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HomeMy WebLinkAboutExhibitINTERLOCAL AGREEMENT BETWEEN THE CITY OF MIAMI AND MIAMI-DADE COUNTY FOR THE METROMOVER PARKWAY PROJECT, B-30407 This AGREEMENT made and entered into this day of , 2018, by and between the CITY OF MIAMI, FLORIDA, a municipal corporation of the STATE OF FLORIDA, hereinafter referred to as the "City", and MIAMI-DADE COUNTY, a political subdivision of the STATE OF FLORIDA, hereinafter referred to as the"County". WITNESSETH WHEREAS, City herein desires to provide pedestrian pathways throughout the municipal limits of the City within the County, and WHEREAS, the County operates a Metromover Guideway Corridor that contains an existing pedestrian pathway that could benefit from the City's improvement, and WHEREAS, the City and County desire to enhance this existing pedestrian pathway hereinafter referred to as the "Project", and WHEREAS, City and County have determined that the Project is in the best interest of the parties and it is of a mutual benefit to the residents of the City of Miami and Miami -Dade County, and WHEREAS, the Project will be located within Miami -Dade Department of Transportation and Public Works Metromover Corridor identified as a portion of Folio 01-01100-000-0022, located between NE 2nd and NE 3rd Streets east of NE 2nd Avenue , as depicted in Exhibit "A", and herein referred to as the "Property". NOW, THEREFORE, in consideration of the mutual terms, conditions, promises and covenants contained herein, the parties agree as follows: The City proposes a new concrete pathway for pedestrians instead of the deteriorated existing pathway along the County's Metromover property between NE 2nd Avenue and NE 3`d Street, Miami, Florida. The improvement(s) consists of a curvilinear concrete path approximately eight (8) feet to ten (10) feet wide. These enhancement(s) will be constructed solely by the City at no cost to the adjacent property owners or to Miami -Dade Department of Transportation and Public Works or the County. 1. EFFECTIVE DATE AND TERM: This Agreement shall take effect upon its execution, following approval by the City of Miami City Commission and the Board of County Commissioners for 1-year maximum time to build with the ability to renew for one -additional one (1) year term, if required to complete the Project. 2. RESPONSIBILITIES OF CITY: 2.1 Funding: The City applied for and was awarded grant funds from In Our Backyards, Inc., ("10BY") in the amount not to exceed Twenty Four Thousand Dollars ($24,000) ("Grant Funds") from the 2015 Public Space Challenge ("Challenge") , as depicted in Exhibit "B". The Grant Funds will serve as a funding source for the Project and shall be used solely for costs associated with the construction of the Project. 2.2 Design Scope: The City has secured engineering design and consulting services from qualified firms, pursuant to Section 287.055, of the Florida Statutes, to develop the construction plans, technical specifications, special provisions, pay items, and cost estimates for the Project referred herein and hereafter in accordance with City, County, and/or Florida Department of Transportation standards, as applicable. City has submitted plans and specifications for the Project to Miami -Dade Transportation and Public Works Department Director or designee at the various phases for review and approval, and upon the completion of the 100% design plans, send a set of signed and sealed plans with a letter from the City Manager certifying that the plans and specifications meet the standards as set forth above. In no event shall the approved plans be changed, altered, or modified unless City receives written approval from the County. In addition, any and all changes, alterations, or modifications shall be permitted, if applicable, by the appropriate state and/or local government agency. The parties agree that the work to be performed shall at all times be conducted in such manner and in such sequence that will ensure the least practicable interference with the Miami -Dade County Metromover system. 2.3. Right -of -Way: The City shall acquire at its sole expense, any right-of-way, easement, construction easement, or permit that is required to implement the construction of the Project. 2.4 Construction: The City shalt procure the services of a licensed contractor holding a general contractor's license, and qualified to construct the Project. The City may award the contract through any available lawful means which, in the City's discretion, affords the most cost effective and advantageous method for construction of the Project, and which may include, but is not limited to, bid solicitation, request for proposals, the award of a change order on existing City contract(s), or the extension of unit -prices provided in connection with prior competitive bid awards. The County agrees that the selection, retention, and discharge of such general contractor shall be the responsibility of the City. The parties agree that the work to be performed shall at all times be conducted in such manner and in such sequence that will ensure the least practicable interference with the Miami -Dade Department of Transportation and Public Works' Metromover Guideway System, 2.5. Permits and Approvals: The City shall obtain a preliminary approval (dry -run) of all necessary permits, and utility adjustments, make all necessary adjustments, as required for approval and/or permitting by those agencies, and coordinate the review of construction documents by utilities and permitting agencies in accordance with applicable state, federal, and local laws and ordinances. The City shall pay for any permit application fees associated with the project and obtain accepting authorization from the County, if applicable. 2.6. Construction Administration and Inspection: The City shall exercise all responsibilities of the owner under the construction contract, including construction administration and inspections. The City may delegate this function to an authorized agent or Construction Engineering Inspection consultant. The City will allow the County access to the site for review, inspection, observation, and comment during construction. 3. Termination: Either party may cancel this agreement by giving thirty (30) days written notice to the other of its intention to do so. Upon termination of this Agreement for whatever reason, The City shall restore the Project Area to a reasonable level of completeness or to a condition similar to it was in prior to any modifications made under this Agreement. 4. RESPONSIBILITIES OF COUNTY 4.1. Maintenance: The County will resume full maintenance upon completion of the Project and can provide the Property to be maintained by other, if deemed necessary. 4.2. Access: The County does hereby grant and convey to City and its employees, licensees, agents, independent contractors, and sub -contractors, a non-exclusive permit, to enter onto and remain upon the Property, the Metromover Corridor at Folio 01-0100-000-0022 as described herein in attachment "A" for the reconstruction of the Project. The City shall utilize the Property for no purpose other than that specified herein, and allied and incidental purposes. This Agreement, except as where expressly stated to the contrary, shall not limit use of the Property by the County. 5. COMPLIANCE WITH LAWS: The parties shall comply with applicable federal, state, and local laws, codes, ordinances, rules, and regulations in performing their respective duties, responsibilities, and obligations pursuant to this Agreement and with all applicable laws relating to the Project. The parties shall riot unlawfully discriminate in the performance of their respective duties under this Agreement. 6. INDEMNIFICATION: To the extent authorized by Florida law, the City hereby agrees to indemnify, defend, save, and hold harmless the County to the extent of all the limitations included within Section 768.28, Florida Statutes, from all claims, demands, liabilities and suits as a result of City's negligence, or breach of this Agreement by the City, its agents, employees or contractor(s). It is specifically understood and agreed that this indemnification clause does not cover or indemnify the County for the County's negligence or breach of contract. To the extent authorized by Florida law, the County hereby agrees to indemnify, defend, save and hold harmless the City to the extent of all the limitations included in Section 768.28, Florida Statutes, from all claims, demands, liabilities and suits as a result of County's negligence, or breach of this Agreement by the County, its agents or employees. It is specifically understood and agreed that this indemnification clause does not cover or indemnify the City or the County for the City's or the County's negligence or breach of contract, as applicable. In the event of breach or non-performance by the persons selected by the City to perform the work, the City shall, upon written request by the County, reserves its rights under the affected contract to complete the project at its sole cost, for purposes of avoiding the County's prosecution of claims, actions, or causes of action resulting from such breach or non-performance unless the City pursues such claims, actions, or causes of action through arbitration, administrative proceeding, or lawsuit. The City agrees to cooperate fully with the County in the prosecution of any such claim or action. Any damage recovered by the County which is attributable to expenditure by the City shall be returned to the City by the County, within sixty (60) business days of receipt. 7. INSURANCE: The City operates, and shall maintain during the term of this Agreement, a self-insurance program for general liability, auto, and worker's compensation in accordance with and subject to the limitations of Section 768.28, Florida Statutes. Compliance with the foregoing requirements shall not relieve the City of its liability and obligation under this section or under any other section of this Agreement. The required insurance shall be maintained and apply throughout the entire term of this Agreement. 8 DISPUTE RESOLUTION, APPLICABLE LAW: The parties shall resolve any disputes, controversies or claims between them arising out of this Agreement in accordance with the "Florida Governmental Conflict Resolution Act", Chapter 164, Florida Statutes, as amended. This Agreement shall be governed by the laws of the State of Florida. Venue in any proceedings shall be in Miami -Dade County, Florida. 9. ENTIRE AGREEMENT; AMENDMENTS: This document incorporates and includes all prior negotiations, correspondence, conversations, agreements, and understandings applicable to the matters contained herein, and the parties agree that there are no commitments, agreements, or understandings concerning the subject matter of this agreement that are not contained in this document. Accordingly, the parties agree that no deviation from the terms hereof shall be predicated upon any prior representations or agreements, whether oral or written. It is further agreed that no modification, amendment or alteration in the terms or conditions contained herein shall be effective unless set forth in writing in accordance with this section. No modification, amendment, or alteration in the terms or conditions contained herein shall be effective unless contained in a written document prepared with the same or similar formality as this Agreement and executed by the City Commission and County Board of Commissioners. 10. JOINT PREPARATION: The parties acknowledge that they have sought and received whatever competent advice and counsel as was necessary for them to form a full and complete understanding of all rights and obligations herein and that the preparation of this Agreement has been their joint effort. The language agreed to expresses their mutual intent and the resulting document shall not, solely as a matter of judicial construction, be construed more severely against one of the parties from the other. 11. SEVERANCE: In the event a portion of this Agreement is found to be invalid by a court of competent jurisdiction, the remaining provisions shall continue to be effective unless the City or County elect to terminate this Agreement. An election to terminate this Agreement based upon this provision shall be made within seven (7) business days after the finding by the court becomes final. 12. MULTIPLE ORIGINALS: This agreement may be fully executed in three copies by all parties each of which, bearing original signatures, shall have the force and effect of an original document. 13. RECORDATION: This Agreement shall be recorded in the Public Records of Miami -Dade County at the City's expense. An original copy of the recorded Agreement shall be provided to the Miami -Dade Department of Transportation and Public Works Facilities and Maintenance Division. 14. NOTICES: Any and all notices required to be given (at least thirty (30) days) under this Agreement shall be sent by first class mail, addressed to the following: (THE REMAINDER OF THIS PAGE IS LEFT BLANK INTENTIONALLY) To the City: Attention: Steven C. Williamson Director, Office of Capital Improvements City of Miami 444 SW Second Avenue Miami, Florida 33130 Copy to: Wendy Jaramillo Special Projects Coordinator, Office of Capital Improvements City of Miami 444 SW Second Avenue Miami, Florida 33130 To the County: Attention: Alice Bravo Director, Miami -Dade Transportation and Public Works Department Miami -Dade County 701 NW 1st Court Miami, Florida 33136 (FOR SIGNATURES SEE NEXT PAGE) IN WITNESS WHEREOF, the parties hereto set their hands and official seals the day and year first above written. ATTEST: CITY OF MIAMI, a municipal Corporation of the State of Florida BY: BY: Todd B. Hannon City Clerk (Affix City Seal) Emilio T. Gonzalez, Ph.D. City Manager Approved by City Attorney Approved as to Insurance Requirements: as to form and legal sufficiency Victoria Mendez City Attorney ATTEST: HARVEY RUVIN CLERK OF THE BOARD Ann -Marie Sharpe, Director Risk Management Department MIAMI-DADE COUNTY, FLORIDA, BY ITS BOARD OF COUNTY COMMISSIONERS BY: BY: Deputy Clerk County Mayor or County Deputy Mayor Approved by County Attorney as to form and legal sufficiency Name: County Attorney