlit and providing a lee viol e hundred and Lilly dollars (-` 150) in the thiiii of a cashier's c. eck, money order. or official bank check. payable to the "City of Miami". Public f:ntity Crimes To be eligible liir award o with Section 287.133(214a) o has been placed on the conic may not submit ti Proposal On a may not submit a Proposal on a et public building or public work, may entity, may not be awarded or pert consultant udder a contract vvilli any pu public entity in excess of the threshold tit Statutes, Ihr C';l li .( it tRY TWO, as defined a period of thirty-six (36) months from the date 3. Request for Additional Information Cone of Silence: Pursuant to Section 18-74 o the City Code, all Bid Solicitations, once advertised and until an award rccommci Al ion has been fiirwarded to the appropriate authority, are under the -Cone of ' lcnee-. Any communication or inquiries, except for clarific.ition of process or pro -lure already contained in the Solicitation, are to be niatde in writing to the al tention o e Project 14laitager identified in the laid Solicitation with a copy sent to the City Clerk. ii. Addenda: DREAM may issue an 'addendum in response to a v inquiry received prior to Bid receipt and opening that changes, adds to, or clarifies t ° terms, provisions or requirements of the Solicitation. The Proposer should not rely in toy representation, statenicnt or explanation whether written or verbal, other than those, mule in this Bid Solicitation document or in any addenda issued_ 'Where there appears t be a conflict between this Bid Solicitation and any addenda, the last addendtln issued -- hill prevail. It is the Proposer's responsibility to ensure receipt of all addenda, and any accompanying documentation, ontract. firths wishing to do business with the City must comply (het. Iorida Statutes, vv hicli pro ides that a person or aff rliale vvho d vendor list following a conviction for a public entity crime •nitlract it) provide any goods or services to a public entity, met with a public efitity for the construction or repair ola submit Proposals on leases ofrcal property Iry a public work as a contractor, supplier, subcontractor, or is entity, and may not transact business witli any tint provided in Section 287.017 of the Florida Section 287.1117(2) of the Florida Statutes, for being placed on the convicted vendor list. C'. SUBSTITUTED 4. Bid Solicitation and Bidders' Responsibilities it is [he responsibility of the Proposer to become tllorouglLIY familiar with ii e Bid requirements. terms, and conditions or this Solicitation. ,Allegations or pleas of ignorance by the Proposer of conditions that exist or that may exist will not be accepted as a basis for varying the requirements of the City, or the compensation to be paid by the Proposer. This Solicitation is subject to all legal requirements contained in the applicable City Charter and City Code provisions, as well as all applicable County, State, and federal laws, rules, and regulations, 11 is the responsibility of the Proposer, prior to 'conducting anY lobbying regardini this Solicitation to file the appropriate form with the C.'it} Clerk staling that a pattitular lobbyist is authorized to represent the Proposer, The Proposer shall also tile a 1hrnt tic itli the City Clerk at c point in time at which a lobbyist is no longer authorized to represent said Proposer. Failure of o Proposer to tile the appropriate form required, in relation to each Solicitation, inay be eons leretl as evidence that the Proposer is not a responsible nsihle contractor. 5. Change Withdrawal of Bids i. (2h noes: Prior to the scheduled Bid receipt and r.)petiiitw=, a Proposer may change its submitting a new Bid. No material or substantial changes to a Bid will be aeceptc oiler Bid closing. li. ‘it1idra5 als: A Bid shall he irrevocable unlesg the Bid is wilhdiawIi as provided herein. A big tray be withdrawn one hundred -eighty (1 t3t}) days truer the Bid has been received and o }ned and prior to award, by'submitting a letter to the Project Manager identified in This d Solicitation. 'fhe ‘v'itlldraw a€ letter must he on company letterhead and signed by an at ..lorized agent of the Proposer. O. Conflicts within Bid Solieitatin Provisions contained herein ea ill 1ae ' itcrprciccl in a manner consistent with all other provisions. However, where there exists a eonl ''t between the General Terms and Conditions, Special Conditions. the Technical Specie ieatio s, or any addendum issued. the order of precedence shall be: the last addendum issued, the 1 clinical Specifications, the Special Conditions, and then the General Terms rind conditions. Preparation of Bids Registration H'orni - Proposers are required I Registration I-`ee sect to of the Executive Summary, by DREAM. 2. Solicitation Submittal Forriis — the I3id Submission Foi documents deli ne requirements or the Solicitation, and mu outlined within the Sol icilal ion. (Jse oranother furor ntay resat 3. Authorized Agent - An authorized agent of. the Proposers 1. Submission Fnnii and submit it together with the Hid. 4. Conditions - The Proposer may be considered iron -responsive it ids are conditioned to moclitications, changes, or revisions to the terms and condilinns of'this . tlicitatiolt. 5. Add itionallAlternate I3ids Proposers may submit au additional or a1tt. -nate 13ici(s) for llte same Solicitation provided that such additional or alternate Bid is al towab under the terms and conditions specified in this RFP, '[he additional or alternate Bid must t eet or exceed minimum requirements and must be submitted by separate submittal marked "A °ritate laid". All Bids submitted as Alternate Bids shall be considered separately and independent v of each register- in the manner indicated in the 1 order to res]lcxul to solicitations issued t ittci all other required solicitation be completed and submitted as n reiectican of Pnapuser'ts>rli:r. rot must sign the Proposal la SUBSTITUTED other. Failure to comply w➢tll the requirements of this RIP in any one of the .tJd'il alternate hld5 shall be grounds for disqualification of such Alternate Bid. 6. Prig Discrepancies where there is a discrepancy between the prices offered within the laid. the prices or amounts that 1i'Otald provide the greatest return to the City shall prevail. D. Cancellation of Bid Solicitation The City reserves the l'iizht to cancel, in whole or in part, any Solicitation Nvhen it is in the hest interest llae City. The City shall have the sole and absolute discretion to determine which actions are in the be: interest nt the City. E. A 1, [ set I rreau deemed 2. Unreason that prices detertnllaed to 3. Negotiations — best financial retun requirements remains 4. Qualified Bidders A completed the lePisaration vvitli the City. 5, Contractor Responsibility — Pursuant to City C'ode Section 1 S-l2t1, the Proposers performance ats a prime contract() or subcontractor on previous City contracts shall he taken into account in evaluatintl the Hid re iiyed for this Bid Solicitation. 6. Aivarcl Information To obtain tE °nlTy of the Bid tabulation. upon notice of Award Recommendation, Proposer(s) may rcgt 'isi bid tabulations or other award information by contacting the Project Manager outlined vv'i ltl the Solicitation. 7. Contract — The Bid Solicitation, any addcnc, thereto. the subsequent agreetnent(s). and any properly executed niodiIieations shall eRii iitute ae resultant contract. 8. Required Docunierttation — Award of this Bid 1 •ly be predicated on compliance with and submittal of all required documents as stipulated in t = Solicitation. Request for Additional Information — The C'ily rest_ -yes the right to request and evaluate additional information from Proposers alter the suhnal: titan deadline as tlae City- deems necessary. 9. rd of Bid Solicitation nerally —This Bid may he awarded to the responsible Proposer meeting all requirements as nrtll in the Solicitation. The City reserves the right to reject any and all Bids, to waive parities or technicalities and to re -advertise for all or ilOV part of this 13id Solicitation As l its best interest. The City shall be the sale judge of its best interest. tic Offers — The C'Itv reserves the right of reject any and all Bids il` 1 is determined insufficient. best oilers are determined to be unreasonable. iir it is utheravise in the Cily's best interest to do so. = City reserves the right to negotiate price Ivith the Proposer providing the the City, provided that the Solicitation's scope of work andliar minimum e satre. rd of this Bid Solicitation Will only he made to lirins that have arm and satisfy all necessary legal requirements to do business F. Bid Bond/Bid Seci.irit3, A cashier's or certified check, or a bond signed by a recognized surety co business in the State of Florida, payable to the City of Miami, lip 11ac a➢noun proposers, to the extent required under "Special Conditions' or "Technical Security"1. This Bid Security guarantees that a Proposer will accept the order or aP is awarded to said Proposer. Proposer shall forfeit the Bid Security to the City s contract/agreement to Proposer and Proposer tails to accept die award. The City reset reject any and all surely tendered to the City. Biel Securities tare returned ha unsuceess upon demand within liflew (15) days alter the award and Successful Proposer's acceptanct I() any that is licensed to do bid is required from all rcilientions" ("Bid �e➢nenl, as bid. ilk gold City award s the right l0 Proposers I'award. SUBSTITUTED If ninety (90) days have passed alter the date or the formal Solicitation closing dale_ and no contract has been ant ardcd, all laid Securities twill be returned upon demand. 1 allure to execute an agreement undor tile on acceptable Performance Bond. when. required. as provided herein, shall he just cause fir the alllnuh11cnt oldie aev lrcl ai id the lilrlcilur-e oIthe Bid Security to the City. tvhich norreiture shall he considered. not as a penalty, but in mitigation of damages us -mined. The amount of the Bid Security shall be a liquidated suns, tt hicll shall be due in I't111 in the ent of default. Award may then be made to the next lowest responsive. responsible Proposer or Pry •clsatl most advantageous to the City or all responses nmy be rejected. G, Res unsive!Responsible Proposers Subject to 'ilv orMianli Code Seel bans I8-c95 and 18-107, the City shall have reasonable discretion to deem any pr }osal non-responsive/non-responsible based on whether the proposing entity or any of its members: i 1 ali in arrears to the City for any debt or obligation; ii) have ally uncured defaults or have railed to llei'tetirin ndei' the terms of alnv agreenieiit or Contract with the City or other Lovell-1111cm entity within the past ten 0) years; iii) are in default udder any worsen L'llt or eoinracl with the City or other govel'lllllent entity of fill date and time the proposal is due; it') have caused tines, penalties, lees oi' similar impositions to let led aainst the City; v) have any past, present or ono -going litigation with the C fly or other govern!' Tot entity; vi) have filed and not prevailed in frivolous lawsuits. as that term is defined by Section 57,1 il. lf'the Florida Statutes as determined by a Final order or the Loud; vii) have past. present or pending, Into lltary bankrupiC1. s, liquidations, or foreclosures within the past seven (7) years on projects or busilles. 's they have tnvned, nperalid, or controlled a majority interest (i.e.. ownership of ten pereClll ( II1`An) of 'tore of the entity stock or shares); viii) hat been Blunt liable by altty legal or iidministratit e enlily wilt ny proceedings for rosin lnrllenlal damage, contamination or ally other environmental liability; ix) hav tailed to disclose involteinent in any legal or administrative proceedings concern nt entironnlenlal l , nine, contamination or any other environmental liabilities,. whether found liable or otherwise; x) have lcen debarred by any public agency or been placed in the convicted vendors list pursuant to 1 lorida St. ute Section 287.133 or a similar law; xi) have litilcd to disclose any ot'thc above: or xii) hat e othcru isbeen determined as nos responsive and or responsible as defined by Sections 18-73 and 148-95 of the C'it_' Code. and by talc laws of the State of Florida. Similarly, any Proposer, or its principal(-) that is dete lined by a court aeonlpetent jurisdiction (and all due process of law has been exhausted) to he liablliar causing damage to the City, directly or indirectly, shall be immediately responsible lot' payment o - he judgment or tines. IC the Proposer or its principal sloes not pay the judgment or fines, within thirty ( days after the date ol'the C'ity's written notice, either during the solicitation process of anytime iturtl ' the term of any agreement awarded pursuaull to Ills Solieitatitni, the City shall have discretion to it111 ediately disqualify the Proposer and tenninate any agreement entered into pursuant to this RFP, with no !her cure rights. In such event. the City shall immediately own any improvements built on the Property, t'ith no responsibility. linunciall or otherwise, to the Proposer. It. Bid Protest All bid protests shall be processed in accordance with the procedures coma in Section 18-104 of the City Code. All of the requirements and procedures specified in Section IS-1 shall be mandatary in order to properly the and proceed with a bid protest. Section 18-104, as the satin may be amended, shall be deemed as incorporated herein as inset [drill in lull. 11 SUBSTITUTED I. I.a►vs and Regulations The Sue essIul Proposer shall comply with all applicable laws, codes, rules, permits, approvals, and regulations applicable to enter into the agreement specified in this 13id Solicitation. The Proposer shall comply with all applicable federal. state and local hi s that may affect the execution ol'the aurcement. .1. Licenses, Permits, and Fees I`lle Successful Proposer(s) shall hold all licenses and"or eertitiea1 o11s, obtain and pay liar all permits id:'or inspections, and comply with all laws, ordinances. regulations and building code requirements of licahic to the agreement required herein. Damages, penalties, and: or fins imposed sed on the City or a Sursslul Proposer d lr f'ziilurc to obtain and maintain required licenses, certifications, permits and/or itltil�ax ons shall be borne hy said Success lid Proposer. It, Rcspo sihle wages: Livia Vac bite Success ' l Prclliuserts1 shall comply with Section 1 h-1.2t1 of the City Code, titled responsible Wage Construl. on Contracts, to the extent applicable to a nv development on City -owned property. Erlfbrcenlent of ds ordinance may require the Successful Proposer to Finnish the City with a monitoring fee and i 'ay require the 1firuiis ioll0l a pereenlauc of tlic construction cost into an escrow account. Additionally, le Successful Proposer(s) shrill comply with Section 15-556, el. seq. of the City Code. titled Living Win& to the extent applicable. i,. Assignment Unless otherwise specified in lis Solicitation, the Successful Proposer shall not assign, transfer, pledge, convey, hyputheeate. or c ierwisc dispose of their Proposal, or subsequent Lease, including any rights, title or interest therein, c_ its power to execute such contract to any person, company or corporation n'iihout the prior written -onsent of the City Commission, which may be conditioned. withheld, or refused. M. Indemnification The Successful Proposer shall indemnify, clefeii. (at its sole cost and expense). satie, and holed harmless the City and its officers, officials, employees. age is, agencies. and instrumentalities from nn-v and all actions, causes of action, legal, equitable, regufatoi , administrative or otherwise. liability, losses or damages. which the City or its officers, ernpiny'ees, aIL•'nt5 or iilstroirrentalities rllriv incur as a result of claims. demands. suits, causes of actions or proceedings : f any kind or nature arising out of, relating to or resulting from the performance, non-performance, or -each of the agreement by the Successful Proposer, including without limitation the Solicitation. eva :iliun and a\mard oll' the Lease, the later possession and Tenancy and all activities or omissions lherc Il, the design and construction of all improvements, betterments, additions and structures, includin the maintenance and use thereat: compliancewith all applicable laws, codes, rules and regulations a d payment of all debts. expense~, Costs, and fees than are the responsibility of the Proposer as they corn due. 'The Foregoing indemnity, I Ioldd I larmless and Duty to Defend shall include the Proposer and:or i employees, agcnls, servants, partners, principals or subcontractors, jointly and severally. The Succc_ ful Proposer shall pay all claims and losses in connection therewith, and shall investigate and defend 11 claims, suits or actions of any kind or nature in the mate of the City, where applicable, including ap 'llnie proceedings. and shall pay ail! costs, judgments, and attorney's tees which alas be incurred the on. The Successful Proposer expressly understands and agrees that any insurance protection require( y this Solicitation or subsequent agreement. or otherwise provided by the Successful 1'ruposcr sha 11 in ui way limit the responsibility to indemnify, keep and save harmless and defend the City or its el ers_ officials, employees, agents, agencies, and instrumentalities as herein provided, tvlucll duty slta sot. i4e the cancellation of the I.easc, as may he applicable. 1? SUBSTITUTED N. Insurance Requirements Prior to execution of the aueernent by Mc City. the Successful Proposer shall furnish to the City Certiticates(s) of Insurance that indicate that insurance coverage has hero obtained which meets the requirements as set Hertel by the City. The title and, or number of this Solicitation number detest appear on each certificate. Alf policies and/or certificate(s) of insurance are subject to the review and approval by the City's Department of Risk Management prior to approval. 1 he ceiiitieate(s) of insurance shall substantially comply with the insurance requirements listed in Appendix S. Cerlilicates will indicate mat no modi tient ion. lapse, or change in insurance shall he made without thirty (30) days written notice to he Certificate Holder. II insurance certificates are scheduled to expire during the contractual period. the :` ccesslirl Proposer shall he responsible for submitting new or renewed insurance certilicatef sj to !]le C ait a minimum tie' ten {10) calendar days in advance of such expiration. Ile City u1- Miami Director rl` the Department of Risk Management ient shall have the right to amend or solicit additional insurance _-quirellmenr, as needed in connection 1vntll the construction or rilalnanenlent pleases of the Project. U. Jtudi:tm• [.ei rat I'Itc City reserves 1 e right to require the Successful Proposer(sl eta submit to an audit by the Auditor General or other audi lr of the City's choosing at the Proposers expense. The Proposer shall provide access to all of its recto is, which relate directly or indirectly to the subject agreement at its place of business during regtlkr bt . mess hours. The Proposer- slia11 retain all records pertaining to the agreement and upon request make turn available to the City for three years following expiraliun ofthe agreement. The Proposer agrees to provic • such assistance as may he necessary to facilitate the rev iew or audit by the City to ensure es.ltapliaucc 11 1 applicable account lag and 1iuuncial standards. P. Collusion 'The Successful Proposer recorllnlende fir award as the result of a competitive solicitation for an_y. DREAM project including. but not limit to, a purchase, lease, permit. concession or management agreement, shall submit the Non -Collusion .\I11davit included herein as Appendix 10 under penalty of perjury. The Non -Collusion Affidavit provil.•s either that the Proposer is not related to or affiliated with any ot'the other parties biciclinn in the coati 1itive solicitation or identities all affiliated or related parties that submitted a Proposal in the Solicilati 1. The Non -Collusion Affidavit further attests that the Proposer's proposal is genuine and not sham Ile e Ilusive or made in the interest or on behalf of any person not therein named, and that the Proposer has nodirectly or indirectly, induced or solicited any other Proposer to put in a sham proposal, or any other Jerson. tirni. or corporation to refrain from proposine, and that the proposer has nut, in ally manlier, si Ight by collusion to secure 10 the proposer an advantage over any other Proposer. In the event al reeomn -nded Proposer identities related parties in the competitive Solicitation its bid shall be presumed to be el, usive and the recommended Proposer shall be ineligible for au arcs unless that presumption is rebutted. A v person or entity that tails to submit the required affidavit shall he ineligible for contract award. l=ail .c to provide the Non -Collusion Aftidav 11 with the Proposal or within live {) days' request by the City, shall he cause for the contractor to forfeit their Bid Security, i1`applicable. Q. Proprietary/Confidential information Proposers are hereby notified that all information submitted as part of, or in st met ol'bid submittals, will be available for public inspection alter opening ulbids. proposals, in compliai ce with Chapter 1 1 ti of the Florida Statutes. Proposers) shall not submit any inlornmation in response i this Solicitation which the Proposer considers to he a trade secret. proprietary or confidential. The si mission of any information to the City in connection with this Solicitation shall he deemed conclusive! n be a waiver of any trade secret or other protection, which would otherwise be available to Proposer. l the event that the Proposer submits inflnrrnFilion 10 the City in violation of this restriction, either Mad \ tenth or l 3 SUBSTITUTED intentionally. and elearly identities that information in the hid/proposal as protected or confidential, the City may, in its sole discretion, either (a) communicate with the Proposer i11 writing in an cl'li+rt to obtain the Proposer's written withdrawal of the confidentiality restriction or (b) endeavor to redact and return that information to the Proposer as quickly as possible. and if appropriate, evaluate the balance of the proposal, R. Governing Law his Solicitation and subsequently executed agreement, including appendices, find all iltatters relating to he agreement (whether in contract, statute, tort, regulators'. administrative, or otherwise) shall be gov ned hy, and construed in accordance the laws of the State of Florida regardless of the donne e of any Proposers. I'.' lusive venue shall he Miami -Dade County, SUBSTITUTED I11_ SPECIAII, CONDITIONS A. PROPOSED PROJECT The inlunnation cuntaiincd in this RJ=P is published solely for the purpose of inviting, Proposers to consider the Project descd'tbetl 11L°t'till, Prospective Proposers should perform their own due diligence investigations. pR Jjections and render their own conclusions without reliance tlpol1 he Pre -Proposal Submission Conference or the material contained herein. Project Goals I'lle City wishes to redevelop the Property into a mixed ttsc walerironl Marina, providing first-class services to tourists and resident~ alike. l'he I'nijcct shall combine the lsc o marinas stony on the Property in order to create a unified cieslinatlurl within the City, '[his RFP se • s to identify the proposal deemed most advainatgs:oii in the City, taking into eons leration the evaluation criteria listed in section ill.C'.2- below as well as the following ohjecti -es bead guidelines - a. Eon' ntic Objectives • Int ','ace financial return to the City: • Impr ve revenue -producing capacity of facilities-, • I nsure tat any proposed ancillary or ct)ruplenlenlary uses further enhance the desi inat it 1 market appeal; • Utilize the . vai !able Property to maximize its economic potential subject to the restrictions se 1ilrth in this RI'P. b. Planning & Lame L tic Objectives • Attract residclif sell I•is]IoI's to the public ivinerfi'ont so that they may enjoy Hiseavne list\ and the aritinle settinu of Viri!inia Ivey; • C'om cri the existing faei ' ies into a modem world -class facility using sladlc-o1' Ihc- au't technology and include ancillary uses that complement the Property's .setting and geographical location, 'ntcd to stimulate public use of_ and widespread interest in, the Properly; • Provide for the development of' mixed -use marina and waterfront destination, purtrayinFi a unified and integrated farina lhatt seamlessly interacts with aldiaeent restaurants and facilities: • Allow for easy access to and lhrnuwzhnu the Property, including the development cif a full -width bay walk that matches tli design east of Marine Stadium. and provides seamless connectivity from Marine taditun to the existing. Rusty Pelican restaurant (consistent with 1v1iarni 21 ]; • Promote various active public uses of the site the will enhance the overall public benefit derived from the Property in terms of . se, visibili.ly, environmental protection, and financial return: • Proposers should consider developing, and operating Ill, Project at varying price - points, incorporating, for all clement of casual wcrlront dining., in order to increase public accessibility of the Project; • Preserve critical and sensitive w ildli It! areas;: • Peru icte facilities that represent flexible designs and iconic; ai. ention-grabbing buildings that function year-round tier daily and nightly activities: • Maintain harmony between the design and architecture of the new s -uctures and the iconic tircliilecture ot`the Miami Marine Stadium: I5 SUBSTITUTED ▪ Develop an array or recreatiotlal ov;iierfront uses operated by management experienced in waterfront programming in order to attract increasing and varied segtlielits of the local. regional and visitor population; • 1)cvelop the Project with considerations iiitide for anticipated sea level rise using the USAC1= 1 figIi or INCiAA High curve etileul itctir lcir sea level rise projections: c. Urban Desigrt Principles & Guidelines • Use of the Virginia Key ;11astcr Plan principles as a guideline for proposed inlpro eiiients and the Prr pect's architectural landscape features; • f:nipliaisis Oii public access throughout the Property, with sale pedestrian connections and e:r\e of access between the facilities a•id tlic suri-intnding areas; • Improve Marina access points le'11h aesthetically attractive bulllering features through hardscape or soliyctipe elements: • Utility infrastructures shall be placed underground or within chases below gralde, where fea.. iI lc; • Creative use of roadway lighting and distinctive exterior lighting is encouraged; 'roeide roadway and decorative lighting that has minimal or no impact on the sti)rie baisiii and environment; • Inc 'poranoii of pedestrian -scale decoratio e fighting, as well as low-level path and lands pe accent lighting: • Archite• tire and landscape should acknowled+!e the tropical climate of the region and cons r utc to the pedestrian and civic life of the Project: • Provide opt lung views of the bay from the f�ieilities; • Provide comic ions public open Spaces that acknowledge the tropical cliniate of the region by pi viding significant landscape design, shade and coverage through the use ofsul)stanl`.I shade trees and specimen palm varieties: • Adaptability and 1 Kibility to haegrate with any native Virginia Key -wide transportation systems iar may he det eloped; • Adaptability to increase ioodinu risks due to sea level rise: • Building facades should he arie[I and articulated to invoke visual interest: • Secondary entries from ini ' walkways are also encouraged: 2. Virginia Key Master Phan Ail area -wide IvIttster Plan has been adopted in rilleiple by the 1Vlkitilli City Commission .flea receipt of public input_ The Virginia IS.cy t 1astei Flan sets forth a holistic development plan for Virginia Key, 11 is the Intern of this RFP to cnct u-age an integrally planned and designed develnl)rrleni vision for the Property colisistent with a 1 subsiaiiltially adhering to the Virginia Key Miister Plan to the cxient pcnllilted hv law. The ' rginia Key Master Plan is included herein as Exhibit `-1]'-. Additional information coueernin , the Virginia Key .Master Plan can be obtained from the C'ity's Department of Planning and ling, and can be accessed from the following site: hwy.' ll'ww.niiaiui4'liv.conirplanniilu vircii ''ike in i.hlnll 3. Required Redevelopment The Successful Proposer shall be required to redevelop the property i the planner specified below. Additionally, the Successful Proposer shrill maintain the 1' petty in first -Class operating condition. For the purposes or this RFP, "First Class'- shall refs - to the use of state - or -the -art or !mall -grade technology, materials. and services according to tie'eptiible industry standards and applicable laws. The Successful Proposer shall include the in iroveinents as specified below. Subsections (a) through (1) below are mandatory requirenlci '; failure to incorporale any of these mandator-' regluirements in the manner specified herein all result in disqualification or the subject proposal as non -responsive. 16 SUBSTITUTED a. Marina C encrallw i, Maximize boating access and transient dockage participation reflecting concepts in the Master f'laan, in compliance with applicable laws and regulations: Reconstruct the two marinas into a unified marina and provide for hest utilization of available :;pane for dry rack storat,,e, wet slips, and/or other uses; 111. New marina to include al] ['DOT precast piles equal to or greater than 1 d iv. Design, refurbish or reconstruct the marina pavement to meet applicable design criteria for appropriate vehicles rind loads to result from the proposed tliaarana use in visually appealing manner; v, Should include at minimum MNll°X (9101) Classic) rebar 111 all poured 1n place pile caps; vi. Construction documents Shall be subject to "peer review" of electrical and structural design; vii, Interior and perimeter walkways shall he a minimum of IC1urteen (14) }t, width; ii. Buildings shall be no taller than the eruwvn oldie Marine Stadium, and shall not significantly interfere tvitl) the sight lines to the Miami skyline from the Marine [odium: ix. S Triage shall be designed to 111cci compatibility, uniformity and size standards ilia do not compete with till architecture of the de\eloprinnt, and that comply tvith Nf i:aini 21 zoning regulations; x, Marina -hall be required to achieve and maintain designation as a "clean and resilient 11 mina" as administered by f°D1:I', to the extent applicable: xi, Design steal ncorporaie elements of the natural habitat and provide it varied and plentiful pale . ol° local native plain materials, which are 1Q)".0 native and consist of plants tat comprise the coastal hammock habitat of Virginia inia Key; xii. Mangroves shall b incorporated alclnt the shoreline, where feasible; xiii. Design shall also tak: into account the protected natural habitats in the area: xiv. Proposers shall be r.luircd to provide critical wildlife markers. \there applicable. xv. Development of the Mani 1 shall not impede redevelopmeltt or the Marine Stadium. 11, 11 cl Slips i, Maximize the number o(`wet slips of site in light ofnlarket demand and revenue generation ii. No draining beyond maintenance (Irati tam a unilbrm depth of eight (8) or nine (9) feet shall be allowed; No wel slips will be allowed within the 111. uric Commodore Ralph Monroe Marian Stadium 11 islEuric_ basin. A map of this 'ea is on tile and available from the C'i1y of Miami 1Iistoric and Environmental -ice in the City Planning and Zoning 1)epairtillent: iw. Renotrlle or renew oil 111e bulkheads along the en Je wen slip marina, and maintain the dock bulkhead wall in good condition foi to Lease `reran. subject to applicable rules and regulations; t'. Dock construction shall be concrete docks or alumina l floating docks. 1luwever, 1OO°ij fixed concrete ducks arc preferred. No wooa a clocks shall be permitted; 1, Docks shall be deshined to sustain category two (2) or three (3) ht -r'cane with boats iit the wet slips: 17 SUBSTITUTED vii. New docks shall include modern dock design. with sufficient voltage. metered water. and other wilily I'et(titrelnenl% to provide for the proper operation of most modern stoats commensurate wltll the slip sire; viii. Docks shall be separately metered; ix, Pruc isle adequate amount of transient dockage for automated storage system,. x. f'rely idc .'or to public water taxi stop with no restrictions ort trilling or use; xi. Provide for small boat, kayak, and sailboat rental concession slips. e. Dry I3oat Storage i. Maximize the number ofdry racks on site in tight of market demand and revenue generation: ii. All dry racks must lit within or around the general area depicted as the li}otpriiii liar dry heat storage on the Master Plait; iii. The dry boat storage facility may not exceed the height limitation (crown of Malrine Stadium) set forth in the Master Plan: Provide for au automated dry boat storage facility-, including boat Valfci services and fueling station; d. Resta L Brut- & Bair Major re lwations to the restaurant. rather than demolition and development, are at the option of c Sncccssliil Proposer. However, the Proposer niust ensure that all restaurant tac ilies are in full compliance with all current and applicabf� local, stale and federal ]ega code, regulatory. health. life/safety. licensing requirements including without kinlilalitl alll applicable Americans with Disabilities ,ict (''AAD)A") rccfllirenlcnts. Each •oposcr may propose lit hrivc one or nmore restaurants on the site. flow er, please note at the number of restaurants pro\ used in the Proposal shall not be considered during cva lattion, However, configuration and use oldie site, including placement of restaurants, n be considered in the overall aesthetics and functionality of the design proposed. The Successful Proposer sha El irum itain all restaurants in good condition and repair for the Lease '1-erni. Additionally, all •staur€ants shall comply with applicable statutes concerning retention of lips or pay lent under section. 2U7(i) of the Fair Labor Standards Act. c. Dock Master's Office Construct a new, multi -story dock master's t 'lice, consolidating the dock master's facility in both marinas. f. Ships Store Incorporate a Ship's Store providing for sale any nee sary inventory or supplies tti sleet marine vessels' daily requirements such as foe. ~water, cleaning supplies, medical supplies, safety supplies. spare parts.. or any othe customary equipment or supplies needed for the navigation. mtiriiic recreation. mainlen nee, and operation of'a ship. Fuel Station i Construct a new fuel station to be located on a dock in the 1 -sit end of the Property; 11. Construct an .ickalitionai fuel station in the dry boat storage area as n ed above to provide all valet .services necessary for a First Class automated facile ; 18 SUBSTITUTED iii. All fuel AIAMIS on site must comply with Spill Prevention. Control. and Countermeasure (SPC'C) regulations, to the extent '.applicable. li. Bail►'wia11( Provide a fourteen (14) foot continuous batvwalk within die. Property boundaries to serve as a lvaterl't-ont prof-nenaitic along the historic basint. This baywalk nititit conform cwitli applicable regulatory restrictions and guidelines, including, but not limited lo, the Miaini 21 Zoning Code. Access Road The successful Proposer shall either: (1) ma the access road indicated as Parcel 2 in the survey attached as Exhibit ":1' or (2) provide an alternative access road in a substantially similar vicinity as that indicated as Parcel 2 in the survey attached as Exhibit -.1- The Public, including the agents, employees, and invitees of'tlie adjacent Rusty Pelican Restaurant, shall be granted access to. over. and across the above - I entioned access roaa.I. Pub float Ramp i. 1n. design. permit and construct a public boat ramp and floating dock, which shag be located within the Properly to the northwest of Miami 'Marine Stadium in a s filar location 10 where the existing public boat ramp is currently located; ii. Prnvidt )tanning, surveying,, demolition, landscape and architectural design services 1 the Public Boat Ramp: iii. Provide ct slruction administration services. Including preparation of construction . 1 t'1ocui lems, construction monitoring. special inspections and close-out: iv, Parking tier the P lie Boat Ramp inay be provided off site adjacent to the property. Ail improvements must be constrt improvements are to be applied fair, applicable laws, codes and regulations by applicable. 1 lowever, the City may ass documentation that may he required for zo financing applications, al the City's sole disercti the City. lead at the Proposer's sole cosi and expense. All 'nutted, o1- otherwise approved as required by c Prt-iposer or the Pt'olltiscrs authorized agents i I' s the Succcssitill Proposer by providing City nie changes, PZAI3 hearings, and graan1 or I, pursuant to availability and at no cost to In the event the Selected Proposer is unable to develi manner required by this R for reasons outside of the regulatory denials, City Commission denials, etc.) they s remaining pnitions of the Project al the Cily's sole discrctk renegotiate a lower minimum aaillival refill. I'1olwe\ei-. in lie] ev lower Hiatt+ fair nlairlkei 4"a11ue. any portion of the property in the control (such as permit denials. 11 be allowed to construct the lit such case the City may will the City accept a rent Additionally, the Successful Proposer and'or Successful Proposer's de.'unee shall publish in a public space a marina waiting list weekly- indicating use (lithe marina L open to the public. subject to applicable fees ;Ind other reasonable non-discriminatory eriteri, on a first -come first -served basis. 19 SUBSTITUTED 4. Ancillary Facilities The Successful Proposer may provide additiolial ancillary facilities and components Consistent with the intent ol'this R1'P and the principles stated in the VirGginia Key Master Plan. such as, for ('xalilple, a market or other facility ancillary in the Marina. The City shall have the sole and absolute discretion to determine which ancillary uses are acceptable. 5. Virginia Key Marina Basin The Successful proposer shall work with the City to design channel markings from the Public Boat ltai11p and Dry Float Storage facilities that encourage (motorized trail le to stately navigate to and front the basin in a manner that minimizes boats makes and is respectful of the environment as well a; passive users of the basin. Moil -Dade County Submerged Land fl.l mi-Dade County is the fee simple owner of tltc si.ibnieigcis land adjacent to the Rick ibacker Causeway a11.(I Northwest of the RFI' Property ("County Submerged land'). As the latilc Plan currently contemplates a potential marina expansion into the County Subnicrg .1 Land, this RIP encourages the potential expansion at a later date, subject to all applicable Miles and rekulations_ Please role That the Miami -Dade County Manatee Priotectior1 PIS 1 delineates certain criteria for expansion; any such expansion shall he subecct to rill appJlical.IL a11vs, including the criteria specified therein. Successful Propose tall be required to coordinate with the City and obtain approval Ioi any such expansion prior " submitting at Inrinal application with the County. Additionally. any pJplic1[ti(lll will require .'it} appr(+\al. For the purposes of this 1., =P, Proposers should not provide designs for the potential expansion and shall not be L °aluarted on such expansion. Nevertheless, the Suecessfi.il Proposer will not he precluded 11 111 plli'tillln`' such expansion at it later date, subject to C'ily Commission approval as to scope, 'sign, construction, fees, schedule. etc. Additionally, the beInw-specified redevelopment scale( le shall not apply to this expansion. but shall be set by the City Coml.liission upon appn a1_ 7, Lease In order to be considered (Or the award ofthis F'P, talc successful Proposer must enter into al lease and development agreement with the ty in substantially the fora as the lease included herein as 1.xhibit "C"'. ,Additional infllrti tion concerning the Lease can be found in Section till), below. 'Perri The Lease consists np'a 1'011y-live (45) year initial term, with terms. The total term, inclusive of both renewals. may not c (''Lease Term"). The Project shall be planned and designat(. although there may be a phased eons' ruction schedule, and thereft delivery of possession. The I.,ease Term s11a11 commence upon Subsequent phases of t11e lease shall be coterminous., i.e.. rule concur phase. Please note, however. that rent niay be deferred during_ co negotiated IIITIIllIeinellt subject to Ilse below section 9 concerning relit. y. Rent Per City of Miami Charier Section 3(0(iii)(13), the City of Miami may only lease 'aterfrnnt property on the condition that "the tools of the contriict result in a lair- return t(n e t'ily •o (2) fifteen (15) year renewal 'teed seventy -live (75) years in a contiguous manner, -e a corresponding phased ccution of the Lease. ntly. with the initial strueti(n or other 1() SUBSTITUTED based on two independent asppraisals," Hutto. no circumstance may the City accept a proposal railing below tile. fair market value determined by the two independent slate -certified appraisers, Nor shall the Cily aicccpt a proposal ladling below the minimum base rent established Herein. The Successful Prop. ser's project shall be subject to a second fair market appraisal by two independent appraisers to clisure that the return to the City is equal to or greater than lair marker value as required by the C'ily ['hairier and Code. See also the City Charter Section 29-B for related requirements. The rent shall be inclusive of Base Rent as well as Percentage Rent, Proposals shall include a stated commitment of annual 'case payments to the City in he form of a guaranteed base rent ("Base Rent") greater titan or equal to Iwo Million Three Hundred and Fifty Thousand Dollars (S2, 50,1)t)ft) annually PLUS a percentages) of gross revenues, which shall neither adjusted nor othen \ Ise interpreted to meal( net of expenses ('-Percentage Rent"), The Pe •cntlgc Rent muse be equal to or greater than six percent (Co°,") of vet slip and dry storage open icon, six percent ({;n,$) or fuel sales, and four percent (4°i,) sublease income or other iacomc- received by Proposer from the use iof' the Property. and any other proposed lease payment as well as a stated cool iilment. to adhere to the City C•hai-ter requirement for cunlpensat n equal to fair market v'a1ue. 1n order to ens'. aceurate t•ecc}rtl9 of revenues are maintained. the Lease shall provide (hal (lie City shall hat e continuous electronic access to all banking and credit card deposit information and sha aiucla occupancy moodily. I3ase Rent shall be inert. sal annually by the greater of: one percent (1"..1J) of the previous year's Base Rent, or all inc -ase bused on the amount indicated by the C.`onstniler Price Index as OI three (3) months prior the beginning ol"the applicable adjustment date. In no event shall any such annual adjuslnie to the Base Rent result in an increase which is less than one percent (1 ".�), or more than live 1 -cent (5{' "o), of the Lease Rent amount immediately prior to the effective slate of such adjus dent. Lease rent shall be paid monthly in advance commencing with the Lease Date. use rent shall he adjusted annually according to the toniiulai outlined above, Additional rent may be applicable. as negotia ed and specified in the Lease. For instance, the Successful Proposer may also be required top ,v ide the City with the following rents, based on the contents ril'thc submitted proposal and 5l tsequeilt negolnil ions: (I) rent paid during construction ("Construction Rent"), which shall I7: paid for the appropriate period prior to Project completion: and or (2) rent paid to maintai !case and dcvclopmeot rights to an' parcels to be developed li,llovv'nig the initial phase of de.`"elopmcn(.. I phased development is proposed (-'PlacehoIder Rent"). Ifs• Referendum Requirement Per Section 3(l')(iii) or the City Charter, the Lease will not be va 1 until it has been presented and appro\cd by public referendum. lease negotiations must be . ilistantiaily concluded in time to be considered by the City Commission for placement on the -elected eleetion ballot, The City together with the Selected Proposer niay choose to pi'•scnt the Project by referendum during a Scheduled election as a "piggy -back" item (es(inlat l cost ul$125,t)00 currently scheduled for November 7. 017). or may choose to schedule special election (estimated cosi of S I.500,000), either of which shall be at the sole roost aix rpccilsc of the Successful Proposer. 21 SUBSTITUTED The Successful Proposer shall he required to submit a One i1undred and Twenty-F i\c Thousand -dollar ($1 _25.000.00) deposit for the costs of including the Project as au it.cnt on the ballot ("Referendum Deposit—). I lte Referendum Deposit shall he paid by the Successful Proposer- uiion rippruval by the City Commission within ten (10) days. notice by the City. Any portion oldie Referendum Deposit that is not used shall he returned to the Successful Proposer. In the event additional binds are required to place the question on the ballot, the Successful Proposer shall he required to provide the same to the City within ten (l0) days' notice by the City. If the voters reject the proposed transaction, the Project shall he terminated. In the c\ ent o1' surd a termination, the Successful Proposer has no vested rights, commercial. contractual, or property tights, title or interest in the Property or Io the Project, or any claim upon the City r tiny expenses incurred in the proposal process. and shall have no recourse againsi the Cr its agencies. instrumentalities. officials. or employees because ofthc rejection by the vote Notwithstanding the above, the City shrill not be precluded from issuing a new RFI' i n the Vent the voters reject the stihject Project, or if the Project is otherwise cancelled. H. Parking C -age The Delaarl'trll it cal'()f -street Parking d: h•'a the Miami Parking Authority (' v[PA") operates, manages, super ises, and directs all municipal parking and municipal parkiitp.! facilities iihin the City 0 Vliaini. A municipal parkin, garage shall he built outside the Property in he area labeled on e survey as "NOT A Pimia" southwest of Parcel 3 ("MPA Parking"). :1 certain ntnliher at ices shall he requircd for the patrons ()Idle Project and for the Rusty Pelican restaurant, The lijcet parking requirement trill depend on the Size and scope of the respective Proposal as indi lied i 1 the below formula. The number of requited parkin spaces for the Project will be basal on lout- (4) spaces per l ,000 squire feet 4 +I` retail. one (1) asking space per every rive (5) boats ol'dry or wet storage, and eight (S) spaces for every 1.f1 square feet of restaiurinll gross arca. The Successfil! Proposer shall he required to eontrit . re to die Parking Trust Fuld up to fifteen thousand dollars (S 15,000.00) (estimated to he am mimately 5(Pu oldie cosi of construction) per each spate required for the overall sile proposa ter the ratios provided above, including the retail space in the garage itself. f-lowe\ er, a mini! um of 230 parking spaces shall be required 1ui the Project. The Selected Proposer shall have the following i`. lions regarding the parking garage and contribution: Option 1: The City will require the Success Proposer to pay into a project - sped fie parking trust fund ("Parking] Trust Fundan amount for construction of the N1PA Parking at the time of Lease execution .' Ile MPA will use the funds contributed to the Parking -I rust Fund to eon trt 't the parking facility to ticcelnlmcadaic the users of the Project and the Rusty Pelt in restaurant, The garage shall he designed within the constraints and hudget that iv 'A will specify. The parking contribution to be pant into the Parking `frost 1=u1 shall he basal on the :thus, c formula. 1 locvrvcr, because a minimum of 230 parker spaces shall be required, the total minimum parking eontriblltioal shall he SS3,450,0 .00 to be paid by cashier's check or money order and delivered to the Director of 1 •al Estate & Asset Management. 444 SW 2nd Avenue,.3rd Floor. Miami, Florida 3_ ail on or before execution of the Lease. This parking garage contribution will be c , x sited SUBSTITUTED Mini an escrow account whose designated use shall he applied in the Parkiilg'Tiust Fuiid. The schedule and milestones 1[.}rconstrllction of the parkinggarage and retail spaces by NIPA will be developed in coii}tlnction with. and will he compatible with, the Successful. Proposers deGelopment plan. i°ailure to pay the parking. garage contribution dilly and timely will bejust and litir cause For the City Commission to caned or rescind the award to the successful Proposer who shall have no recourse against the City. its agencies, instrumentalities, officials, and 011ployees from such cancellation or rescission. It is agreed and stipulated that timely and full payment of the parking garage contribution is an express condition precedent to the granting of and execution of the ),ease. I lie Successful Proposer shall have no vested or rescr\ cd interest, rights, options, preferences, or security in the ownership of the 1 1PA parking facility. other than the City's commitment than those parking spaces will be available for monthly eases for all of the e=lnmiereial,retail uses incorporated within the Project, at a p rkine rate schedule that reflects fair market value, whose published rates will be pro acted to transient customers, Notwithstanding the above., tenants or the area (inch ink! the Rusty Pelican and Virginia Key 1larina tenant) gill be acconin idated per the terms of their respective argreenicnts. .Option 2, le contribution to the. Parking Trust Fund may be waived if the Successful Pre oser elects to build the M ft\ larking at their sole cosi and expense. If the Proposer rr °ets to build the MPA Parkin,;. the parking structure must: (1) be available to the pu'lie; (2) provide the required amount of parking spaces for the Project in addition tt the required amount for the Rusty Pelican restaurant as per Rusty Pelicans lease t 'reernent with the City: alld (3) be financially guaranteed by (he Proposer (to guars ee that the City:NI PA obtains at least fair market value). Construction and opera' ion lithe NIPA Parking. must be overseen anil supervised by \IP.<A, subject to al Parki I)cvehlptncnt agreement to be executed by all applicable parties- Additionally, the Proposer must have and maintain a reserve fimcl for capital iitiprovements an( continued operation of the MPA Parking. Option 3: Alternatively, the above-tl •tniniicd contribution to the Parking -Crust Fund may be waived if the Suceesslt Proposer provides alternative parking underneath the dry rack storage or other ation within the Property (Proposer Parking'.). This Proposer Parking must he 1 . id fair entirely by the Proposer and must he free to tenants and customers of the Pi teal during the term of the lease, Additionally, the Proposer Parking must sleet ill: RFP requirements prmiidcd in this section, including but not limited loeonstritctinL the required number of spaces for the Projeet as well as for the Rusty Pelican Testa rant per the Rusty Pelican lease aigreenlent with the City. The Proposer steal be responsible for the maintenance and operation of the Propose)' Parking durin Ile tern) nfthe lease. Notwithstanding the above. the City shall consider all proposals that inc pisrute all parking requirements (including: the nliniilluni parking for the Project, the initiii hill parking for Rusty Pelican per their lease agreement wills the Lity, public availability. -ce parking to Project custonleis, maintenance of the facilities, etc.), and which satisfy sill t ' regulatory and governmental obligations for the site SUBSTITUTED Please note that the invesli)nenl.. contribution itidicir any income generated from the Parking on site shall not he considered by the Selection Committee in their evaluation of Proposals. Please also note that the f\1P.\ Parking garage is intended to be built on properly deeded to the C'ily by the County, and that such deed has certain restrictions. Use of that portion of land for the de clopinellt of parking will be subject to such restrictions. A copy of the deed is included as Exhibit "(i". Ni PA may, in its sole discretion. elect to build ark[itional parking spaces bevond what is required for the Successful Proposcr''s Project and existing City and MPA parking ohlig,aations. Should the Nll',h choose to build additionail parking_ space;, the 1N[PA will pay one hundred percent ( 10011) on he atkliti{)Ilan costs required Itir the additional spaces, ns well the cost for any ancillary uses incorporated in the parking facilities, 12. Boa Show Tilt: Pi xisal shall be compatible with the Boat Sln.?te . 1 he Successful Proposer shall alit 1' into, <iil it 'ass agreement with NMM,A_ In no way may he proposed Project itief-f re eviih or att'Ieet t1i: [Boat Show, any exhibitor tents, or any of'thc footprint. in a manner that would diminish the haunt ofsquare footage provided to the Boat Show by Iwo percent (2"+i) or more. ;X11 par kit on site and other facilities shall remain open during the heal show to satisfy customers of the flied. All cons( ruin km by lilt. Successful Proposer shall be limited or paused to the extent necessary to permit access and us •' of the Property during the Boat Show, allowing fur Boat Show exhibition space and clear alking paths to and from Boat Show exhibits. 13. Regulatory Process Permit ig & Licensing The plans for this Project ee ill rewire various permits and approvals, and each Proposer to the R1-) is responsible fir delermir ` ig wliicli permits and approvals will hc required for the construction. operation and eon pleiii i of the Project. The Successful Proposer, at its sole cost and expense, shall be responsible r applying for and acquiring all required permits. licenses, contests, and approvals from all 1propriate governmental aPencies. Additionally. till illlpl't)ve111etilS must comply with applic. llr building, tire, planning and zoning. health and all other applicable local, state and !cdcl`, requirements. Securing all such approvals, consents, development pcnuils, and tiimilar fey. reel permissions shall be the responsibility cif the Proposer. The City, pursuant to all necessary reviews and ap : ovals of design concepts.. will. if necessary, provide_ owner sign -offs required for the ` ceessfiil Proposer to obtain the appropriate regulatory permits from local, state, and tedel'a ngencics. C'onmpliance. with all legal and regulatory conditions will be required. Regulatory I 'emits inay be necessary from the following agencies, including but trait limited to: Miami- 'lde County Department of 1~<egulaiory and Economic Resources (R1.1:); Stale ell' Florida 1)e1 . rinlenl of Environmental Protection (1)1PP); U.S. Army Corps of Engineers (USACE); at the Federal Aviation Administration (FAA). This information is intended to help Pro sers determine the applicable requirements and is not meant to be an exhaustive sumo . ry of all permits. licenses, and approvals required i4. Redevelopment Schedule The City will require the pmposcd renolalionsh`cdevelopmenl;rccnnslruc'tio to have obtained all required permits and commenced construction within thirty-six (36 months )4 SUBSTITUTED from the Effective Date (Witte [case. ,1l1 physical improvements for all Project components must be completed within sixty (60) mouths from cxeculion of the Lease by bath parties, unless the Successful Proposer applies for and receives a waiver from the City. The City, its reasonable discretion, niay rant zt waiver extending the abov ementioned schedule if the Selected Proposer demonstrates tliait: (1) it has actively and continuously pursued obtaininu tell required permits; t.ind () the delay is n result of force iliatjeut'c or a result of delays outside ofthe Selected Proposer's control, Not ev ithstanlling the above, proposals may put forward a phased development schedule wherein each indicated area of development shall become effective in phases. Phaised dev'elopmeiit must he done in sixty (60) months with all I]ui1dinLt permits for the last phase in place no letter than Cody eight OS) months from the Effective bale of the I.ectse. The City, its discretion. may grant an extension for building permits under the following CIr •Li111Stanees (a) if"the Successful Proposer demonstrates that in ~good faith and actli111 with due 'ligence. was unable to obtain the required permits; (b) subject to force majeure; or as olhaw "se permitted by liivv. Iu the absence or the above circumstances, the provisions nl Section )-It of the City nt Miami Charier, as amended, shall apply. midi Cleat is are proposed, the Successful Proposer shall submit a full set ofplans to apply for applicable ding permits and any other applicable approvals within one hundred eighty (ISO) calendar cia s nl the Lease Effective 1Jale, and construction must be complete within one year nl'the pert 't approval elate. The City ~will use its befit eft nis to provide alternative locations %,vliich are re, soilably contiguous kw the operation of the facility during renovation or redevelopment of ntli. ' Project components. 15. Insurance and Indeninitic.ion Prior to execution of the Le, se. the Successful Proposer shall be required to provide certificates of insurance to the C .y providing ilisuletllce durimr construction, maintenance, and management of the Project, as c proved by the City's Risk Department, and as specified in thc Lease. The City shall retain t right to amend and adcl to the required puhcics and coverages to ensure adequate coverage 1r the proposed Project and corresponding Lease, as determined in the sole discretion of the "ty, -1-he Selected Proposer shall also indemnify. save, hold harmless, and defend Sal its own L st and expenses) the City. its officials, ol"lieers, employees, agencies and instrumentalities 1 i 1 actions, claims. causes of action, liabilities, datliageS and liabilities arising or accruing by vil . 1e of the approval. leasehold, construct kin. development. redevelopment, uses, iletiVit (CS. actin eil'0l71ISSIUrlS Oldie Proposer, us agents_ servants, representatives, consultants. and contract( relative to the proposed Project and corresponding i.ease, as determined by the City IMann:_el', Office of the City Attoniey, and the C'ily's Director of Risk 1Jepalrinieiil to the extent rain led, as determined by the Office of the City Attorney and thc C'ity's Risk Department. The In emnity'l-told Harmless:Duty to Defend contained in the [_ease furnished by the City will not e a negotiable item and shalt survive the eanecllation of the Lease, if applicable. 16. Payment and Performance Bond Prior to the commencement of ainy construction on the Property. ill Successful Proposer shall be required to provide a Payment and Perfortiiance Bond satisfy'i = the requirements set forth by the City as well as those set forth by Section 255,05 °Idle Flo! : lai SlaiiltCS. 1'1le Payment and Performance Bond will he posted in an amount represenlit r at leaist one hundred (100°'ii) percent of the sum of the construction cost of the in 7rovements. Construction costs for puiposes of'this Section shall mean the ttrtal cost of the Pr ect to the Proposer as designed or specified by the Architect or Dcsign+butldl firm including a current 75 SUBSTITUTED iia:trket rates a reasonably customary allowance for overheard and profit, the cost of labor and material. and any equipment designed, specified, selected or specially provided for by the Architect. or Design. Build Firin , but ilol Cdaiilllellsalltnl to the Architect or design consultants. oi' the costs of acquiring rights -of -way or cascii1cnls or the lilac_ 17. Bid Security Proposers shall he required to submit with their proposals a Bid Security equal to twenty-five. thousand dollars (S25.000) by check. fetter of credit, or otherwise provide proof the same has been submitted into an escrow account. Fhc Bid Security shall be subject to the terms specified in Section 1C.(-_ above, Earnest Money deposit `he Successful Proposes' shall provide an irrevocable; tlnedltaditional C'asllier`s Check, drawn on i financial institution authorized to do business in Florida (or may do the same by wire trans er or similar means), pi n iding for 'IV() Million Dollars (S2,00(J,000), which shall be due up `t.1 execution of the Lease. Iipola completion of the entire Project, as indicated by the issuance , fa Certificate ofCoaalpletion within the time: period spccilied herein, One. Million Dollars 1S 000,000) of the Earnest Money Deposit shall be returned to the Succcsslirl Proposer,. tlid. -emainine Onc Million. Dollars (S1.000,000) shall remain as security in the Lease. I'ie (5) ear:s alter the issuance of the final Certificate ofCompletion. an additional fine hundred than. and clnllai-s (S (111O]O) shall be returned to the Successful Proposer; the renaaainiiiu live hdul. cd thousand dedlars (S5U0.O()U) shall remain in the Earnest Money Deposit account as set. tray for the Lease. 19. taxes 'I he Successful Proposer wit tot be responsible for any ad -valorem taxed, or any other le► ics. 14 ernnacntarl impositions, sui d. arges, taxis or assessments associated w itlt the Property that are due or may be owed prior II the Lease Effectke Bale. 1 he Successful Proposer will. however. be responsible for all tars that are incurred ei1a1l111CticliiF.-' on and alter the Lease Effective Bate. 20, Impact Fees .Elie Successful Proposer must pay for all 'l pact fees related to all improvements to the Property. Impact fees by Code requirement lust be paid prior lu issuance of a building periiiil. For more information. sec C'Ilapter 13 o he City Code. 21. City's Real Estate Development Advisor/Broker "Ube City has engaged the services of'C'IJRE, a real estate development advista!"hrohcr Isar this assignment. C'13RE shall represent the City in aal negotiations and the fiduciary responsibilities of CI3kh exist only to and on behalf of the -'ity. C'I3RE shall be entitled to a commission fee ("Commission Fee'"), which shall be .Suhjc'l to Stale of Florida C'dmtract ❑lavFS-1 :13-007, as approved and adopted by the City of i'u .ami Coilirllission, and the provisions of the City Charter and Code. Upon execution of the LL se. the Selected Proposer shall pay the City an amount equal to the Commission Fee, which s .111 be determined on a eumLilaatand compounded basis and shall not exceed one million lot hundred and sevenl:v live thousand dollars (SI,475,0011). 22. Pre -Proposal Submission Conference & Site Vkit Inc City may conduct one or more Pre -Proposal Submission Conferences ant ire s Isis 011 ogles and tidies that sire yet Ica be determined. In the event of such conference, !a ice nithe date, time, and location shall be posted by Addendum, Attendance al any Pi c ' nI oral 25 SUBSTITUTED Submission Conference and Site Visit shall be optional: however. prospective Proposers arc. strongly advised Io attend, H. ME PROPERTY The irtli.rrntation in this RFP is believed to be correct_ but is not warranted in ftity manner. Proposers should independently t'erity factual ileitis they deem reletault prior to response submittal, Parcel Size and (."ompctnr:nts f'he Prciperly is located in Virtinia Key and includes approximately 26.65 acres of latxl_ including approximately 17 acres of which lrc submerged lands. Visible landmarks include, the northwest, Rusty Pelican Restaurant :utcl to the southeast, Miami Marine Stacliunt. ,1c litionally. the site offers views oldie City ttf'Nliatnti skyline The I. ott inti addresses and tblio numbers pertain to the Property: 01 Rickeiihttcker Causett•av 36 , Ric:kenbacker Causeway 351)1 (ickenhacker Causeway 33 l 1 It •kinhacker Causeway No Addr 3511 Rieke 1. xisting Conditions 'the: Property is located in 13t. .avne !Bay desisr",Inarted as an Aquatic Preserve. the Pr0leet shall conform to the prescribed requ .en tettlsofenvironmental regulations col.erttingtile Biscayne I3ay Aquatic Preserves. All eel 'rations of the Project shall also conform to existing environmental regulations and pen 'fling requirements. tacker ('aause,way Fol io 01-4 217-p1111-Otl20; Folio 01-421 i3-000-00 I0; Folio 01-4217-000-01 10 (NW Parcel); Folio 01-4218-0 0-0030; Folio 01-4218-000-0031; and Folio li 1-1217-000-0030 (NW Parcel): the Property, and its improvements, i apltlie�aialr=, are offered "AS IS, WI IFRF: IS.'- No representations or warranties whatsoever' s e made as to its condition, spate or Chatl iactertstics by the (.-its', including But not limited to any 'Ito ir'oiiniental conditions. Express warranties, intp]i:d ttartatltiL'i of fitness for a particula 'impose or use and 1iabitabilily are hereby disclaimed. Testing. audits. appraisals_ inspectic is. etc., desired or necessary to prepare an RFP response shall be at the sole cost and expense f the Proposers. F•:nvironnttntal I he City has conducted a Phase 1 and Phasc It latvirt. nenta! Site Assessment, attached liercto as Exhibit "F: Nevertheless. Proposers may also Ire `tEirnt their own "due diligence" inspections, including environmental site assessments. saris ing and testing of the soils, sediments and nl'oulkk aldr. suhlc."et 10 such conditions and lim at ions as the City Manager may impose, including without limitation, requirements liar ipervision by the City, indemnification of the City. disposition of reports and execution of iv legal documents, as the City Attorney may require. F•estinv.., audits, appraisals, inspections, err-cnher ito!-Itttattitve slaldie5 t1i.it desired to submit a proposal, shall be conducted at the sole cxpcnse oldie Pro tk ith prior written approval by the City. -lite Successful Proposer shall remove any hazardous materials thin arc required by law to he removed or remediated tier 27 ii'e faceessiity'' or aitd only r rettiediat c Prt,jeei. SUBSTITUTED .Additionally, all marine miltLaition, or other mitigation elions required by the applicable agencies, shall be al the sole cost and expense of the Successful Proposer. Additionally, Proposers should consider the potential impact ofsca level rises while preparing developnicnl plans in order to ensure increased resilience to the rising sea 10els and proper mainitenance of the Property and Project. 4. Utilities Wilier. sanitary sewer. electric and telephone utilities are currently available all the Propci-ty. Proposers may obtain detailed plans showing underground utility installations from the t'itv's Public Works Department, 444 SW 2111.1 /I venue. ; the Floor, Miami, Florida 33130. For additional information. please contact the respective utilities_ 1 Successful Proposer shall bear the sole financial responsibility for kll connection Ices, desiL i, construe' ion, and instaIlatioti costs and of any costs associated with compliance with any (i my (tr City moratorium requirements that may be in force. The C'it\ n°ill assisl in this process providing the necessary utility and or fire:ility casements as hiss 1iilly appropriate, Its Ilic even the Successful Proposer wishes to rclsicalc the c.visting utilities, it shall do so at its sole cost a d expense. 5. Zoning The Property is t 'd as CS Civic Space Lone, tor more information, please review the Miami 2I Llsniitw Cot ', CS Civic Space Zone Reference Manual, attached hereto as !ixliihit "13'-, Proposers arc respa. sil7le for verifying all information concerning planning and firming requirements with the apt icable agencies and departments. Any details provided herein regarding the rnning process is for convenience only and Proposers should not rely upon them without independently v`. lying the sane. For the purposes of thiR1 P, the C v eriecatrages the must innovative. and most ronipelilive proposal thai utilizes hest praictices, .vlwithstanding current zoning regulations, which can be achieved as part of a future zoning ocess (i.e.,. Special Area Plan. re-zoningz, ele.) and which are ennskslent with the principles s lied in the Virginia Key Master Plan. Proposers are responsible lot' pursuing any zoning chat 'es and:nr board or City Commission approvals necessary lu iniplelnent the concept prcipcsscc 'it their response to this RIP sci ion.. as they are supported by Ilse City as pioperty owner. Pro risers slicierlai not consider zoning approvals as permit approvals. the latter of which Proposer lust obtain separately for each aspect of the Project_ Whenever possible, the C'ity aattrees to : ssist the Successful Proposer with its permitting process, providing Il at municipal permit lei. . will not he waived or reduced. Any zoning change or Special Area flan Ililisi cainaply With to requirements set forth in this Rl'P and the Virginia Key Master Plan. Additionally, ti. holds or other residential components shall be perniiticd Wilhin this Project. The Project s 11 hell include die Iullowini commercial fear -hire services: 1) boil painting (2) lransmissi i repairs; (3) or airy dock repairs. Furthermore, the Project should consider and incorporate Miami 21 €i 'nciples trig public waterfronts and public benefit, flu public spaces to the extent tea, 'ble. Additional infiirniation may be found al the Iiillowinc links; htlta:.' yy vy vir.tliiatlii' l .fire • tinaal code lvlaay2li 16.asp hlip__www.ntiami21.orc Publiei3enclits jurnp.asp l�ttij]: _W+ vc vv .ntiami? 1.orsl'ublicl3enelils_ParksPuhlicSpacc-asp 2S SUBSTITUTED llttp;:'L1't5'L4'.11llatlili2l.urg.PDFs„.Append ix; tiatni 21 .Appendix_13.pdf 6. Flood Zone A preliminary review of the Property shows that the entire Property is classified as falling within Coastal A Zone, under flood Zone Al:. All structures constructed at the Property must conform to the appropriate Flood Zone requirements. Some preliminary estimates of flood risk arc included in the Coastal Risk Consulting 2016 King Tide Report included herein as Exhibit H. As previously noted, the information in this RF P is not warranted in any manner and Proposers should independently verify factual items they deem relevant prior toresponse submittal. C SE=C'!/O.VPROCESS' .4X1)CONTRA C7°AfiARD 1. At ninistrati►'e Review City staff shall coiuti.tct an initial administrative review of the proposals received for comple erless and compliance ►with all content requirements set forth in the solicitation ("Adinin :1rative Review"). Administrative Review may include a financial or technical analysis o the Proposals prepared or procured by the City or its agents. During this Administrant Review, City staff may contact Proposers to cure non -material, non- stihstantive Lick is in any Proposals or to clarify unclear portions of the Proposal. 11-notified of deficiency or r• guest for clarification, the Proposer shall provide a response within live (5) business days of ilttf (cation or such otlier time desi'_ilated by the Project Manager. Those proposals that comply vith all requirements will be deemed responsive, 2. Evaluation Proposers shall be evaluated lri ranked based on the following, Evaluation Criteria: Overall Es ricnce and Qualifications 25 Relevant business and Project tea l experience in similar projects 10 Operational history reflective °leap. 'ity to meet Project goals 10 Availability of fi!lane ial/hu:iness refer ces 5 Financials and Prop ed Revenues 25 Financial return to the C'ity, including Base R. It and Participation Rent 10 Financial capability 10 Reasonableness of Revenue Forecasts 5 Design & Operational Plan 25 Improved efficiencies .of mad na operation and site utilizat In 10 Aesthetics & functionality of proposed improvements 5 Effective use of sitc during construction/redevelopment i Consistency with the Virainia Key Master Plan principles 5 Resiliency & Environmental Considerations 15 Long term resiliency of the Project 5 Commitment to protection of environmental assets 5 incorporation of `green' design and tlatuI'ahlative elernelits 5 79 Public Benefits and Local Participation SUBSTITUTED 10 Benefits received by the Public 5 Participation of firms and contractors that maintain a local °n ce 5 Based upon Ills Evaluation Criteria provided above, as more specifically defined in the attached Detailed Etiduation Matrix included herein as Appendix 11, the Selection Committee (-Committee-) will evailuate. assign points. and rank proposals in accordance with the requirements of the RFP using the scoring guidelines provided by the City. The Committee shall review the Evaluation Criteria, Detailed E_vtrlualiun '4+ftriri`, and the Project (AtmIs specified in this REP, and rink each Proposal as to each category listed above. The Committee may further define each of the categories:criteria stated aibute so king as c nsistent with the information in this R UP. Each proposal will be reviewed to determine if the proposal is responsive to the submission require eats outlined herein. Pi-josnls that deviaite from the C'ity's -Must", -Shall- or "Mandatri v" requirements may be found non-respnnsivc without further evaluation. The Cornniiii .. ° members shall be appointed by the Oily Manager, who reserves the right to appoint voting r 'nibers as well as alternates, At least seven (7) Committee members shall be appointee, In ci' ler to eliminate skewing of the final scores. the highest and the lowest total score for eacli 'caposcr shall be eliminated. 3. Short -List t_:pnn completion of the ev, uatieaii and ranking. the Committee will recommend the top three (3) ranked. responsive and re_ ionsible Proposers ("Short-listed Proposers"") who best meet the criteria of the RH' for net, lotions. The Short-listed Proposers will each be int iteti Ica negotiate a Lease in substantially ie Iirrn as provided in [xhihit' '.. The C'ily reserves the ri, ii to lurego t short -listing process if tie: City receives three (3) or less proposals for lire R1 1', and procce with the either of the following: (a) request oral presentations followed by .t formal written ''quest for best and triial offers, negotiations, and proceed Ica Coniniillee evaluation and deli rations; or (b) request hest and final Gaffers without presentirlious, negotiate, and proceed l Committee et aivalion sold dehberallorls, 4. Negotiations Nettotiations will take into consideration terms most •ncficial to the City (crania monetary, technical, and managerial sta ndpoinl i until an agrcemt acceptable to the City is agreed upon. The City reserves the right to request from Short -Listed Proposers: written clarifications; non -material revisions to proposals, if deeine . necessary by the City; and any supplemental information, such as additional references, c 'enied necessary for proper evaluation of proposals. 5. Oral Presentations The Proposers shall be required to provide oral presentations. A three Short -Listed Proposers will be afforded the smile 19nie limits for presentations and resp.. nses ru questions, So as not to plaice one Preipnser at .Ili advantage over arty oilier Proposer. 30 SUBSTITUTED 6. Best and Final Offers Al the City°'s stale discretion, the City may request best and final offers ("13AFO") to be provided prior to the final recommendation from the City rviiunagcr. fhe Short -Listed Proposers shall not be permitted io reinterpret RI'P requirements. The 13AFC7 shall serve only as a mechanism for the Proposers to provide their best and final offers based on the RI'P requirements. Fite 13 \I -Os shall not reduce the catamounts to be paid to the City, which vvcre originally submitted with the proposals. The responsive and responsible Short -Listed Proposer, meeting the technical requirements of the RIP, and whose price offer represents the hest price rot- the City (which shall not reduce the an imis to be paid to the City originally submitted with the proposal). will be recommended for further- negotiations. The discussions during Ilhese final negotiations naiy include price and conditions attendant to price. election Committee Itecuntnfendation T Committee vv'ill make its Ilia ninkiln! and reeommendatlion to the City Manager, based on: I ) the findings of the Administrative Review (including, as applicable. any financial or techni I analysis by the City or its altunts), (2) successful negotiations in accordance with this RI-1 (3) the evaluation criteria as defined in the RFP: and (4) applicable laws and regulations. Such recommendation is subject to compliance with the applicable provisions oaf the City Clint .'r and Code. 8. City Manager if the City Nianag, accepts the Committee's recommendation. a final contract will be negotiated and the fits, 1 recommendation of award. approved by the City Manager, will b4 presented to the City Co mission for their review and approval. The City Nlanager or his/her designee reserves the riidi to (1) approve the Committee's recommendation, (2) reject the Committee's recommendatit. 1, (3) reject the Committee's s recommendation and instruct the Committee to re-evaluate and ake further recommendations,. or (4) recommend to the City Commission that they reject any ld.orall proposals, City Commission '1'hc City Commission may (1) appro the City Manager's award recommendation and itceotiaied caaulraet: (2) reject call propos* s, and, or instruct the City Manager to reissue a solicitation: (3) instruct the Committee to re 'valuate rand anakc further recommendations, in which case the consideration ot'the recotmllei ation will be referred back to the Committee for further deliberations in accordance with any a ditional points or matters referenced which are in accordance with the Solicitation Criteria: or I) instruct the C'ity Manager to constitute n new Committee and make recommendations. All plicable Charter and Code pro isions vv'ili be followed, The final decision oldie. City C'onuni. sicm shall be knurl action by the City. 111. Estimated Timetable The timetable for the RFP scleetinn process is summarized Ix ow. Note that these arc tentative dates and are subject to change at any time by the Cit) Anticipated RFP Schedule Issuance of Solicitation Optional Pre -Proposal Submission Conference and Site Visit Deadline for Questions Proposal Submission Deadline 31 Dates February 17, 2017 bruauy 16, 2017 ii10,2017 l4Ma 18,2017 SUBSTITUTED Adoption or Lei_islatient. Authoi izinu and Directing the City Maiiouer to Execute at ],ease subject to Referendum approval Referendum FBD TBD D. LEASE 1'hc City requires that a Lease agreement ("Lease.), in substantially the attached 1urin as in Exhibit "C" herewith,. be executed upon approval or the Successful Proposer- (or "Lessee") by the City Commission. The tenets and conditions tvithin the Lease will capture the use of the Property ccordin_s to the parameters or the proposal acid this RI-P. The City will not consider a sale or al ,, part or the Property. -l'he Successful Proposer shall have no vested rights, nor any title or ittte 'yt in the property or in the development proposed thereon until a Lease is (idly executed, and lh `Ii only in the manner stipulated !herein, The Lease shall not confer on, or yes! in, the lessee a v title, Interest, or estate in the Property other than a leasehold interest. The Lease vA I be furnished by. and alwalys under the possession, custodt _ and control of the City: howeverle actual terms oldie Lease shall be neuotiated between the Stiicessful Proposer and City staff, st ect to final approval by the City Commission. Once the parties auree to the ienii nf'!he I ease. is executed Lease shall comply with this REP. Certain clauses of the Lease shall be deemed not.iet.totiable. including, but dell limited to, term, revocation, insurance. indenlnilication. taxes a d impositions, public records, compliance with RIP requirements. etc, Notwithstanding the ahoy. Proposers may request additional tenets within the aforementioned nonneuotiable clauses so In e as they are consistent with the solicitation. Revisions to non- negotiable tenets shall be disre 'inlet]. The Lily may make additional changes to the ].else prior to execution to ensure corlsislenc with the terms of this RFP, subject to review and approval. by the City Attorney. The Lease may be assi+shed or, transierrc i to a third unrelated parity during the lease term. subject to and at the discretion or the City. whi 1 shall not be unreasonably It ithlield conditioned or delayed. Such transfer or assignment may subject to financial and operational ability or the transferee, including, that the proposed trans : -cc shall not be deemed non -responsible for the criteria specified above in section I1.t'.;- shall co ply with the various requirements specified in this R1213, and at no time shall be allowed vv itlaaut le e:onsent ()I' the City. Any such assignment or liroster prior to the fifth t.5th1 anniversary of the 1.. -ase Effective Date, shall requite a payment to the City equal to fir percent (4 ) of gross proccc from the transfer; al any time alter !Ile liftli (5t11) year, a fine percent (5 „) payment of the rcis: }roeccds will be due to the City upon transfer (" fransfi'r Fee ) 'the aabeave r11e ntieuleel 'franslir 'e will apply even if the transfer or assiimmenl is to i related, subsidiary, or affiliated entity. Not All leasehold improvements shall become the sole property of the City upon the expiration or ear ''r termination of the Lease. Additionally. the Lease will provide a review period to confirm c iphaince with the RIP and other Lease requirements, ineludinn the redevelopment schedule. Pr( osers failure to achieve any of the development milestones is a Lease default, unle,a otherwise . ranted a waiver by the City as specified in section 111.A,14. above.. Such delimit entitles the Citt ca claim the Deposit and the Sticeesssful Proposers leasehold interest shall revert to the City, at t • City's discretion. Further, the lease shall provide that the C'ihy will be provided with all col . spoiidenee and material associated with the permitting process on a regular basis, including a t, studies and reports produced leer the Projeel. SUBSTITUTED E. BACKGROUND CIHECK/ MS(2L:-4LUFIC;-1T/O.\ -the Ca) will perform. or ClIU .L to be perlOrined. a coniplelc background check and iil\ estittaltiull (including obtaining credit reports) of the proposing entity and its principals. I'] posers shall be required to submit a nun-relitndable fee in the amount of five thousand dollars (S5,000.00) in the form of a cashier's check or stoney order to col er payment of a backeround check and credit reports along with their RI.P proposal submission. This shall he used to determine whether there is any information that could deem the Pry+poser non -responsive or non -responsible per Section 1L(J above. In the event the eost of conducting the background and credit check exceeds live thousand dollars (S5.000.O0). Proposers shall be required to compensate the City for amounts id within ten (10) days" notice from the City. Prop scr s rniist submit limns providing the City consent to conduct background screening on the Propel. nd all Proposer's principals using the forth prokided in Appendix 9 along with their proposal 'ubniission. For the purposes of this solicitation, a principal shall he defined as any person, int vidual or entity hating any ownership or major operational ral+r in the Propo er's Project. Prop. sers Thal include; as part of their team titrcign nationals or lorciw i colitis:. must Billy. Comply with all rl`the requirements of the Patriot Act, Nose Proposers who el0 nut comply shall he:ltnurnatically i.squaliliLd lrtin1 furtherctlrtsidcralion in this Rl l' process. SUBSTITUTED 11 . TECHNICAL SPECIFICATIONS .4. PROPOSAL REOLIREMENTS f'Uk.il. I7 PLEASE NOTE: THE PROPOSER SHALL DEVELOP THE. PROJECT PROPOSAI. IN A MANNER, '['11 AT CONSIDERS :\NL) COMPLIES WIT' I ALL 01' THE REQUIREMENTS SPECIFIED TIIROUC HOUDT Ti [[S REP. Proposers shall submit responses in a bound format Nv'itll tab clkiclers separating each section, A 7ininitttla [but Size or 10 paint. 1 inch margins, and single sparring shall he utilized on alf text Cls •tliiicuis :iubirlattd'(l, There shall be submitted one (l) original, eiehtes n (18) bound enpie;s with taps, me (1 1 unbound) copy Wilhoul tab ror possible duplicating needs and one (1) electronic copy suhnli .d on CI), 1)VI), or Flash Drive. ;III require draw-inus shall be submitted in the scale herein specified. the Proposer moist submit copies of al equired drawings s reduced proportionately to an 1 I" x 1 1" format. The reduced drawings shall iso be submitted electronically and may be used on the City's website to inthnu the community at tit the proposals. No hoards shall be accepted as part ol'the Proposal submission, but may he used al later dal Iiar presentation purposes. Prospective Proposers shall utilize the following outline to I? 'pare their poaposals. acicling tabs and sub -talks as needed, 1. CovER PAGE The cover pa4ge shall is lude they Proposer's name; L'a iii;act Person: Firm's Liaison for the Contract; Primary Office ocu114 n: Low" 1.3ustness .Iddlress, if applicable; Phone mild Fax Numbers. a as; ap11lik:able; lint .adclrc„es: RIP Idle and RFI' number. ABLE (1 CONTENTS Table hstin , in sequential order, ti, location of till contents, inelud required response tbrms, charts, illustrations, tend adds, omit enclosures. All pages or the Proposal. including enclosures, shall be clearly and consceu k-ely numbered, consistent w lilt the Table of Content;;. 3, EXECUTIVE SEM1I.3Rv Summarize the proposal providing an overvicr oldie proposal submission. 4. VISION (1o.11.s ND OBJECTIVES OF PHoPo41,1] 'ROJEC..I Summarize Mc vision, goals and objective of the pro scd Project, 5, CoN1NIUINI'1'1 BENEFITS Summarize the ra ni2e and quality of any programs to be I1Ti•red as a benefit to the local community. including the number of potential. jobs to he creel dl and. the considerations made to protect the environment. 6. RLDli\ Ei.f)N\I I N;T SC'LIF:DL!I.E Proposers shall include lenovaation:redevelopment schedules for the 1:•asehuld improvements which take into account the commencement dales required by the CI and delineates the renovation or redevelopment .of each component. The Proposal shall i elude a narrative accompanied by a graaphic timeline or schedule detailing all phases of c development including developer due diligence, planning and design, pcamilting, con: ruction, and operations. The schedule must include an explanation of how the phasing of the inject was determined and a prd?jeclton of'the Project completion time required Col lowing the de ,'opulent tenin receiving control. of' the site. 34 SUBSTITUTED 7. PROJECT PLAN' The Project plan snarl bike into account all of the principles, guidelittes, and requirements specified in this tt1 P, as well as the principles stated in the Virginia Key Mosier Plan, :\ team of specialized. registered design professionals shall prepare the Project plan. Additionally. please note that any material changes to the original Project plan made alter ce1111mi5tiioil approval or the lease and development agreement shall he subject io input from the Virginia 1. Advisory I3uurd and final approval from die Miami City (onmmission. ! Iiti l}rctjeet plan shill include: `.arrali\'e Description of the proposed Pn jeei plan: Proposer must include a detailed development plan for the marina and boatyard, -est.turatu. sltip's store and all other components of the Project. Proposers ntu51 also sl- ,city how llicv plan to manage the site and mtlrinii,c revenue through optimized slip niai gerttcnt, restaurant patronage, and all other revenue -generating facilities on the Props• Additionally, Proposers must identify how they plan to address the various contpun• Iis required in this R1-P, inctucling, hue not limited lo. environmental eon idcral Ins and resiltoi1cY; (b) Site Program ttly sis. including; • Overall site velopittent including ititprovernenls, and surrounding modifications to the Property- • Number and use .' of building('), and respective square 1`notnttes (both gross and rentable). • Number, type, size, ci: struction and description of proposed operations by calegory. • Number of wet and dry ' ips (including total linear feet of each type specified). • Architectural features. • Permitting and erivil'oninetlt'a isiUCti. • Features incorporated in light environmental concerns., including protections for adjacent critical habitats and sea , vet rise_ • Parking solutions or agreements. • Traffic Plan. • Sewage Plan. • Pollution Control Plain. • Storm \Paler Management acid I Itin-icaile Pla (e) Renderings of overall site as ►vcll a, from within the crject. illustrating: • Context. • Building: Height. • Architectural Fein • Signate. (d) Proposed Project Site Plan The Site Plan should illustrate the relationship and connectivity of'the ropo.sed Project Io adjacent roadways, residential or commercial neighborhoods, Virgin 'I Key, and the general arca. The Site Plan should also identify the location of all the WI' P requirements s °ciliecl in section 111..A.3. al}e1ic, as applicable,. as well as the following: 35 SUBSTITUTED • Land/Space Uses.. • }Building Location. • Pedestrian Access. • Parkin: areas. • [..in.kcaping. • Lighting. (el Construction Plan: Proposer shall construct and operate the Project at the 1F1'17lkiser s own risk without benefit of financial nominees from the City. Nevertheless, the City has an ohliegatinn to its residents to ensure that the Project is iomplcled, or railing that, that the Project not be abandoned aster commencement. Accordingly, the Proposer shall describe the terms and conditions it proposes to enure construction and operation of the Project. 8. Oiiit.a 'IQNA1_ PLAN The Prop x er shill provide a brief narrative ou the 1'roposer's plan for the management and operation o he pI'oposed Project during the lease Term. including as applicable, ii description of services to ' provided, number and type of employees to be hired, hours of operation. etc. IZi`ET AN:I1.1 Proposals shall Melt • t' market and economic • A market alt.i1ysl. other proposed IIsis market pricini. comp • A. projected develctpnie • An analysis of projected component covering at a nu • A written statement ineheatli physical improvements to the Pi. improvements and equipment pu requuired for all start-up cos developmentireiu'v.ition cost estimate. items within the major categories of har financing costs, and allocated by Prefect coi lfl, FINANCl %I. 1't°. \SIB! an. Proposals shall include a detailed financial feasibility an cash deny- analysis. The financial feasibility of the Project shall be presented in a fashion to c ible a clear understanding of the financial inflows and outflows of the projected revenues and a oilier financial returns over projected fifteen (15) year period. The analysis should include I -njccled profit and lass runs, includinn revenues. operating expenses, development costs, debt sei tee, etc., and an integrilcd financial cash 11ov4' projection shcswing the phased renovation, b 'klieg, and completion schedule. INN ECONOMIC FEASIBILITY ilia; folloWing 111foi'nmation, providiIng an understatnding of their likely tsihitilu: sufficient to establish the market support for this 0,-pc of I'aicility and based upon analysis of demand generators. competitive supply, titive position, and anticipated market share Capture. schedule. 'venues and operating expenses broken out for each major Mum the. first liticeii (1 _5) years of operation. the total dollar amount to be spent on permanent )erty, if any, including building i111provements. site lases associated with the Project, as we!1 as that and initial operating expenses. The shall be itemized to include significant line soft (includingt pre -development Fees), and onetll, building and phase. as applicable. Proposers Trust include a fifteen (15) year pro -forma in excel spreadsliee format including formulas. The pm -forma should include individual line items the support all I)r0posed'projeetcd revenues and expenses, inclusive of line items for gross slip venue, gross inzirina operal ion revenue other than slip revenue, gross ship store revenue, grass i 1 revenue, gross revenue from any other proposed income streams, individual line items assets atcd for 36 SUBSTITUTED each atilt,' corresponding percentage revenue calculations that aipply to these revenue sources and are to be paid to the City. and all expenses. Please note that, list the purpose or the pro - forma aild other financial protections, NI'V shall be discounted at live percent (5„,n)- Gross revenue shall be defined as the total ()Call revenues. rents. income and receipts, received by Proposer from any person whomsoever (less any refunds) ore\ery kind derived directly or indirectly from operation of the Property, inept hiig ilholtl liinilatian, income from both cash and credit transactions. 1 FINANCIAL PLAN a) Financing Plan Proposals shall include a description of the total estimated cost of construction and 'ilrresponding financing plan for the Project, including a description and estimate ot°all -slu-ceti of construction and permanent debt and equity funds to be used in the Project. i s mated total construction costs should not he materially different than proposed unless as a 'estilt of. unknown on -site conditions. Proposers shall ensure that target returns and other t aitcing considerations al-c presenIed, 'The City reserves the right to farther evaluate and or I'c 'et financing commitments when the term, the identity oi'die financing source or otherIaspec of such financing is deemed [tot 111 the best interest of die City or the Project. b) Infrastructure C s Estimate Proposer'~ shall I ' pare and suhmii estimates of the initial infrastructure costs of the Project. The esiinia 's shall be complete in that no cost elements are excluded. realistic in that quantities and brie s used in developin�v, the esiramie reflect actual mirket level or best estimates or future prick. levels and credible in that the estimating methodology used is consistent with applieubk industry slaudards and practices. For the purposes of this requirement. "infrastructure k.psis" shall mean all costs associated with roads, utilities such as water, sewer and electricity. e) On -Going Capital Infrastructure Cr This Section shall include all elerne future expenditures beyond normal t economic life that arc expected to occur Ea and all costs associated with ensuring resili , Please note the preference to incorporate a re sea level rise in order to provide structures with , with each clement of on -going capital costs, Prot. colliinUeney allowance with the estimate for each c shall be required to contribute one percent (1"o) ldll-rs1strlrettu'e 1.seruw Account (per defined escrow requir Minim nimt awl tires costs, d) Qpel'alion and hiainteimnce Proposers shall describe in detail all sources of operations mind nu Project. No government funds, subsidies, governmental credit enhai guarantees, or other' governmentally sponsored filnlnciaal mechanism s the operation or maainterianee °fthc Project. 1S or components of the capital assets that require irtlellance, or replacement al the end of their hin the Lease Term, including for example any, y ut the various components of the Projeel. Bent design with censidel-ations made for longer anticipated ecolionnc life. Along sets shall estimate the corresponding I element. The Successful Proposer I gross revenues to a ('apilaf .meals) to fund on -going capital 2. FIN.at. RE-rt:RN To THE CCrv' flit Proposer shall provide a hale rent to Ilic Ciry equal to or greater than Iwo 1+[ i on Three 'kindred and Fitly Thousand Dollars (S2,35I).0)0) annually, PLUS pereentave rent ec al to or radiance funds for the -enleiits, loans. loans 1! be proposed tot' 37 SUBSTITUTED greater than six percent (((.1,0 of wet slip and dry stonige operations, six percent W„) of fuel sales, and four percent (-I°u) sublease income or other income received by Proposer h-orn the use of the Property and periodic escalators. The City expects fair market value to be achie\ et! from the escalating minimum guaranteed bike rent, with percentage of gross revenues and flit] additional proposed rents providing the City with a share of the ProjeL"t s financial upside. Proposals shall detail. other financial benefits to lllc t'iiy such as estimated properly taxes, and other nun -financial benefits such as neaw jolts created. ]'lease also note additional details re *ardini. rend spec ilied in Section 111..A. above. E,xPERIENC'F AND QL'At.iFKC'ATlO)S The Proposer shall provide details on the proven record of'ttceontplisllnlent, qualifications and xperiealce of the key persons involved in the management and operations of the proposed bt Mess ("Business Team—) and the key persons to be involved in the remodeling, renovation or b . Id -out int'imy proposed improvements (-Development 1 calif.). Propose'. are required to assemble the requisite expertise, experience, financial and manaiieme capability to Ineet tile threshold qualifications specified avithilt this I( FP. As such. Nvhere applie, lie, these qualification requirements shall be applied to the Proposer"s team as a whole, in a ]Hat ler that is commensurate with each members' allocation ol'responsibility, The City has identi d the following l'uctors that shall serve as thre' hold quail Iieations for this RFP process. The - poser Must ]Heel the threshold qualifications outlined below in subsections a) through c and include as evidence of its qualifications the inf nnation required by subsections (I) through a) Experience: • AI the time of subm -sign. Proposer aalcl..or its principals shall possess and hme experience directly ml mini2. and. or operating a project of this scope and sire within the last fifteen (I years; OR • Proposer and. or its princip: s shall possess and have a nlininlunl of any live (5) years of experience directly 1, V(rived in the ownership and day -to -clay operation rota project of this scope and si . will in the last ten (10) years. h) At the time of submission. Proposer aalcor its principals, muss have played a leading role: or must have had principal responsibi ty or other detnlnii irated experience in the successful design, remodeling_ renovation ai I build -out ()la project(s) of silnilar size and complexity as the Project and uses pl-opos (2) Proposer ands"car its principals must have had exper "uL:, with the successful tintitieing of at least one (1 f project of similar sine. or viewer, (I) Proposer must prat ide resumes as ‘c'ell as a summary of di credentials. ancf experience ❑1" the persons to be used to qualify the Proposer for this I P, including each of the Proposers principals as welt as each member of the Propose ' Business Team and Developotent 1-eatla. e) Proposers Hint pen ide sufficient funds to conduct a background dIh as required by Section I11(I) above, and the Proposers must be deemed by the c to he both "responsive'and '"responsible'pursuant to Section I1((i) above, 38 SUBSTITUTED 1) Proposers must provide contact information for {!tree (3) business references for each principal. and at least one (1) financial reference, including contact names, company and or protect names and contact telephone numbers or imlividual; who can attest to the projects tic ith which the individual has worked, s' l Proposers sled I also provide evidence of financial wherewithal or iinaneinit firm a financial institution either on a reference letter or Letter of Commitment, either of w•hich must be attached as part of Apiie➢td➢x 3, showing the Proposers capacity to develop, maintain aitd operate the proposed business operations. file financial reference letter or i.eti l" of C'catllm➢iment must be on the financial institution's letterhead stationery. I11 Proposers ➢i➢ust comply with the background check requirements in Section II1 j 1 ) below and submit executed consent threats for the Propos.cr:itul each principal on the applicable entity and individual consent hulas attached hereto as Appendix 9• 4. r t{Ilt'[1ti;11. A'I I ('it\[ t:NTs (A) It FP 1 e,"stration 1•orui: & Fee: Complete Registration Form attached hereto as Appendix 2 and pay t e applicable tees associated with this RIP, including: (i) A non- •liindable Registration Fee eipal to one hundred and fitly dollars ($151)1; (ii) A baekgr end check Fee equal to live thousand dollars (S5,000); (lei) A 13id Seen ty equal to twenty five thousand dollars ($25,000): and (iv-) Other fees shi 1 be due after submission, on dates specified throughout this RFP a. Relcrendr n Deposit Due upon request after City Coinmissiun approval: li. Narncst Niui •y Deposit — Due. upon Lease execution: c. Parking Gara Contribution, as may he applicable Due upon 1.euse execut ion. (13) ItFP Submission Form: Coinp to to its entirety the RFP Proposal Submission Form attached hereto as Appendix 3. P `isc note that a —responsible propc3sal is one that has the capability in all respects to fully p -fora{ the requirements set forth ii➢ the proposal and the prciposcd Lease. i\ "responsive pot isal`" is one That conforms in all material respects to the RH'f'. Any missing information n1a be deemed not responsible or non -responsive and may tlaereIiare be disqualified from the 'P process, (C) Business Team Qualifications: Complete the 1 , sii➢ess 1 cant form included as Appendix 4- Resumes should be provided fir all members of to Business ream. (D) Developnretit Team Qualifications: Complete the 1k •clopuaent `l eam form included as Appendix 5, Resumes should be provided for all menthe' nl•the Development -1 ca ni. (I) Certifications: Complete the appropriate Certification oaf Aut lily attached in Composite Appendix !i. (F) f]isclosure/Diselaiuier: Complete the. Proposer's Disclosure Disci, 'vier attached hereon as Appendix 7. (G) Consent 1Fornts: Complete the Consent Form attached hereto as Appendix (11)Non-Collusion Affidavit: Complete the Non -Collusion Affidavit aittacher ierctn as Appendix 10. 31) SUBSTITUTED (1) Pruposcr's Organizational History/Structure and. Chart: hi rr narrative firm, please describe Ilse Proposer's organizational and business history and explain why the Proposcr's backtirnuncl makes it ideal ibr this opportunity. Please also provide a visual representation in the form of an organizational chart. (.1) Itedlined lease Agreement: Incorporate: proposed revisions to the Lorna Lease Agreement prop ided as Exhibit C. (K) Additional Information: Proposer may provide any additional information to describe the Proposers proposed Project or capability to implement the Pn ject. 1. DE1 L\ L' FOR RECEIPT OF INFORMATION/ C'L. [RifIC-I TJON Pursuant t ° the Cone of- Silence, any request for additional information or clarification must he received in •vriling no Miter than 2:00 p.m. on Mardi 21, 2017. Interested individuals ("Proposers" dv e-mail or fax their request~ to the attention ot. Jacqueline Lorenzo- I'rsal}city Management Spc •iaalist ('.Project fllanavet' ") at the (Wily of M anil, f)eparlaraent or Real 1.slate aild Asset Management t I. natail: jlorcliisr a naiamiMov,eotn and Fax No,: (305) 400-5197. C: RECEIPTOI-' RESPi SLS Provide one tit on«irtaal an il'teen (15) bound copies with tabs of the signed and dated proposal, one I 1 1 unbound d copy withut tabs for possible duplication needs. as well as one ( 1) electronic copy submitted on CD-ROM of 'lasts Drive accompanied by the required documentation to the Office of the City Clerk, k, Attn: "1'cr. d R. Hannon, 3500 Pan American Drive, First Floor, Miami, Florida 33133 no hater than 7:OOPM . 1 May IS, 2017. Responses must be clearly marked ari laheled on the outside of the envelope/package as "Virginia Key illarina RFI' No. 16-17-0 " Failure to submit a Response by the due date and tiaaic. and at the location specified aboxe. silt' result in automatic disqualification. TIJ SUBSTITUTED [41111 ;/h ts and Appendices shall he reviewed by tlw Ofli e of" City Attomey and supplied prior to is.sr1ance]