HomeMy WebLinkAbout25646AGREEMENT INFORMATION
AGREEMENT NUMBER
25646
NAME/TYPE OF AGREEMENT
C40 CITIES CLIMATE LEADERSHIP GROUP, INC.
DESCRIPTION
DATA TRANSFER & DATA HANDLING AGREEMENT/SEEKING
CERTAIN PERSONAL & HEAT -RELATED DATA TO INFORM
LOCAL STRATEGIES TO ADDRESS CLIMATE -RELATED HEAT
IMPACTS/MATTER I D : 25-1310
EFFECTIVE DATE
ATTESTED BY
TODD B. HANNON
ATTESTED DATE
7/8/2025
DATE RECEIVED FROM ISSUING
DEPT.
7/8/2025
NOTE
DOCUSIGN AGREEMENT BY EMAIL
Initial
CITY OF MIAMI
DOCUMENT ROUTING FORM
ORIGINATING DEPARTMENT: Office of Resilience and Sustainability
DEPT. CONTACT PERSON: Reinaldo Rodriguez EXT. 305-416-1296
NAME OF CONTRACTUAL PARTY/ENTITY: C40 Cities Climate Leadership Group, Inc.
IS THIS AGREEMENT TO BE EXPEDITED/RUSH
TOTAL CONTRACT AMOUNT: $
TYPE OF AGREEMENT:
❑ MANAGEMENT AGREEMENT
❑ PROFESSIONAL SERVICES AGREEMENT
❑ GRANT AGREEMENT
❑ EXPERT CONSULTANT AGREEMENT
❑ LICENSE AGREEMENT
❑ YES NO
FUNDING INVOLVED? OYES NO
❑ PUBLIC WORKS AGREEMENT
❑ MAINTENANCE AGREEMENT
❑ INTER -LOCAL AGREEMENT
❑ LEASE AGREEMENT
❑ PURCHASE OR SALE AGREEMENT
OTHER: (PLEASE SPECIFY: Data Transfer & Data Handling Agreement
PURPOSE OF ITEM (DETAILED SUMMARY/ADD ADDITIONAL PAGES IF NECESSARY) The purpose of
this item is to execute a Data Transfer & Data Handling Agreement between the City of Miami and C40 for the
Heat Sensors in Homes project. This agreement is attached to be signed by C40 and the City. More information
can be found in the memo attached.
COMMISSION APPROVAL DATE: / / FILE ID: ENACTMENT NO:
IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN:
ROUTING INFORMATION
Date
PLEASE PRINT AND SIGN
APPROVAL BY DEPARTMENTAL DIRECTOR
June
13, 2025
PRINT: Sonia Brubaker
1 11:42:28 EDT
SIGNATURE:
Signed by:
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04EC3913066A477...
SUBMITTED TO
RISK MANAGEMENT
2, 2025
PRINT:
RO :5David EDT
SIGNATURE:
DocuSigned by
amemi5
27395C6318214E7...
July
SUBMITTED TO
CITY ATTORNEY
2, 2025
PRINT: George K. Wysong
I 19:03:51 EDT
SIGNATURE:
III
1—DocuSignedby:
t,t9t, ,k RiSbinl (HH
ZS-12jID July
APPROVAL BY
ASSISTANT CITY MANAGER
7, 2025
PRINT: Asael "Ace"
IFC10:35:21 EDT
SIGNATURE
Maero;;VID, AIA,
—DocuSigned by:
.V"
'.•-6Bf.474B9A8B3
July
APPROVAL BY
DEPUTY CITY MANAGER
7, 2025
PRINT: Natasha Colebrook
I 10:59:40 EDT
SIGNATURE:
5,4
-Williams
DocuSigned by:
Na441.4 CoG.G40,4-Watz40.4
July
RECEIVED BY
CITY MANAGER
7, 2025
PRINT: Arthur Noriega V `8,4B700975DEA41B
I 22:09:52 EDT
SIGNATURE:
p—DocuSignedby:
anturNDrity,
July
SUBMITTED TO THE CITY CLERK
July
8, 2025
PRINT: Todd B. Hannon
I 13:47:20 EDT
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SIGNATURE:
PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE
EXECUTION BY THE CITY MANAGER
CITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM
TO: Arthur Noriega, V DATE:
City Manager
Signed by:
FROM: Sonia Brubaker 73en.
Chief Resilience 'fiice 1 26iirector
Office of Resilience and Sustainability
June 13, 2025
SUBJECT: C40 Heat, Health, and Equity
Challenge Fund
ENCLOSURES: Data Transfer & Data
Handling Agreement
The purpose of this memorandum is to provide information for the Data Transfer & Data Handling Agreement
between the City of Miami and C40 for the Heat Sensors in Homes project. This agreement is attached to be
signed by C40 and the City.
Grant Funding for the Heat Sensors Project
On January 17, 2025, the Office of Resilience and Sustainability was informed by C40 that the project submitted,
"Compiling Data on Indoor and Outdoor Heat in Miami's Climate Justice Communities," was selected as one of
the C40 Heat, Health, and Equity Challenge Fund grantee projects. C40 is a global network of nearly 100 mayors
of the world's leading cities that are united in action to confront the climate crisis. As a result of being selected, a
grant in the amount of $68,691.00 was provided to The Miami Foundation to complete this project in the 2025
Extreme Heat Season.
The fund is intended to support city governments in the U.S. to increase resilience to extreme heat by focusing
on projects that improve health outcomes for those most vulnerable to extreme heat. The awarded projects will
be a collection of innovative city practices, projects, and policies to be institutionalized, or scaled in the future
and ultimately replicated in other cities. The City's project will benefit Miami's vulnerable populations most
impacted by disproportionate environmental and/or public health issues of extreme heat. Miami has identified
Climate Justice Communities in our Miami Forever Carbon Neutral Plan and include: Allapattah, Flagami,
Liberty City, Little Bahamas, Little Haiti, Little Havana, and Overtown.
Data Collection from Heat Sensors and Surveys
The City, assisted by community -based organizations, is identifying 70 households (intending for 10 households
in each of the seven Climate Justice Communities) to participate and have indoor and outdoor sensors installed at
their homes to gather temperature and humidity data over a 3-month period. Through the gathering of this data
and lived experience surveys, the City will use the results of the project to identify possible future extreme heat
activities to address indoor heat. The heat data derived from the sensors will be compiled into a GIS hub with
other environmental and social vulnerability data by the City. This hub will inform which areas are most
vulnerable to heat impacts and where interventions are most needed. Aggregated data may be public facing, to be
used as a resource to facilitate the integration of findings into future programs/services and resource allocation,
especially in vulnerable areas. The City will retain the disaggregated data.
In order to be able to use the data and findings to inform future local strategies to address climate -related heat
impacts, the City is entering into a Data Transfer & Data Handling Agreement with C40. The City shall maintain
the data in a secure manner, consistent with its legal obligations and internal practices. This data will be
transferred by C40 to the City for the purpose of internal governmental operations, policy development, and
other related environmental research.
c: Asael "Ace" Marrero, RA, RID, AIA, ICC, Assistant City Manager
DATA TRANSFER & DATA HANDLING AGREEMENT
This Data Transfer and Data Handling Agreement ("Agreement") is entered into on this
day of , 2025 ("Effective Date"), by and between C40 Cities
Climate Leadership Group, Inc., a 501c not -for -profit organization with Headquarters at 120
Park Avenue, New York, NY 10017 ("C40") and the City of Miami, Florida, a municipal
corporation in the State of Florida, with its address at 444 SW 2' Avenue, Miami, FL 33130
("City") (individually the "Party" and collectively the "Parties").
Recitals
WHEREAS, the City's Office of Resilience and Sustainability is seeking certain personal and
heat -related data to inform local strategies to address climate -related heat impacts; and
WHEREAS, C40 has entered into a separate agreement ("Separate Agreement") with The Miami
Foundation, Inc. ("Foundation"), a nonprofit organization, pursuant to which the Foundation collects certain
survey responses and heat sensor data ("Data") from individuals who voluntarily consent to the installation
of heat sensors in their homes and to the collection of related survey information and have signed releases
regarding the same; and
WHEREAS, The City of Miami has provided wording for the release form that is sufficiently broad
under local law to permit the intended use of data under Section 4 below.
WHEREAS, under the Separate Agreement, the Foundation will transfer the Data to C40, and C40 will
subsequently transfer the Data to the City in accordance with the terms of this Agreement; and
WHEREAS, the City is not a party to the Separate Agreement and assumes no obligations or liabilities
arising thereunder; and
WHEREAS, C40 is subject to the General Data Protection Regulation ("GDPR") and bears sole
responsibility for compliance with the GDPR and any other applicable data protection law in connection
with the collection, processing, and transfer of the Data;
WHEREAS, the City is not subject to the GDPR, does not consent to its jurisdiction, and will use and
maintain the Data solely in accordance with applicable United States and Florida law, including but not
limited to Chapter 119, Florida Statutes, relating to public records;
WHEREAS, the City shall maintain the Data in a secure manner, consistent with its legal obligations
and internal practices;
WHEREAS, the Parties desire to enter into this Agreement to memorialize the terms governing the
transfer, handling, and use of the Data.
NOW THEREFORE, in exchange for the mutual promises to maintain all information shared herein
proprietary, and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the Parties hereby promise and agree to observe and abide by all the provisions and
conditions of this Agreement as follows:
1. INCORPORATION OF RECITALS
The Recitals are true and correct and are hereby incorporated into and made a part of this Agreement.
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2. TERM
This Agreement shall commence on the Effective Date and shall remain in effect until all Data, as defined
herein, has been transferred to the City.
3. DATA SUBJECT TO TRANSFER
C40 shall transfer to the City certain datasets obtained from the Foundation, including, but not limited to,
survey responses and heat sensor data ('Data"). The Data shall be provided in its original form, as received
by C40 from the Foundation, and shall be used by the City for any lawful purpose permitted by applicable
U.S. and Florida law.
4. CITY'S USE OF DATA
After the date of transfer, the City shall make all ongoing decisions as to the use of the data and shall be
responsible for any use of the Data by the City post transfer. The City may use the Data for any lawful
purpose, including but not limited to internal governmental operations, policy development, environmental
research, and public dissemination provided that the same is in line with the release form provided by the
city. The City shall not be restricted in its lawful use or further dissemination of the Data, except to the
extent such restrictions are mandated by U.S. or Florida law.
5. NO REPRESENTATIONS
C40 acknowledges that the City:
1. Is not subject to the GDPR or any other foreign law, regulation, or jurisdiction;
2. Does not make any representation or warranty regarding GDPR compliance;
3. Shall not be subject to or liable for any claim, proceeding, or liability arising under or related to the
GDPR.
C40 shall ensure that the Data is collected and transferred to the City in a manner compliant with the GDPR
or other applicable laws that bind C40. The City's sole obligation with respect to data privacy is compliance
with applicable Florida and U.S. law.
6. PUBLIC RECORDS
C40 acknowledges that the City is subject to Chapter 119, Florida Statutes (Florida Public Records Law),
and any information provided to the City may be subject to public disclosure. The City shall not be liable for
any disclosure of Data as required under applicable public records laws.
7. WARRANTIES & REPRESENTATIONS
C40 represents and warrants that:
1. It has obtained all necessary rights and consents to collect and transfer the Data;
2. The Data transferred to the City will be in it's original disaggregated state;
3. The transfer to the City does not violate any law or third -party right.
The City makes no warranties as to the condition, content, or utility of the Data and expressly disclaims any
responsibility for the manner in which the Data was collected, with the sole exception being the City's role
in drafting the release form executed prior to data collection.
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8. INDEMNIFICATION
C40 agrees to defend, indemnify, and hold harmless the City, its officials, officers, employees, and agents
from and against any and all claims, liabilities, damages, costs, and expenses arising out of or related to the
collection, processing, or transfer of the Data to the City, or any alleged noncompliance with GDPR or any
foreign data protection regulation. Nothing herein shall be construed to act as a waiver of the City's
sovereign immunity beyond the limitations set forth in Section 768.28, Florida Statutes.
9. NO ASSUMPTION OF LIABILITY
Under no circumstances shall the City be deemed to have assumed any obligations, responsibilities, or
liabilities arising under the GDPR or any other law outside the United States.
10. GOVERNING LAW; VENUE
This Agreement shall be governed by the laws of the State of Florida. Venue for any dispute shall be in a
court of competent jurisdiction located in Miami -Dade County, Florida. The Parties agree to waive trial by
jury and to submit to the exclusive jurisdiction of such courts.
11. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof and
supersedes any and all prior or contemporaneous agreements or understandings.
12. ANTI -HUMAN TRAFFICKING
C40 confirms and certifies that it is not in violation of Section 787.06, Florida Statutes, and that it does not
and shall not use "coercion" for labor or services as defined in Section 787.06, Florida Statutes. C40 shall
execute and submit to the City an Affidavit, of even date herewith, in compliance with Section 787.06(13),
Florida Statutes, attached an incorporated herein as "Anti -Human Trafficking Affidavit". If C40 fails to
comply with the terms of this Section, the City may suspend or terminate this Agreement immediately,
without prior notice, and in no event shall the City be liable to C40 for any additional compensation or for
any consequential or incidental damages.
13. COUNTERPARTS/ELECTRONIC SIGNATURES
This Agreement may be executed in three (3) or more counterparts, each of which shall constitute an
original, but all of which, when taken together, shall constitute one and the same agreement. This
Agreement may be executed in counterparts, each of which shall be an original as against either party
whose signature appears thereon, but all of which taken together shall constitute but one and the same
instrument. An executed facsimile or electronic scanned copy of this Agreement shall have the same force
and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on 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.
14. 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
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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.
AS TO C40:
Sachin Bhoite
Director of Climate Resilience
C/O 120 Park Ave, 23rd Floor
New York, NY- 10017
sbhoite@c40.org
15. SEVERABILITY
AS TO THE CITY:
Art Noriega
City Manager
444 SW 2nd Avenue, 10' Floor
Miami, FL 33130
anoriega@miamigov.com
WITH A COPY TO:
George K. Wysong III
City Attorney
444 SW 2' Avenue, 9' Floor
Miami, FL 33130
gwVsonci miamigov.com
Sonia Brubaker
Chief Resilience Officer & Director
444 SW 2' Avenue, 2nd Floor
Miami, FL 33130
srubaker@m iam igov.com
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, Florida, 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 the
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.
SIGNATURE PAGE FOLLOWS
4
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date first
written above
ATTEST:`
BY:
Signed by:
(DocuSSiigned by:
1a5edD6F9 _..
Todd B. Hannon
City Clerk
THE CITY OF MIAMI, A MUNICIPAL
CORPORATION OF THE STATE OF
FLORIDA
BY:
p—DocuSigned by:
itvguty Naviuy,
'-85CCF6C377Di]47A
Art Noriega V
City Manager
APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE
AND CORRECTNESS: REQUIREMENTS:
,—DocuSigned by
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George K. Wysong III, Esq.
City Attorney
BY:
pneYgd b:
k aoyiktiy
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David Ruiz
Interim Director of Risk Management
C40 CITIES CLIMATE LEADERSHIP
GROUP, INC.
BY:
Signed by:
/3TBetPF9riE ...
Sachin Bhoite
Director of Climate Resilience
5
ANTI -HUMAN TRAFFICKING
AFFIDAVIT
1. The undersigned affirms, certifies, attests, and stipulates as follows:
a. The entity/individual is a nongovernmental entity authorized to transact business in
the State of Florida (hereinafter, "nongovernmental entity").
b. The nongovernmental entity is either executing, renewing, or extending a contract
(including, but not limited to, any amendments, as applicable) with the City of
Miami ("City") or one of its agencies, authorities, boards, trusts, or other City entity
which constitutes a governmental entity as defined in Section 287.138(1), Florida
Statutes (2024).
c. The nongovernmental entity is not in violation of Section 787.06, Florida Statutes
(2024), titled "Human Trafficking."
d. The nongovernmental entity does not use "coercion" for labor or services as defined
in Section 787.06, Florida Statutes (2024).
2. Under penalties of perjury, pursuant to Section 92.525, Florida Statutes, I declare the
following:
a. I have read and understand the foregoing Anti -Human Trafficking Affidavit and that
the facts, statements and representations provided in Section 1 are true and correct.
b. I am an officer, a representative, or individual of the nongovernmental entity
authorized to execute this Anti -Human Trafficking Affidavit.
FURTHER AFFIANT SAYETH NAUGHT.
Nongovernmental Entity/Individual:
C40 Cities
Sachin Bhoite Director
Name: Title:
Signature:
Signed by:
Office Address:
Email Address:
AS4"76CSEFg4ED-44 Featherstone St, London EC1Y 8RN
sbhoite@c40.org
+447880406947
Main Phone Number:
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Olivera, Rosemary
From: Rodriguez, Reinaldo
Sent: Tuesday, July 8, 2025 2:01 PM
To: Olivera, Rosemary; Hannon, Todd; Ewan, Nicole
Cc: Brubaker, Sonia; Farina, Alissa
Subject: C40 Data Transfer & Data Handling Agreement
Attachments: C40_Data_Transfer_&_Data_Handling_Agreement-Full_Package.pdf
Good afternoon all,
Please find attached a fully executed copy of an agreement from DocuSign that is to be considered an
original agreement for your records.
Thanks!
Reinaldo Rodriguez
Resilience Programs Manager
City of Miami, Office of Resilience & Sustainability
444 SW 2nd Ave., 2nd Floor, Miami, FL 33130
Phone: (305) 416-1296
Email: rerodriguez@miamigov.com
What is City of Miami doing about climate change?
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