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25122
AGREEMENT INFORMATION AGREEMENT NUMBER 25122 NAME/TYPE OF AGREEMENT GOODWILL INDUSTRIES OF SOUTH FLORIDA, INC. DESCRIPTION GRANT FUNDING AGREEMENT/GOODWILL SOUTH FLORIDA BUILDING RENOVATION & UPGRADE/FILE ID: 14242/R-23- 0303 EFFECTIVE DATE July 17, 2024 ATTESTED BY NICOLE EWAN ATTESTED DATE 8/8/2024 DATE RECEIVED FROM ISSUING DEPT. 8/8/2024 NOTE DOCUSIGN AGREEMENT BY EMAIL CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Office of Management & Budget DEPT. CONTACT PERSON: Gabriel Brito EXT. 305-416-1203 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: GOODWILL INDUSTRIES OF SOUTH FLORIDA, INC. (MFE) IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES ® NO TOTAL CONTRACT AMOUNT: $1,500,000.00 FUNDING INVOLVED? ® YES ❑ NO TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT OTHER: (PLEASE SPECIFY): MIAMI FOR EVERYONE GRANT AGREEMENT PURPOSE OF ITEM (BRIEF SUMMARY): Approval of the Miami For Everyone Grant Agreement with Goodwill Industries of South Florida, Inc. (District 1 project) in order improve and convert a bottom floor storage space at the Goodwill owned parking garage located at 2090 NW 21 st Terrace into a manufacturing space. This will allow the organization to employ some of the community's most challenged indivduals with disabilities. COMMISSION APPROVAL DATE: 7/13/2023 FILE ID:14242 ENACTMENT NO.: R-23-0303 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENTAL DIRECTOR July 17, 2024 I 13:04:19 EDT PRINT: MARIE SIGNATURE: "MAGGIE" GOUIN �DocuSigned by: `_rif_4 SUBMITTED TO RISK MANAGEMENT July 17, 2024 I 13:12:59 EDT PRINT: ANN-MARIE SIGNATURE HARPE �DocuSigned by: Frati& aomt,n) ily 26, 2024 I 10:45:18 EDT SUBMITTED TO CITY ATTORNEY July 29, 2024 I 12:24:05 EDT PRINT: GEORGE SIGNATURE: `'"$"'g K. WYSONG III �DocuSigned by: a,ar/- Risoina) Ill RECEIVED BY CFO/ ASSISTANT CITY MANAGER August 6, 2024 I 10: 32 : 53 EDT PRINT: LARRY SIGNATURE: �u77JE'FE8$2#58... SPRING �DoeoSignetl by: L -v VI Spri vi APPROVAL BY CITY MANAGER August 7, 2024 1 17:37:41 EDT PRINT: ARTHY1i SIGNATURE: 1 Eto V. p— DocuSigned by: Q ty' ATTESTED BY CITY CLERK August 8, 2024 I 10:02:11 EDT PRINT: TODD SIGNATURES B. HANNON [—Signed by ,,,,, 8 694 1A3,D411 PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER City of Miami MFE Funding Agreement CITY OF MIAMI MIAMI FOR EVERYONE FUNDING AGREEMENT This MIAMI FOR EVERYONE AGREEMENT ("Agreement") is entered into this 17 JULY day of , 20 24 by and between the CITY OF MIAMI, a municipal corporation of the State of Florida, located at 444 SW 2nd Avenue, Miami, FL 33130 ("CITY"), and GOODWILL INDUSTRIES OF SOUTH FLORIDA, INC, a Florida not for profit corporation, located at 2121 NW 21 STREET, MIAMI FLORIDA 33142 ("RECIPIENT"). The CITY and the RECIPIENT may each be referred to as a "Party" and may collectively be referred to as the "Parties." WHEREAS, the City created the Miami For Everyone ("MFE") Program to assist communities facing the long-term complications resulting from declared emergencies and to address the specific needs of the most vulnerable residents and businesses, through a strategy of focusing the provision of support towards priority areas of need that will further stabilize economic conditions within City Districts; and WHEREAS, the RECIPIENT submitted a Request for MFE Funding to the City; and WHEREAS, the CITY adopted Resolution No. R-23-0303 on July, 13 2023, wherein the CITY approved providing funds to the RECIPIENT in the not to exceed amount of ONE MILLION, FIVE HUNDRED THOUSAND AND 00/100 dollars ($1,500,000.00) ("Funds"), attached and incorporated as Exhibit "A", as applicable; and WHEREAS, the CITY agrees to enter into this Agreement with the RECIPIENT to set forth the terms and conditions relating to the use of the Funds by the RECIPIENT. NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the Parties agree as follows: TERMS 1. RECITALS: The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. 2. TERM: The term of this Agreement shall commence on July 1, 2024, and shall continue until July 31, 2026_ 3. GRANT OF FUNDS: Subject to the terms and conditions set forth herein and City of Miami MFE Funding Agreement RECEIPIENT'S compliance with all of its obligations hereunder, the CITY hereby agrees to make available to the RECIPIENT the Funds to be used for the purpose(s), program(s), initiative(s), and activity(ies) (as defined in Exhibit "B"), and as disbursed in the manner hereinafter provided. 4. USE OF FUNDS: The Funds shall be used by the RECIPIENT as described in the Scope of Work, attached and incorporated herein as Exhibit "B" and the Budget, attached and incorporated herein as Exhibit "C" submitted by the RECIPIENT to the CITY. DISBURSEMENT OF FUNDS: A. The CITY shall provide Funds to the RECIPIENT in the not to exceed amount of ONE MILLION, FIVE HUNDRED THOUSAND AND 00/100 dollars ($1,500,000.00). B. Payment shall be made in accordance with the schedule as set forth in Composite Exhibit "D". C. The RECIPIENT shall provide the CITY with a City of Miami Request for Payment Form attached and incorporated as Composite Exhibit "D" prior to any disbursement of funds by the CITY. Prior to any disbursement of funds by the CITY the RECIPIENT will need to provide a valid and executed W9 form and completed City of Miami Supplier Direct Deposit (ACH) Authorization Form, as applicable. D. The RECIPIENT shall provide the CITY a Close -Out Report, in similar format as Exhibit "F", at the end of the program, summarizing the services, programs and/or activities described in the Scope of Work as Exhibit "B" and included in the Budget as Exhibit "C". 5. COMPLIANCE WITH POLICIES AND PROCEDURES: RECIPIENT understands that the use of the Funds is subject to specific reporting, record keeping, administrative and contracting guidelines, audit, and other requirements affecting the activities being funded by the MFE Funds for the Scope of Work. RECIPIENT covenants and agrees to comply with such requirements and represents and warrants to the CITY that the Funds shall be used in accordance with all of the requirements, terms and conditions contained therein, as the same may be amended during the term hereof. Without limiting the foregoing, RECIPIENT represents and warrants that it will comply with, and the Funds will be used in accordance with, all applicable federal, state, and local codes, laws, rules and regulations. 6. RECORDS. INSPECTIONS. REPORTS/AUDITS AND EVALUATION: To the extent required by law, the Inspection and Audit provisions set forth in Sections 18-101 and 18-102 of the Code of the City of Miami, Florida, as amended ("City Code"), are deemed as City of Miami MFE Funding Agreement being incorporated by reference herein and additionally apply to this Agreement. The CITY shall have the right to conduct audits of RECIPIENT'S records pertaining to the Funds and at reasonable times, and for a period of up to three (3) years following the termination of this Agreement, audit, or cause to be audited, those books and records of the RECIPIENT which are related to RECIPIENT'S performance under this Agreement. RECIPIENT agrees to maintain all such books and records at its principal place of business for a period of three (3) years after final payment is made under this Agreement. The CITY may also, and the RECIPIENT shall permit, the CITY and other persons duly authorized by the CITY to inspect all Agreement records, facilities, goods, and activities of the RECIPIENT which are in any way connected to the activities undertaken pursuant to the terms of this Agreement, and/or interview any clients, employees, subcontractors or assignees of the RECIPIENT as requested by the CITY. At the request of the CITY, the RECIPIENT shall transmit to the CITY written statements of the RECIPIENT's official policies on specified issues relating to the RECIPIENT's activities. RECIPIENT understands, acknowledges, and agrees that: a) The CITY must meet certain record keeping and reporting requirements regarding the Funds and that in order to enable the CITY to comply with its record keeping and reporting requirements, RECIPIENT shall maintain all records as required by the CITY; and b) At the CITY's request, and no later than thirty (30) days thereafter, RECIPIENT shall deliver to the CITY such reports and written statements relating to the use of the Funds as the CITY may require from time to time; and c) All costs and expenses of the activities described in Exhibit "C" shall be at actual cost with no markups; and d) RECIPIENT'S failure to comply with these requirements or the receipt or discovery (by monitoring, evaluation, or audit) by the CITY of any inconsistent, incomplete, or inadequate information shall be grounds for the immediate termination of this Agreement by the CITY and the immediate reimbursement to the CITY of any and all funds or amounts disbursed pursuant to this Agreement. RECIPIENT represents and warrants to the City that: (i) it possesses all qualifications, licenses and expertise required for the performance of the Scope of Work; (ii) it is not delinquent in the payment of any sums due to the City, including payment of permit fees, occupational licenses, etc., nor in the performance of any obligations to the City; and (iii) all personnel assigned City of Miami MFE Funding Agreement to perform the Scope of Work are and shall be, at all times during the term hereof, fully qualified and trained to perform the tasks assigned to each. Any inconsistent, incomplete, or inadequate information, either received by the CITY or obtained by the CITY, shall constitute cause for the CITY to terminate this Agreement. 7. AWARD OF AGREEMENT: RECIPIENT represents and warrants to the CITY that it has not employed or retained any person or company employed by the CITY to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 8. COMPLIANCE WITH FEDERAL. STATE AND LOCAL LAWS: RECIPIENT understands that agreements between private entities and local governments are subject to certain laws, codes, rules and regulations, including, without limitation, laws pertaining to public records, conflict of interest, record keeping, etc. The Parties agree to comply with and observe all applicable laws, codes and ordinances as they may be amended from time to time. 9. INDEMNIFICATION: RECIPIENT shall indemnify, defend and hold harmless the CITY and its officials, employees (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the negligent performance or non-performance of the Services contemplated by this Agreement (whether active or passive) of RECIPIENT or its employees or subcontractors (collectively referred to as "RECIPIENT") which is directly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive or in strict liability) of any of them, or (ii) the failure of the RECIPIENT to comply materially with any of the requirements herein, or the failure of the RECIPIENT to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, local, federal or state, in connection with the performance of this Agreement even if it is alleged that the CITY, its officials and/or employees were negligent. RECIPIENT expressly agrees to indemnify, defend and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of RECIPIENT, or any of its subcontractors, as provided above, for which the RECIPIENT's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. RECIPIENT further agrees to City of Miami MFE Funding Agreement indemnify, defend and hold harmless the Indemnitees from and against (i) any and all Liabilities imposed on account of the violation of any law, ordinance, order, rule, regulation, condition, or requirement, related directly to RECIPIENT's negligent performance under this Agreement, compliance with which is left by this Agreement to RECIPIENT, and (ii) any and all claims, and/or suits for labor and materials furnished by RECIPIENT or utilized in the performance of this Agreement or otherwise. This provision shall survive the termination or expiration of this Agreement, as applicable. RECIPIENT understands and agrees that any and all liabilities regarding the use of any subcontractor for Services related to this Agreement shall be borne solely by the RECIPIENT throughout the duration of this Agreement and that this provision shall survive the termination or expiration of this Agreement, as applicable. 10. REVERSION OF ASSETS: Upon the expiration, termination, or cancellation of this Agreement, any unspent MFE Grant funds shall immediately revert to the possession and ownership of the CITY and RECIPIENT shall transfer to the CITY all unused MFE Grant funds at the time of such expiration, termination, or cancellation. 11. DEFAULT: If RECIPIENT fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then RECIPIENT shall be in default. Upon the occurrence of a default hereunder the CITY, in addition to all remedies available to it by law, may immediately, upon written notice to RECIPIENT, terminate this Agreement whereupon all payments, advances, or other compensation paid by the CITY to RECIPIENT while RECIPIENT was in default shall be immediately returned to the CITY. RECIPIENT understands and agrees that termination of this Agreement under this section shall not release RECIPIENT from any obligation accruing prior to the effective date of termination. Should RECIPIENT be unable or unwilling to commence to perform the Services within the time provided or contemplated herein, then, in addition to the foregoing, RECIPIENT shall be liable to the CITY for all expenses incurred by the CITY in preparation and negotiation of this Agreement, as well as all costs and expenses incurred by the CITY in the procurement of the Services, including consequential and incidental damages. 12. CITY'S TERMINATION RIGHTS: The CITY shall have the right to terminate this Agreement, in its sole discretion, at any time, by giving written notice to RECIPIENT at least five (5) business days prior to the effective date of such termination. In such event, the CITY shall pay to RECIPIENT compensation for services rendered and expenses incurred prior to the effective date of termination. In no event shall the CITY be liable to RECIPIENT for any additional City of Miami MFE Funding Agreement compensation, other than that provided herein, or for any consequential or incidental damages. 13. REMEDIES FOR NONCOMPLIANCE: The CITY retains the right to terminate this Agreement at any time prior to the completion of the services required pursuant to this Agreement without penalty to the CITY. In that event, notice of termination of this Agreement shall be in writing to the RECIPIENT, who shall be paid for those services performed prior to the date of its receipt to the notice of termination. In no case, however, shall the CITY pay the RECIPIENT an amount in excess of the total sum provided by this Agreement. It is hereby understood by and between the CITY and the RECIPIENT that any payment made in accordance with this Agreement to the RECIPIENT shall be made only if the RECIPIENT is not in default under the terms of this Agreement. If the RECIPIENT is in default, the CITY shall not be obligated and shall not pay to the RECIPIENT any sum whatsoever. If the RECIPIENT fails to comply with any term of this Agreement, the CITY may take one or more of the following courses of action: (1) Temporarily withhold cash payments pending correction of the deficiency by the RECIPIENT, or such more severe enforcement action as the CITY determines is necessary or appropriate. (2) Disallow (that is, deny both the use of funds and matching credit) for all or part of the cost of the activity or action not in compliance. (3) Wholly or partially suspend or terminate the current MFE Program Funds awarded to the RECIPIENT. (4) Withhold further MFE Program funding for the RECIPIENT. (5) Take all such other remedies that may be legally available. 14. MARKETING: RECIPIENT shall consult with the City Manager, or his or her designee, regarding all uses and displays of the recognition of the CITY. The CITY shall have the right to approve the form and placement of all acknowledgements, which approval shall not be unreasonably withheld. 15. INSURANCE: The required Insurance, as approved by the City of Miami Department of Risk Management shall be provided by the RECIPIENT and all such proof shall be attached as an Exhibit to this Agreement. Those entities/individuals required to be listed as additional insured by the Department of Risk Management shall be included on all insurance certificates and furnished by the RECIPIENT. City of Miami MFE Funding Agreement RECIPIENT shall, at all times during the term hereof, maintain insurance coverage in accordance with Exhibit "E" attached and incorporated by this reference. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage shall be furnished to the City on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled during the performance of the services under this contract. Execution of this Agreement is contingent upon the receipt of proper insurance documents. 16. NONDISCRIMINATION: RECIPIENT represents and warrants to the City that RECIPIENT does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with RECIPIENT's performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. RECIPIENT further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 17. ASSIGNMENT: This Agreement shall not be assigned by RECIPIENT, in whole or in part, without the prior written consent of the CITY, which may be withheld or conditioned, in the CITY'S sole discretion. 18. CERTIFICATIONS REGARDING DEBARMENT. SUSPENSION. AND OTHER RESPONSIBILITY MATTERS: RECIPIENT certifies to the best of its knowledge and belief that it and its principals: a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal, State, or local agency. b) Have not within a three (3) year period preceding the adoption of the Resolution, attached and incorporated as Exhibit "A", as applicable, been convicted of or had a civil judgement rendered against them for the commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or falsification or destruction of records, making false statements, or receiving stolen property; c) Are not presently indicted for or otherwise criminally or civilly charged by a government entity (Federal, State, or local) with commission of any of the offenses City of Miami MFE Funding Agreement enumerated in paragraph 16.b of this certification; and d) Have not within a three (3) year period preceding the adoption of the Resolution, attached and incorporated as Exhibit "A", as applicable, had one or more public transactions (Federal, State, or local) terminated for cause or default. Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall submit an explanation to the CITY and the CITY shall have the right to, in the CITY's sole discretion, to not enter into or terminate this Agreement. 19. NOTICES: All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. RECIPIENT Goodwill Industries of South Florida, Inc. 2121 NW 21 Street Miami, Florida 33142 Attn: David Landsberg, Executive Director CITY City of Miami Office of Management & Budget 444 SW 2nd Avenue, 5th Floor Miami, FL 33130 Attn: Marie Gouin, Director With copies to: Office of the City Attorney 444 SW 2nd Avenue, Suite 945 Miami, FL 33130 Attn: George K. Wysong III, City Attorney City of Miami MFE Funding Agreement 20. PUBLIC RECORDS: Pursuant to the provisions of Section 119.0701. Florida Statutes, RECIPIENT must comply with the Florida public records laws, specifically the RECIPIENT must: A. Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service. B. Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter of the Florida Statutes or as otherwise provided by law. C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. D. Meet all requirements for retaining public records and transfer, at no cost, to the CITY all public records in possession of the RECIPIENT upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. E. All records stored electronically must be provided to the CITY in a format that is compatible with the information technology systems of the CITY. IF THE RECIPIENT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE RECIPIENT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 416-1800, PUBLICRECORDS@MIAMIGOV.COM, AND 444 S.W. 2ND AVENUE, SUITE 945, MIAMI, FL 33130. 21. CONFLICT OF INTEREST: RECIPIENT has received copies of, and/or is familiar with, the following provisions regarding conflict of interest in the performance of this Agreement by RECIPIENT. RECIPIENT covenants, represents and warrants that it will comply with all such conflict of interest provisions including, but not limited to: (a) the Code of the City of Miami, Florida, Chapter 2, Article V; and (b) Miami -Dade County Code, Section 2-11.1. 22. GOVERNING LAW. VENUE. AND FEES: This Agreement shall be construed and enforced according to the laws of the State of Florida. Venue in all proceedings shall be in City of Miami MFE Funding Agreement Miami -Dade County, Florida and the parties explicitly agree to the use of this venue. The term "proceedings" shall include, but not be limited to, all meetings to resolve the dispute, including voluntary arbitration, mediation, or other alternative dispute resolution mechanism. The parties both waive any defense that venue in Miami -Dade County is not convenient. In any civil action or other proceedings between the parties arising out of the Agreement, each party shall bear its own attorney's fees. 23. WAIVER OF JURY TRIAL: Neither the RECIPIENT, nor any assignee, successor, heir or personal representative of the RECIPIENT, nor any other person or entity, shall seek a jury trial in any lawsuit, proceeding, counterclaim or any other litigation procedure based upon or arising out of any of the Agreement and/or any modifications, or the dealings or the relationship between or among such persons or entities, or any of them. Neither the RECIPIENT, nor any other person or entity will seek to consolidate any such action in which a jury trial has been waived with any other action. The provisions of this paragraph have been fully discussed by the parties hereto, and the provisions hereof shall be subject to no exceptions. No party to this Agreement has in any manner agreed with or represented to any other party that the provisions of this paragraph will not be fully enforced in all instances. 24. MISCELLANEOUS PRQVISIQNS: A. Title and paragraph headings are for convenient reference and are not a part of this Agreement. B. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. C. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms of this Agreement shall control. D. Should any provision, paragraph, sentence, word or phrase contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida or the City of Miami, such provision, paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect or limitation of its use. City of Miami MFE Funding Agreement 25. NON-DELEGABILITY: The obligations undertaken by the RECIPIENT pursuant to this Agreement shall not be delegated or assigned to any other person or firm, in whole or in part, without the CITY'S prior written consent, which may be withheld in the CITY'S sole discretion. 26. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. 27. INDEPENDENT CONTRACTOR: RECIPIENT, its contractors, subcontractors, employees, and agents shall be deemed to be independent contractors, and not agents or employees of the CITY, and shall not attain any rights or benefits under the civil service or pension programs of the CITY, or any rights generally afforded its employees; further, they shall not be deemed entitled to Florida Workers' Compensation benefits as employees of the CITY. 28. NO THIRD -PARTY BENEFICIARY RIGHTS: No provision of this Agreement shall, in any way, inure to the benefit of any third parties so as to constitute any such third party a beneficiary of this Agreement, or of anyone or more of the terms hereof, or otherwise give rise to any cause of action in any party not a party hereto. 29. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is subject to amendment or termination due to lack of allocated and available funds, reduction or discontinuance of funds or change in laws, codes, rules, policies or regulations, upon thirty (30) days' notice. 30. RECIPIENT CERTIFICATION: The RECIPIENT certifies that it possesses the legal authority to enter into this Agreement pursuant to authority that has been duly adopted or passed as an official act of the RECIPIENT'S governing body, authorizing the execution of this Agreement, including all understandings and assurances contained herein, and directing and authorizing the person identified as the official representative of the RECIPIENT to act in connection with this Agreement and to provide such information as may be requested. The aforementioned authorization for the RECIPIENT is attached and incorporated as Exhibit "G" 31. AUTHORITY: Each person signing this Agreement represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this Agreement. Each party represents and warrants to the other that the execution and delivery of the Agreement and the performance of such party's obligations and the certifications hereunder have been duly authorized and that the Agreement is valid and legal agreement binding on such party and enforceable in City of Miami MFE Funding Agreement accordance with its terms. 32. CONSTRUCTION: Should the provisions of this Agreement require judicial or arbitral interpretation, it is agreed that the judicial or arbitral body interpreting or construing the same shall not apply the assumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that an instrument is to be construed more strictly against the party which itself or through its agents prepared same, it being agreed that the agents of both parties have equally participated in the preparation of this Agreement. 33. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and entire agreement between the parties relating to the subject matter hereof and correctly sets forth the rights, duties, and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. No modification or amendment hereto shall be valid unless in writing and executed by properly authorized representatives of the parties hereto. 34. COUNTERPARTS AND ELECTRONIC SIGNATURES: This Agreement may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute but one and the same Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. [Remainder intentionally left blank; Signature page to follow] City of Miami MFE Funding Agreement IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. Signed by: "CITY" ATT Signed by: August 8, 2024 I 10:02 :11 EDT "" Y: RcnrFRr.172nD_42A 1.-169471A31D41a.. Todd B. Hannon, City Clerk Date: APPROVED AS TO FORM AND CORRECTNESS: Ct-ort)t. For Arthur Noriega V, CITY OF MIAMI, a municipal corporation of the State of Florida Docusigned by: City Manager t 7, 2024 1 17:37:41 EDT Date: City Manager APPROVED AS TO INSURANCE REQUIREMENTS: DocuSigned by: DocuSigned by: AIM I 12 : 24:05 E ra l ohyc,, 7, 2024 I 13 :12 : 59 EDT 88776E9FE88248B... George K. Wysong III Date: City Attorney July 26, 2024 1 10:45:18 EDT ATTEST: Print Name: I(QV r/C/D YI Title: G_ O.0 • DC_27395C631R214E7_ Ann -Marie Sharpe, Director Risk Management "RECIPIENT" 6440 11 :6- Jd' OF G01)2 Wi 4 ' A Flori ot-For-Pr fit Corporation By: Y Print Name: —DNS 607J0(66eY3 Title: ?d-iI Date: MIAMI FOR EVERYONE FUNDING AGREEMENT EXHIBIT A - CITY OF MIAMI RESOLUTION AGENDA ITEM COVER PAGE File ID: #14242 Resolution Sponsored by: Commissioner Alex Diaz de la Portilla A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), PURSUANT TO SECTION 18-85(A) OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE CITY MANAGER'S FINDING(S), ATTACHED AND INCORPORATED AS EXHIBIT "B," THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS FOR THE CITY OF MIAMI ("CITY") AND WAIVING THE REQUIREMENTS FOR SAID PROCEDURES; AUTHORIZING THE ALLOCATION OF FUNDS FROM THE DISTRICT 1 SHARE OF THE CITY OF MIAMI'S MIAMI FOR EVERYONE ("MFE") PROGRAM, ON A REIMBURSEMENT BASIS, IN A TOTAL AMOUNT NOT TO EXCEED ONE MILLION, FIVE -HUNDRED THOUSAND AND 00/100 DOLLARS ($1,500,000.00) ("GRANT") TO GOODWILL INDUSTRIES OF SOUTH FLORIDA, INC., A FLORIDA NOT FOR PROFIT CORPORATION ("GOODWILL"), IN ORDER TO REDEVELOP AN UNIMPROVED STORAGE SPACE AT THE GOODWILL OWNED PROPERTY LOCATED AT 2090 NW 21 TERRACE AS A NEW MANUFACTURING SPACE ("PROJECT") WHICH WILL, UPON COMPLETION, ALLOW THE ORGANIZATION TO EMPLOY FIFTY (50) TO ONE HUNDRED (100) INDIVIDUALS WITH DISABILITIES, ECONOMIC DISADVANTAGES, AND OTHER BARRIERS TO WORK, EXPANDING EMPLOYMENT OPPORTUNITIES FOR LOCAL RESIDENTS WHILE ENHANCING GOODWILL'S MISSION SERVICES PROGRAMS, SUBJECT TO ALL FEDERAL, STATE, AND LOCAL LAWS THAT REGULATE THE USE OF SUCH FUNDS FOR SAID PURPOSE; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE CITY ATTORNEY, FOR SAID PURPOSE. * 111111'111IEu * - 11 11 City of Miami Legislation Resolution Enactment Number: R-23-0303 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 14242 Final Action Date:7/13/2023 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), PURSUANT TO SECTION 18-85(A) OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE CITY MANAGER'S FINDING(S), ATTACHED AND INCORPORATED AS EXHIBIT "B," THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS FOR THE CITY OF MIAMI ("CITY") AND WAIVING THE REQUIREMENTS FOR SAID PROCEDURES; AUTHORIZING THE ALLOCATION OF FUNDS FROM THE DISTRICT 1 SHARE OF THE CITY OF MIAMI'S MIAMI FOR EVERYONE ("MFE") PROGRAM, ON A REIMBURSEMENT BASIS, IN A TOTAL AMOUNT NOT TO EXCEED ONE MILLION, FIVE -HUNDRED THOUSAND AND 00/100 DOLLARS ($1,500,000.00) ("GRANT") TO GOODWILL INDUSTRIES OF SOUTH FLORIDA, INC., A FLORIDA NOT FOR PROFIT CORPORATION ("GOODWILL"), IN ORDER TO REDEVELOP AN UNIMPROVED STORAGE SPACE AT THE GOODWILL OWNED PROPERTY LOCATED AT 2090 NW 21 TERRACE AS A NEW MANUFACTURING SPACE ("PROJECT") WHICH WILL, UPON COMPLETION, ALLOW THE ORGANIZATION TO EMPLOY FIFTY (50) TO ONE HUNDRED (100) INDIVIDUALS WITH DISABILITIES, ECONOMIC DISADVANTAGES, AND OTHER BARRIERS TO WORK, EXPANDING EMPLOYMENT OPPORTUNITIES FOR LOCAL RESIDENTS WHILE ENHANCING GOODWILL'S MISSION SERVICES PROGRAMS, SUBJECT TO ALL FEDERAL, STATE, AND LOCAL LAWS THAT REGULATE THE USE OF SUCH FUNDS FOR SAID PURPOSE; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE CITY ATTORNEY, FOR SAID PURPOSE. WHEREAS, on April 13, 2023, pursuant to Resolution No. R-23-0178, the City of Miami ("City") created the Miami For Everyone ("MFE") Program to assist communities facing the long- term complications resulting from declared emergencies and to address the specific needs of the most vulnerable residents and businesses, through a strategy of focusing the provision of support towards priority areas of need that will further stabilize economic conditions within City Districts; and WHEREAS, Goodwill Industries of South Florida, Inc., a Florida Not For Profit Corporation ("Goodwill"), is a not -for -profit organization whose mission is to train, employ, and find job opportunities for people with disabilities and other barriers to work; helping the individuals increase productivity and achieve greater independence; and WHEREAS, Goodwill submitted a grant application, attached and incorporated as Exhibit "A," to the City of Miami ("City") for MFE Program Funds in order to redevelop the bottom floor of the Allapattah Parking Garage located at 2090 NW 21 st Terrace, a Goodwill owned property currently being operated by the Miami Parking Authority ("MPA"); and WHEREAS, the proposed redevelopment will convert an unimproved storage space into a manufacturing space ("Project"); and WHEREAS, upon completion of the Project, the new manufacturing space will allow the agency to employ some of the community's most challenged individuals, with disabilities, barriers to work, and economic disadvantages; and WHEREAS, the manufacturing space will create jobs for an estimated fifty (50) to one hundred (100) individuals and create contracting opportunities with the United States Army, in both third -party logistics and apparel manufacturing; and WHEREAS, the City's District 1 Commissioner ("Commissioner") wishes to provide grant funds from the Commissioner's share of the City's MFE Program funds, on a reimbursement basis, in an amount not to exceed One Million, Five -Hundred Thousand and 00/100 Dollars ($1,500,000.00) ("Funds") for the Project; and WHEREAS, pursuant to Section 18-85(a) of the Code of the City of Miami, Florida, as amended ("City Code"), the City Manager has made a written finding, attached and incorporated as Exhibit "B," that competitive negotiation methods and procedures are not practicable or advantageous for the City's provision of the Funds for the Project; and WHEREAS, the City Manager is requesting authority from the City Commission to negotiate and execute any and all documents necessary, all in forms acceptable to the City Attorney, for the allocation of the Funds for the Project; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble of this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. Pursuant to Section 18-85(a) of the City Code, by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, the City Manager's written finding, attached and incorporated as Exhibit "B," that competitive negotiation methods and procedures are not practicable or advantageous for the City's provision of the Funds for the Program and waiving the requirements for said procedures, are hereby ratified, approved, and confirmed. Section 3. The City Manager is authorized' to allocate the Funds, on a reimbursement basis, from the Commissioner's share of the City's MFE Program funds to Goodwill for the Project. Section 4. The City Manager is further authorized' to negotiate and execute any and all documents necessary, modifications, and amendments, all in forms acceptable to the City Attorney, for said purpose. Section 5. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.2 1 The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to, those prescribed by applicable City Charter and City Code provisions. 2 If the Mayor does not sign this Resolution, it shall become effective at the end of ten (10) calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. APPROVED AS TO FORM AND CORRECTNESS: MIAMI FOR EVERYONE FUNDING AGREEMENT EXHIBIT B — SCOPE OF WORK Insert Pages 2, 3, 4, & 5 from Miami For Everyone Funding Request Form DocuSign Envelope ID: 81E7D9AC-8815-4F04-9B08-51733B78B949 City of Miami Miami For Everyone Program Funding Request Form CONTACT INFORMATION: Contact Person: Mauricio Hernandez Title: Chief Operating Officer Phone number: (305) 325-9114 Email Address: mhernandez@goodwillmiami.org Name of Person completing this form: Mauricio Hernandez Legal Name of Organization: Goodwill Industries of South Florida 2121 NW 21 St. Miami, FL 33142 Executive Director of Organization: David Landsberg Executive Director email: dlandsberg@goodwillmiami.org Executive Director Contact Phone Number: (305) 326-4110 The organizati n is a registered and active State of Florida Corporation (select one): ❑ For -profit organization Not -for profit organization {501(3)(c)} ❑ Local governmental unit ❑ State governmental unit ❑ Educational and academic institution ❑ City of Miami department, office of elected official, agency or board Return this form to: gbrito@miarnigov.com (March 28, 2023) Page 1 of 6 DocuSign Envelope ID: 81E7D9AC-8815-4F04-9B08-51733B78B949 DS City of Miami Miami For Everyone Program Funding Request Form ORGANIZATION AND PROGRAM/PROJECT INFORMATION Organization History and Background Information: Goodwill South Florida, serving Miami, Broward and Monroe counties, is the 17th largest employer in South Florida. The nonprofit's mission is the training, employment and job placement of people with disabilities and other barriers to work; helping individuals increase prouctivity and achieve greater independence. The agency provides disability services to over 5,400 South Floridians. Goodwill engages in a unique social enterprise model that funds mission services and employment for over 2,700 persons. Although most known tor its Goodwill donation centers and retail stores, ttie organization's other entrepreneurial businesses include Ryder Apparel Manufacturing. Custodial Services, Laundry Services and Third Party Logistics Solutions, which train and employ a large number pfpenp1p. wbilp providing +mia4in finding Gooliwi11 Smith Flnrirla is nrienf ther/30sttost- ff 4ive non -profits in the U.S with 96 percent of its budget going directly to programs that are aimed at people with-tlisabilities-aftiiether-barriees to work. ,,��,,// Is your program/project providing direct services to residents of the City of Miami? Yes LJ D Number of residents your entity will serve: 50 -100 Frequency of Service: Daily Age Group Served: 18+ Is your program/project related to a declared emergency in the City of Miami? Yes❑Noil Name of Declared Emergency: Covid-19 Date of Official Declaration: March 2020 Is your program/project impacting one of Miami's afflicted communities? Yes0[ Geographic Area Served (specific to this protect/ program) District Served (1, 2, 3, 4, 5, Citywide) District 1 Neighborhood/Community being served: Allapattah Program/Protect Priority area (Select one): El Affordable Housing ElEducational Programs for children, youth, and adults ElElderly meals, direct financial assistance, transportation, recreational and health/wellness related activities Direct financial assistance, food assistance (gift card programs, voucher programs) At -risk youth or youth summer job programs Return this form to: ebritoeimiamieov.com (March 28, 2023) Page 2 of 6 DocuSign Envelope ID: 81E7D9AC-8815-4F04-9B08-51733B78B949 c-DS City of Miami Miami For Everyone Program Funding Request Form Tr nsportation services and programs Job development, retention and training programs Homeless Services EiFood Distribution programs Climate Resiliency Improvements Essential supplies, during a State of Emergency, natural disaster, or economic crisis Allowable Infrastructure Improvement per program purpose and guidelines Return this form to: gbrito@miamieov.com (March 28, 2023) Page 3 of 6 DocuSign Envelope ID: 81 E7D9AC-8815-4F04-9B08-51733B78B949 City of Miami Miami For Everyone Program Funding Request Form Program/Project Title: Goodwill South Florida Building Renovation and Upgrade Project/Program Description: The renovation and upgrade of this facility will allow us to fully utilize the space. We will renovate the infrastructure to include flooring, plumbing, mechanical, bathrooms and other utilities that will broaden the current use of much needed space. This project will continue to revitalize and provide economic impact to the community. Program Start Date: Uvon Receipt of Funds Program End Date: 2025 Please describe how this program/project and funding will assist the community overcome the adverse effects of the declared emergency: Due to the pandemic's financial impact, Goodwill could not allocate the funds that were necessary to restore and renovate the parkinggarageat the time. As we continue Lu LC 11u11 d1JLl adjub'L L., VuJ JLLW uU1 . udl, il1cSC fuJ1(L.1 rluultl,all0yruS.tv.LCkfu ce a d continue to provide both our work force and the city the parking it desperately needs. IMPACT AND PERFORMANCE: Describe overall expected outcomes and performance measures for this project/program: This program willallowus to employ another 50-100 individuals and to contract with the US ALmy LC8dtlJlll�' Jhu d—�Jdtt �JJtIi. dlld 411!]d&Cl l/tdl/uldaurillsy dl uwlmlg'1lb tirclaplur UUL eommunitys most challenged individuals with disabilities and barriers to work and providing funding to continue to provide funding to run our Mission Services programs. Please attach additional pages to the back of this packet, lithe space above is not sufcient Retum this form to: gbrito@rnlamfaov.com (March 28, 2023) Page 4 of 6 DocuSign Envelope ID: 81E7D9AC-8815-4F04-9B08-51733B78B949 DS City of Miami Miami For Everyone Program Funding Request Form FUNDING REQUEST INFORMATION: Amount Requested: $ 1.5 Million Explain how the City of Miami's Miami For Everyone funding will be utilized: The buildout of the bottom floor of the Allapattah parking garage located at 2090 NW 21st Terrace, in Miami, FL 33142 will accelerate Goodwill's ability to grow by allowing the agency to uyluy aulnG U uurc.o muullity'S must cllalleilgecl ttidivicluals wiih illsal,Ili[ies, lu wuzk and economic disadvantages. The conversion of this unimproved storage space into manufacturing space, will allow employing another 50-100 individuals and contracting Dppvzlunilies with The US Aimy, lu butI1, 3zil parly'lugislics and Apparel M4ILzifEGluzl,lg. Tilis will impact those we serve and those that live in our community. Itemize MFE funding related to expenditures below: Personnel Salaries & Wages: $ Personnel Benefits $ Space Rental: $ Utilities (Electricity, Phone, Internet): $ Supplies: Equipment Marketing: $ Transportation (Participants): $ Meals (Participants): $. Professional Services (List each): $ Construction (attach schedule of costs): $ $1.5 Million Other (please describe): Other (please describe): Other (please describe): Return this form to: gbrito@miamieov.com (March 28, 2023) Page 5 of 6 MIAMI FOR EVERYONE FUNDING AGREEMENT EXHIBIT C — BUDGET Insert Page 5 from Miami For Everyone Funding Request Form DocuSign Envelope ID: 81 E7D9AC-8815-4F04-9B08-51733B78B949 DS City of Miami Miami For Everyone Program Funding Request Form FUNDING REQUEST INFORMATION: Amount Requested: $ 1.5 Million Explain how the City of Miami's Miami For Everyone funding will be utilized: The buildout of the bottom floor of the Allapattah parking garage located at 2090 NW 21st Terrace, in Miami, FL 33142 will accelerate tGoodwilltstability to grow by allowing the agency to Z'.14pluy sulue oust c11a111argl.d iudtvidualb Wltl1 isdGllilies, Uxlliess to walk and economic disadvantages. The conversion of this unimproved storage space into manufacturing space, will allow employing another 50-100 individuals and contracting uppulttun lies wIlla The US Atiny, 111uti1, 31tl pas ly lugistics and Apparel M411ufaclull11g. TlUS will impact those we serve and those that live in our community. Itemize MFE funding related to expenditures below: Personnel Salaries & Wages: $ Personnel Benefits $ Space Rental: $ Utilities (Electricity, Phone, Internet): $ Supplies: $ Equipment $ Marketing: Transportation (Participants): $ Meals (Participants): $ Professional Services (List each): $ Construction (attach schedule of costs): $ $1.5 Million Other (please describe): Other (please describe): Other (please describe): Return this form to: gbrito@rniarnigov.com rniamiaov.com (March 28, 2023) Page 5of6 DocuSign Envelope ID: 81 E7D9AC-8815-4F04-9B08-51733B78B949 DS ( IMP) ALL CONSTRUCTION Let's build something better AXHIBIT-B SCHEDULE OF WORK Proposal is for new lay out to include Retail Store and Outlet WORK ACTIVITY DESCRIPTION SCHEDULE OF VALUES % SUBTOTAL $978,648.35 DIV NO 1 -Mobilization/upon signing -New drawings will cost round DIV NO 2 -Plumbing upon arrival materials are on site -Electrical upon arrival of light fixtures and panels. -Mechanical upon arrival All ducts for AC system on site DIV NO 3 - Demolition - Repair of cracks -Cutting for new door opening -Tie beam and column for overhead door -Rolling door installation -Trenching for new plumbing and saw cutting -Plumbing underground -Framing installation - Electrical rough installation. -Condenser units brackets and refrigeration lines installation of the AC system All Construction & Plumbing Inc EXHIBIT B CGC1526505 / CUC1225613 / CFC1431767 / CMC1251109 / CCC1334301 5 $100,000.00 $20,000.00 25 $440,735.00 35 $446,600.00 DocuSig n Envelope ID: 81 E7D9AC-8815-4F04-9B08-51733B78B949 WORK ACTIVITY DESCRIPTION SCHEDULE OF VALUES % SUBTOTAL $1,645,000.00 DIV NO 4 - Fire alarm system rough installation. -All ventilation ducts (metal duct with insulation) special orders -Installation of ERV -Storefront modification -Drywall partitions and batt insulation (sound proofing) - Interior doors -Fire sprinkle -Fire extinguisher and cabinets - Louvers -Labor for installation of interior bathrooms wall porcelain tiles (the owner will supply the tiles) -Baseboard -Corner guard -Ceiling - Rough plumbing -Acoustical ceiling -Signage DIV NO 5 -Interior painting -Painted concrete -Aisle yellow stripe 25 $390,735.00 10 $246,930.00 GRAND TOTAL $1,645,000.00 All Construction & Plumbing Inc EXHIBIT B CGC1526505 / CUC1225613 / CFC1431767 / CMC1251109 / CCC1334301 MIAMI FOR EVERYONE FUNDING AGREEMENT COMPOSITE EXHIBIT "D" MFE AGREEMENT COMPOSITE EXHIBIT "D" PAYMENT SCHEDULE 1. The CITY shall pay the RECIPIENT, an amount not to exceed ONE MILLION, FIVE HUNDRED THOUSAND AND 00/100 $1,500,000.00 for the services provided pursuant to this Agreement. 2. Request for Payments should be submitted to the CITY in a form provided by the City and included in this Exhibit as Request for Payment Form. 3. Request for Payments should be submitted with the associated expenditure backup, associated invoices, proof of payments, capital request for payment applications, contractor certifications, project photos, applicable permits, and project schedules. 4. The RECIPIENT must submit the final request for payment to the CITY within 30 calendar days following the expiration date or termination date of this Agreement in a form provided by the CITY. If the RECIPIENT fails to comply with this requirement, the RECIPIENT shall forfeit all rights to payment and the CITY shall not honor any request submitted thereafter. 5. Schedule of payments to RECIPIENT will be as follows: Reimbursement Basis 6. Any payment due under this Agreement may be withheld pending the receipt and approval by the CITY of all reports and information due from the RECIPIENT as a part of this Agreement and any modifications thereto. MFE Request for Payment Form Date: Invoice Number: Send to: City of Miami Office of Management & Budget 444 SW 2nd Ave., 5th Floor Miami, FL 33130 Program/Project Title: Miami For Everyone - Goodwill Allapatth Garage Manufacturing Space Recipient's Name: Goodwill Industries of South Florida, Inc Recipient's Address: 2121 NW STREET, MIAMI, FL 33142 I hereby request payment in the amount of $ for expenses incurred in relation to the City of Miami's Miami For Everyone Activity/Program/Services provide below. Number of People Served/Location of Services Description Rate Amount TOTAL: $ I certify that the Program/Service was provided in accordance to the approved Program/Project as described in the MFE Funding Request Form and that expenses were incurred in the provision of said Program/Service. -DFwd taik(or Authorized Representative Type Name Signature ?rtictosJ- 6131 Title: MIAMI FOR EVERYONE FUNDING AGREEMENT EXHIBIT E-1 - INSURANCE REQUIREMENTS CONSTRUCTION REQUIREMENTS GOODWILL INDUSTRIES OF SOUTH FLORIDA I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami listed as additional insured Contingent & Contractual Liability Premises and Operations Liability Explosion, Collapse and Underground Hazard Primary Insurance Clause Endorsement II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Any Auto Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami listed as an additional insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $1,000,000 for bodily injury caused by an accident, each accident $1,000,000 for bodily injury caused by disease, each employee $1,000,000 for bodily injury caused by disease, policy limit IV. Umbrella Policy A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $2,000,000 Aggregate $2,000,000 City of Miami listed as an additional Insured. Coverage is excess follow form over all liability policies contained herein. V. Owners & Contractor's Protective Each Occurrence General Aggregate City of Miami listed as the named insured $1,000,000 $1,000,000 The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. MIAMI FOR EVERYONE FUNDING AGREEMENT EXHIBIT E-2 - INSURANCE REQUIREMENTS (GOODWILL INDUSTRIES OF SOUTH FLORIDA) VI. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami listed as additional insured Contingent & Contractual Liability Premises and Operations Liability Primary Insurance Clause Endorsement VII. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 300,000 B. Endorsements Required City of Miami listed as an additional insured VIII. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability B. Limits of Liability $100,000 for bodily injury caused by an accident, each accident $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. GOODIND-07 KGROSS ACORO� `,,,_� CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 7/2/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Acrisure Southeast Partners Insurance Services, LLC 1317 Citizens Blvd Leesburg, FL 34748 CONTACT Kate Gross NAME: PH/co°, Na, Ext): (305) 722-2663 FAx (A/c, No): E-MAIL SS: KGross@acrisure.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Florida Insurance Trust 27272 INSURED Goodwill Industries of South Florida, Inc. 2121 NW 21 st Street Miami, FL 33142 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT VVITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLIC ES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRINSD TYPE OF INSURANCE ADDL SUBR w VD POLICY NUMBER POLICY EFF (MM/DDIYYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X FITGL-50137-2024 6/15/2024 6/1/2025 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 1,000,000 MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES E � PER: GENERAL AGGREGATE $ 3,000,000 PRODUCTS - COMP/OP AGG $ 3,000,000 PL Each Occ $ 1,000,000 A AUTOMOBILE X X LIABILITY ANY AUTO OWNED AUTOS ONLY HIRED SCHEDULED AUTOS NON -OWNED AUTOS ONLY FITAU-50137-2024 6/15/2024 6/1/2025 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE FITXS-50137-2024 6/15/2024 6/1/2025 EACH OCCURRENCE $ 4,000,000 AGGREGATE $ 4,000,000 DED I RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER in EXCLUDED? ( NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y/N N N / A FITWC-50137-2024 6/15/2024 6/1/2025 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Miami for Everyone Project City of Miami is named as additional insureds with respects to general liability as required by written contract CERTIFICATE HOLDER CANCELLATION Cityof Miami 444 SW 2nd Ave Miami, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD MIAMI FOR EVERYONE FUNDING AGREEMENT EXHIBIT F — CLOSE-OUT REPORT The Close Out Report must be completed at the end of the program. City of Miami Miami For Everyone Program Close -Out Report Date: 12/11/2023 Allocation Amount: $1,500,000.00 Program/Project Title: Miami For Everyone — Goodwill Allapatth Garage Manufacturing Space Recipient's Name: Goodwill Industries of South Florida, Inc Recipient's Address: 2121 NW STREET, MIAMI, FL 33142 Please provide the information in reference to all the services provided with the City of Miami Miami For Everyone program: Program Start Date and End Date Program/Project Priority Area Description of Project/Activity/Service District where Project/Activity/Service were Provided District 1, District 2, District 2, District 3, District 5 and/or Citywide Location of Project/Activity/Service (ie. Site, neighborhood, area) Project KPI (Ex. # People, Households Served, workers/students enrolled) Frequency of Project/Activity/Service over the period of performance Narrative describing overall results (How the program has helped the community recover from the declared emergency.) I certif that the Pro am/Servi e was provided in accordance to the City of Miami Miami For Everyone Program Gui lines 'DICI-VC CI LOWCI L� Signature v Iq ICf( �2 Date/ Type Name 7)pticL4— OXD Title: Return to: City of Miami Office of Management and Budget 444 SW 2nd Ave., 5th Floor Miami, FL 33130 MIAMI FOR EVERYONE FUNDING AGREEMENT EXHIBIT G - RECIPIENT'S CORPORATE RESOLUTION CERTIFIED COPY OF CORPORATE RESOLUTION The undersigned President and Secretary of Goodwill Industries of South Florida, Inc., a Florida not -for -profit corporation (the "Corporation"), do hereby certify that the following is a true and correct copy of a resolution duly adopted by the Directors of the Corporation at a duly called special meeting of the Directors held on July / 6 , 2024, at which a majority of the Directors were present and voting throughout. BE IT RESOLVED that the Miami For Everyone Funding Agreement, a copy of which is attached hereto as Exhibit "A" (the "Agreement") between the Corporation and the City of Miami (the "City") is hereby approved; and BE IT FURTHER RESOLVED that the President and the Chief Operating Officer of the Corporation are each hereby authorized, jointly or individually, to take or cause to be taken, such further action, and to execute and deliver or cause to be delivered, for and in the name and on behalf of the Corporation the Agreement and all such instruments and documents as the Corporation and the City may deem appropriate in order to effectuate the terms of the Agreement or of any documents or instruments executed in accomplishment of any action or actions authorized as stated herein; and such actions or actions shall be deemed to be conclusive approval thereof by this Corporation and the binding act and obligation of this Corporation. The undersigned further certify that the foregoing resolution is in full force and effect as of the date of this Certification and has not been altered, modified or rescinded. Signature Page to Follow IN WITNESS WHEREOF, we have affixed our names as President and Secretary, respectively, of the Corporation to this Certificate this day of July, 2024. David Landsberg, President arbara L. S-frirut,"Secretary Olivera, Rosemary From: Brito, Gabriel Sent: Thursday, August 8, 2024 8:47 PM To: Olivera, Rosemary; Ewan, Nicole; Hannon, Todd Cc: Alban, Xavier E.; Gibbs-Sorey, Domini Subject: MFE Grant Agreement - Goodwill Industries of South Florida, Inc (MFE) Attachments: Docusign_D1_-_Miami_For_Everyone_Grant_Agree.pdf RE: MFE Grant Agreement —Goodwill Industries of South Florida, Inc. Hello All, Please find attached a fully executed copy of the above reference Grant Agreement from DocuSign that is to be considered an original for your records. GabrlelJ. Brlto CIP Budget Coordinator Office of Management & Budget 444 SW 2 Avenue, 5th Floor Miami, Florida 33130 Phone: 305.416.1203 Gbrito@miamigov.com 1