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HomeMy WebLinkAbout24468AGREEMENT INFORMATION AGREEMENT NUMBER 24468 NAME/TYPE OF AGREEMENT SEOPW CRA & TRANSITION, INC. DESCRIPTION GRANT AGREEMENT/ADULT EMPLOYMENT & TRAINING PROGRAM/FILE ID: 13531/CRA-R-23-0008 EFFECTIVE DATE March 1, 2023 ATTESTED BY TODD B. HANNON ATTESTED DATE 5/23/2023 DATE RECEIVED FROM ISSUING DEPT. 5/31/2023 NOTE 2.14`tV$ GRANT AGREEMENT This GRANT AGREEMENT ("Agreement") is made as of this day of MA(al 2023 ("Effective Date") by and between the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY of the City of Miami, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes ("SEOPW CRA"), and TRANSITION, INC.; a Florida non-profit corporation ("Grantee"). RECITALS A. WHEREAS, the SEOPW CRA is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with the 2009 Southeast Overtown/Park West Community Redevelopment Plan, as amended and restated ("Plan"); and B. WHEREAS, Section 2, Goals 4 and 6, at page 11 of the Plan lists the "creati[on of] jobs within the community" and "improving the quality of life for residents" as stated redevelopment goals; and C. WHEREAS, Section 2, Principle, at page 14 of the Plan provides that a high priority must be placed on providing a variety of employment opportunities to existing residents of Overtown, which is best accomplished through employment centers located within the same neighborhood; and D. WHEREAS, Section 2, Principle 6, at page 15 of the Plan provides that in order to "address and improve the neighborhood economy and expand the economic opportunities of present and future residents and businesses", it is necessary to support and enhance existing businesses and local entrepreneurs, while also attracting new businesses to provide needed services and economic opportunities; and E. WHEREAS, Transition, Inc., a non-profit corporation located in Overtown, was established over 48 years ago to assist former inmates and other under -served residents re-entering the community overcome the obstacle of finding and maintaining gainful employment through workforce readiness training, job placement and transportation assistance (the "Program"); and F. WHEREAS, Transition, Inc., has played a vital role in workforce readiness training, job placement, and transportation assistance to former inmates, youthful offenders, veterans, and others facing employment barriers in the Redevelopment Area. Each year, Transition, Inc. has assisted in the job placement of more than 900 former inmates: and G. WHEREAS, Transition, Inc. requested a grant for general operating support to continue providing its successful job training and placement services in the Overtown community; and H. WHEREAS, on March 9, 2023, the Board of Commissioners passed and adopted Resolution No. CRA-R-23-0008, attached hereto as Exhibit "A", authorizing the issuance of an emergency grant to the Grantee, in an amount not to exceed Two Hundred Ninety -Two Thousand and Sixty Dollars and Zero Cents ($292,060.00), to underwrite costs associated with the Program (the "Grant"); and I. WHEREAS, the parties wish to enter into this Agreement to set forth the terms and conditions relating to the use of the Grant. NOW, THEREFORE, in consideration of the mutual promises of the parties contained herein and other good and valuable consideration, receipt and sufficient of which is hereby acknowledged, the SEOPW CRA and Grantee agree as follows: 1. RECITALS. The Recitals to this Agreement are true and correct and are incorporated herein by referenced and made a part hereof. 2. GRANT. Subject to the terms and conditions set forth herein and Grantee's compliance with all of its obligations hereunder, the SEOPW CRA hereby agrees to make available to the Grantee the Grant to be used for the purpose and disbursed in the manner hereinafter provided. 3. USE OF GRANT. The Grant shall be used to underwrite costs associated with the Program, in accordance with the scope of work in Exhibit "B" and the budget in Exhibit "C", attached hereto and incorporated herein. The SEOPW CRA is not obligated to expend additional funds beyond the approved grant amount. 4. TERM. The term of this Agreement shall commence on the Effective Date written above and shall terminate on September 30th, 2023, from the Effective Date or earlier as provided for herein, whichever occurs first. However, the following rights of the SEOPW CRA shall survive the expiration or early termination of this Agreement: to audit or inspect; to require reversion of assets; to enforce representations, warranties, and certifications; to exercise entitlement to remedies, limitation of liability, indemnification, and recovery of fees and costs. 5. DISBURSEMENT OF GRANT. a. GENERALLY. Subject to the terms and conditions contained in this Agreement, the SEOPW CRA shall make available to Grantee up to Two Hundred Ninety -Two Thousand and Sixty Dollars and Zero Cents ($292,060.00). In no event shall payments to Grantee under this Agreement exceed Two Hundred Ninety -Two Thousand and Sixty Dollars and Zero Cents ($292,060.00). Payments shall be made to Grantee or directly to vendors on behalf of Grantee, only after receipt and approval of requests for disbursements. b. DEPOSIT OF GRANT FUNDS INTO SEPARATE CHECKING ACCOUNT. A separate checking account must be created for the sole purpose of depositing SEOPW CRA grant funds, prior to the disbursement of any grant funds. Said account shall not be used to deposit funds from other funding sources or to make payments other than to transfer funds to the Grantee's general operating checking account. c. ESTABLISH STANDALONE PAYROLL ACCOUNT. Grantee shall establish, set- up, and maintain a standalone payroll account with an outsourced payroll company prior to the disbursement of any grant funds. d. DISBURSEMENT OF GRANT FUNDS. All requests for the disbursement of grant funds by the Grantee shall be approved, certified, and signed by the Grantee's Executive Director and either the President or Vice -President of the Board of Directors prior to being submitted to the SEOPW CRA for processing prior to the termination of this Agreement. All requests for disbursement of said grant funds must be in writing and must be accompanied by supporting documents reflecting the use of grant funds and/or expenditures incurred, and that said request is being made in accordance with the Program's approved scope of work and budget, and for expenditures incurred during the Term ofthis Agreement, as reflected in Exhibits "B" and "C". For purposes of this Agreement, "supporting documentation" may include invoices, receipts, photographs, and any other materials evidencing the expense incurred. The Grantee agrees that all invoices or receipts reflecting the expenses incurred in connection to the Program shall be in the name of the Grantee, and not in the name of the SEOPW CRA in light of the Grantee's inability to bind the SEOPW CRA to any legal and/or monetary obligation whatsoever. The SEOPW CRA retains the right to request additional supporting documentation, or additional explanation for any andall expenses incurred by the Grantee. Grantee's failure to provide additional supporting documentation or additional explanation regarding expenses incurred shall serve as grounds for immediate termination of this Agreement, and the Grantee shall bear the costs associated with any expenditures not approved by the SEOPW CRA prior to the date of termination. Grantee understands and acknowledges -that -the SEOPW CRA-shall--not--disburse-grant funds for any expense that has not been previously approved by the SEOPW CRA in accordance with Section 5(b) above, and that such expenses shall be borne solely by the Grantee. e. PRE -APPROVAL OF EXPENSES. Grantee agrees to submit to the SEOPW CRA all requests for the expenditure of Grant funds for pre -approval by the SEOPW CRA. Failure to submit said requests prior to incurring expenses may result in the Grantee bearing the costs incurred. The SEOPW CRA shall review said requests to ensure that the expense sought to be incurred by the Grantee is an expense within approved scope of work and budget attached hereto as Exhibits "B" and "C", and the SEOPW CRA reserves the right to deny any and all requests it deems to be outside of the scope and budget. f. APPROVAL OF BUDGET MODIFICATIONS. Grantee agrees to submit any and all budget modifications, in writing, including line item expenditures which exceed budgeted amount, to the Executive Director for approval. g. CASH TRANSACTIONS PROHIBITED. The parties agree that no payment will be made to Grantee as a reimbursement for any Program -specific expenditure paid in cash. Grantee acknowledges that a cash transaction is insufficient per se to comply with record -keeping requirements under this Agreement. h. NO ADVANCE PAYMENTS. The SEOPW CRA shall not make advance payments to the Grantee or Grantee's vendors for services not performed or for goods, materials or equipment which have not been delivered to the Grantee for use in connection with the Program, except for mobilization funds as described in Section 5(g) below. i. MOBILIZATION FUNDS. The SEOPW CRA may provide a one-time release of funds for start- up expenses in the amount not to exceed ten (10%) percent twenty thousand dollars ($20,000.00) of the total grant. Prior to the release of mobilization funds, Grantee must provide an itemized mobilization budget to the SEOPW CRA. The Grantee must also provide supporting documentation as to how said mobilization funds were used prior to the SEOPW CRA releasing any funds for reimbursement requests. Grantee shall also compile all operating expenditures incurred and paid in which reimbursement has not been claimed accordingly. Such expenditures will be used to substantiate the mobilization funds to be contributed by the SEOPW CRA. 6. COMPLIANCE WITH POLICIES AND PROCEDURES. Grantee understands that the use of the Grant is subject to specific reporting, record keeping, administrative and contracting guidelines and other requirements affecting the SEOPW CRA' s activities in issuing the Grant. SEOPW CRA agrees to provide notice of said guidelines and other requirements to Grantee in advance of requiring compliance with same. Without limiting the generality of the foregoing, Grantee represents and warrants that it will comply, and the Grant will be used in accordance with all applicable federal, state and local codes, laws, rules and regulations. 7. REMEDIES FOR NON-COMPLIANCE. If Grantee fails to perform any of its obligations or covenants hereunder, or materially breaches any of the terms contained in this Agreement, the SEOPW CRA shall have the right to take one or more of the following actions: a. Withhold cash payments, pending correction of the deficiency by Grantee; b. Recover payments made to Grantee; c. Disallow (that is, deny the use of the Grant for) all or part of the cost for the activity or action not in compliance; d. Withhold further awards for the Program; or e. Take such other remedies that may be legally permitted. 8. RECORDS AND REPORTS/AUDITS AND EVALUATION. a. PUBLIC RECORDS; MAINTENANCE OF RECORDS. This Agreement shall be subject to Florida's Public Records Laws, Chapter 119, Florida Statutes. The parties understand the broad nature of these laws and agree to comply with Florida's Public Records Laws, and laws relating to records retention. Moreover, in furtherance of the SEOPW CRA's audit rights in Section 8(c) below, the Grantee acknowledges and accepts the SEOPW CRA's right to access the Grantee's records, legal representatives' and contractors' records, and the obligation of the Grantees to retain and to make those records available upon request, and in accordance with all applicable laws. The Grantee shall keep and maintain records to show its compliance with this Agreement. In addition, the Grantee's contractors and subcontractors must make available, upon the SEOPW CRA's request, any books, documents, papers, and records which are directly pertinent to this specific Agreement for the purpose of making audit, examination, excerpts, and transcriptions. The Grantee, its contractors and subcontractors shall retain records related to this Agreement or the Program for a period of five (5) years after the expiration, early termination or cancellation of this Agreement. b. REPORTS. The Grantee shall deliver to the SEOPW CRA quarterly reports relating to the use of the Grant as requested by the SEOPW CRA, from time to time. Failure to provide said reports shall result in grant funds being withheld until the Grantee has complied with this provision. Thereafter, continued failure by the Grantee in providing such reports shall be considered a default under this Agreement. c. AUDIT RIGHTS. The SEOPW CRA shall have the right to conduct audits of the Grantee's records pertaining to the Grant and to visit the Program, in order to conduct its monitoring and evaluation activities. The Grantee agrees to cooperate with the SEOPW CRA in the performance of these activities. Such audits shall take place at a mutually agreeable date and time. d. FAILURE TO COMPLY. The Grantee's failure to comply with these requirements or the receipt or discovery (by monitoring or evaluation) by the SEOPW CRA of any inconsistent, incomplete or inadequate information shall be grounds for the immediate termination of this Agreement by the SEOPW CRA. 9. UNUSED FUNDS. Upon the expiration of the term of this Agreement, the Grantee shall transfer to the SEOPW CRA any unused Grant funds on hand at the time of such expiration. 10. REPRESENTATIONS; WARRANTIES; CERTIFICATIONS. The Grantee represents, warrants, and certifies the following: a. INVOICES. Invoices for all expenditures paid for by Grant shall be submitted to the SEOPW CRA for review and approval in accordance with the terms set forth in this Agreement. The Grantee, through its authorized representative, shall certify that work reflected in said invoices has, in fact, been performed in accordance with the scope of work and budget set forth in Exhibits "B" and"C". b. EXPENDITURES. Funds disbursed under the Grant shall be used solely for the Program in accordance with the scope of work and budget set forth in Exhibits `B" and "C". All expenditures of the Grant will be made in accordance with the provisions of this Agreement. c. SEPARATE ACCOUNTS. The Grant shall not be co -mingled with any other funds, and separate accounts and accounting records will be maintained. d. POLITICAL ACTIVITIES. No expenditure of Grant funds shall be used forpolitical activities. LIABILITY GENERALLY. The Grantee shall be liable to the SEOPW CRA for the amount of the Grant expended in a manner inconsistent with this Agreement. e. AUTHORITY. This Agreement has been duly authorized by all necessary actions on the part of, and has been, or will be, duly executed and delivered by the Grantee, and neither the execution and delivery hereof, nor compliance with the terms and provisions hereof: (i) requires the approval and consent of any other party, except such as have been duly obtained or as are specifically noted herein; (ii) contravenes any existing law, judgment, governmental rule, regulation or order applicable to or binding on any indenture, mortgage, deed of trust, bank loan or credit agreement, applicable ordinances, resolutions, or on the date of this Agreement, any other agreement or instrument to which the Grantee is a party; or (iii) contravenes or results in any breach of, or default under any other agreement to which the Grantee is a party, or results in the creation of any lien or encumbrances upon any property of the Grantee. 11. NON-DISCRIMINATION. The Grantee, for itself and on behalf of its contractors and sub- contractors, agrees that it shall not discriminate on the basis of race, sex, color, religion, national origin, age, disability, or any other protected class prescribed by law in connection with its performance under this Agreement. Furthermore, the Grantee represents that no otherwise qualified individual shall, solely, by reason of his/her race, sex, color, religion, national origin, age, disability or any other member of a protected class be excluded from the participation in, be denied benefits of, or be subjected to discrimination under any program or activity receiving financial assistance pursuant to this Agreement. 12. CONFLICT OF INTEREST. The Grantee is familiar with the following provisions regarding conflict of interest in the performance of this Agreement by the Grantee. The Grantee covenants, represents and warrants that it will comply with all such conflict of interest provisions: a. Code of the City of Miami, Florida, Chapter 2, Article V. b. Miami -Dade County Code, Section 2-11.1. 13. CONTINGENCY. Funding for this Agreement is contingent on the availability of funds and continued authorization for Program activities, and is subject to amendment or termination due to lack of funds or authorization, reduction of funds, or change in regulations. The SEOPW CRA shall not be liable to the Grantee for amendment or termination of this Agreement pursuant to this Section. 14. MARKETING. a. PUBLICATION. In the event the Grantee wishes to engage in any marketing efforts, the Grantee shall, if approved by the SEOPW CRA in accordance with Section 14(6) below, produce, publish, advertise, disclose, or exhibit the SEOPW CRA's name and/or logo, in acknowledgement of the SEOPW CRA's contribution to the Program, in all forms of media and communications created by the Grantee for the purpose of publication, promotion, illustration, advertising, trade or any other lawful purpose, including but not limited to stationary, newspapers, periodicals, billboards, posters, email, direct mail, flyers, telephone, public events, and television, radio, or internet advertisements or interviews. b. APPROVAL. The SEOPW CRA shall have the right to approve the form and placement of all acknowledgements described in Section 14(a) above, which approval shall not be unreasonably withheld. c. LIMITED USE. The Grantee further agrees that the SEOPW CRA's name and logo may not be otherwise used, copied, reproduced, altered in any manner, or sold to others for purposes other than those specified in this Agreement. Nothing in this Agreement, or in the Grantee's use of the SEOPW CRA's name and logo, confers or may be construed as conferring upon the Grantee any right, title, or interest whatsoever in the SEOPW CRA's naive and logo beyond the right granted in this Agreement. 15. DEFAULT. If the Grantee fails to comply with any term or condition of this Agreement or fails to perform any of the Grantee's obligations hereunder, and the Grantee does not cure such failure within thirty (30) days following receipt of written notice from the SEOPW CRA that such failure has occurred, then the Grantee shall be in default. Upon the occurrence of such default hereunder the SEOPW CRA, in addition to all remedies available to it by law, may immediately, upon written notice to the Grantee, terminate this Agreement whereupon all payments, advances, or other compensation paid by the SEOPW CRA directly to the Grantee and utilized by the Grantee in violation of this Agreement shall be immediately returned to the SEOPW CRA. The Grantee understands and agrees that termination of this Agreement under this section shall not release the Grantee from any obligation accruing prior to the effective date of termination. 16. NO LIABILITY. In consideration for the Grant, the Grantee hereby waives, releases and discharges the SEOPW CRA, the City of Miami, its officers, employees, agents, representatives, or attorneys, whether disclosed or undisclosed, any and all liability for any injury or damage of any kind which may hereafter accrue to the Grantee, its officers, directors, members, employees, agents, representatives, with respect to any of the provisions of this Agreement or performance under this Agreement. 17. INDEMNIFICATION OF THE SEOPW CRA. The Grantee agrees to indemnify, defend, protect and hold harmless the SEOPW CRA and the City of Miami from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "liabilities") for 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 performance or non-performance of the services, supplies, materials and equipment contemplated by this Agreement or the Program, including risk of loss of artwork on display, or otherwise stored within public premises for the duration of this Agreement or the Program, whether directly or indirectly caused, in whole or in part, by any act, omission, default, professional errors or omissions, or negligence (whether active or passive) of the Grantee or its employees, agents or subcontractors (collectively referred to as "Grantee"), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default, breach, or negligence (whether active or passive) of the SEOPW CRA, unless such injuries or damages are ultimately proven to be the result of grossly negligent or willful acts or omissions on the part of the SEOPW CRA; or (ii) the failures of the Grantee to comply with any of the paragraph's provisions herein; or (iii) the failure of the Grantee, to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, federal, state, county, or city in connection with the granting or performance of this Agreement, or any Amendment to this Agreement. Grantee expressly agrees to indemnify and hold harmless the SEOPW CRA, from and against all liabilities which may be asserted by an employee or former employee of Grantee, any of subcontractors, or participants in the Program, as provided above, for which the Grantee's liability to such employee, former employee, subcontractor, or participant would otherwise be limited to payments under state Worker's Compensation or similar laws. 18. INSURANCE. Grantee shall, at all times during the term hereof, maintain such insurance coverage as provided in Exhibit "D", attached hereto and incorporated herein. All such insurance, including renewals, shall be subject to the approval of the SEOPW CRA, or the City of Miami (which approval shall not be unreasonably withheld) for adequacy of protection and evidence of such coverage shall be furnished to the SEOPW CRA on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled, or materially changed during the performance of the Program under this Agreement without thirty (30) calendar days prior written notice (or in accordance to policy provisions) to the SEOPW CRA. Completed Certificates of Insurance shall be filed with the SEOPW CRA, to the extent practicable, prior to the performance of Services hereunder, provided, however, that Grantee shall at any time upon request by SEOPW CRA file duplicate copies of the policies of such insurance with the SEOPW CRA. 19. If, in the reasonable judgment of SEOPW CRA, prevailing conditions warrant the provision by Grantee ofadditional liability insurance coverage or coverage which is different -in kind SEOPW CRA reserves the right to require the provision by Grantee of an amount of coverage different from the amounts or kind previously required and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should Grantee fail or refuse to satisfy the requirement of changed coverage within thirty (30) days following SEOPW CRA's written notice, this Agreement shall be considered terminated on the date the required change in policy coverage would otherwise take effect. Upon such termination, SEOPW CRA shall pay Grantee expenses incurred for the Program, prior to the date of termination but shall not be liable to Grantee for any additional compensation, or for any consequential or incidental damages. 20. DISPUTES. In the event of a dispute between the Executive Director of the SEOPW CRA and the Grantee as to the terms and conditions of this Agreement, the Executive Director of the SEOPW CRA and the Grantee shall proceed in good faith to resolve the dispute. If the parties are not able to resolve the dispute within thirty (30) days of written notice to the other, the dispute shall be submitted to the SEOPW CRA's Board of Commissioners for resolution within ninety (90) days of the expiration of such thirty (30) day period or such longer period as may be agreed to by the parties to this Agreement. The Board's decision shall be deemed final and binding on the parties. 21. INTERPRETATION. a. CAPTIONS. The captions in this Agreement are for convenience only and are not a part of this Agreement and do not in any way define, limit, describe or amplify the terms and provisions of this Agreement or the scope or intent thereof. b. ENTIRE AGREEMENT. This instrument constitutes the sole and only agreement of the parties hereto relating to the Grant, and correctly set forth the rights, duties, and obligations of the parties. There are no collateral or oral agreements or understandings between the SEOPW CRA and the Grantee relating to the Agreement. Any promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. This Agreement shall not be modified in any manner except by an instrument in writing executed by the parties. The masculine (or neuter) pronoun and the singular number shall include the masculine, feminine and neuter genders and the singular and plural number. The word "including" followed by any specific item(s) is deemed to refer to examples rather than to be words of limitation. c. CONTRACTUAL INTERPRETATION. 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. d. COVENANTS. Each covenant, agreement, obligation, term, condition or other provision herein contained shall be deemed and construed as a separate and independent covenant of the party bound by, undertaking or making the same, not dependent on any other provision of this Agreement unless otherwise expressly provided. All of the terms and conditions set forth in this Agreement shall apply throughout the term of this Agreement unless otherwise expressly set forth herein. e. CONFLICTING TERMS. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the tenns of this Agreement shall govern. WAIVER. 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. f. SEVERABILITY. Should any provision 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, then such provision shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable to conform with such laws, that 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. g. THIRD -PARTY BENEFICIARIES. No provision of this Agreement shall, in any way, inure to the benefit of any third party so as to make such third party a beneficiary of this Agreement, or of any one or more of the terms hereof or otherwise give rise to any cause of action in any party not a party hereto. 22. AMENDMENTS. No amendment to this Agreement shall be binding on either party, unless in writing and signed by both parties. 23. DOCUMENT OWNERSHIP. Upon request by the SEOPW CRA, all documents developed by the Grantee shall be delivered to the SEOPW CRA upon completion ofthis Agreement, and may be used by the SEOPW CRA, without restriction or limitation. The Grantee agrees that all documents maintained and generated pursuant to this Agreement shall be subject to all provisions of the Public Records Law, Chapter 119, Florida Statutes. It is further understood by and between the parties that any document which is given by the SEOPW CRA to the Grantee pursuant to this Agreement shall at all times remain the property of the SEOPW CRA, and shall not be used by the Grantee for any other purpose whatsoever, without the written consent of the SEOPW CRA. 24. AWARD OF AGREEMENT. The Grantee warrants that it has not employed or retained any person employed by the SEOPW CRA to solicit or secure this Agreement, and that it has not offered to pay, paid, or agreed to pay any person employed by the SEOPW CRA any fee, commission percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of the Grant. 25. NON-DELEGABILITY. The obligations of the Grantee under this Agreement shall not be delegated or assigned to any other party without the SEOPW CRA's prior written consent which may be withheld by the SEOPW CRA, in its sole discretion. 26. CONSTRUCTION. This Agreement shall be construed and enforced in accordance with Florida law. 27. TERMINATION. The SEOPW CRA reserves the right to terminate this Agreement, at any time for any reason upon giving five (5) days written notice of termination to Grantee. If this Agreement should be terminated by the SEOPW CRA, the SEOPW CRA will be relieved of all obligations under this Agreement. In no way shall the SEOPW CRA be subjected to any liability or exposure for the termination of this Agreement under this Section. 28. NOTICE. All notices or other communications which shall or may be given pursuant to this Agreement shall be in writing and shall be delivered by personal service, or by registered mail, addressed to the party -at the address indicated herein or as the same may -be -changed from time to time. Such notice shall be deemed given on the day on which personally served, or, if by mail, on the fifth day after being posted, or the date of actual receipt or refusal of delivery, whichever is earlier. To SEOPW CRA: To Grantee: James McQueen, Executive Director Southeast Overtown/Park West Community Redevelopment Agency 819 N.W. 2"d Avenue, 3rd Floor Miami, FL 33136 Email: jmcqueen@miainigov.com With copy to: Vincent T. Brown, Esq., Staff Counsel Email: VTBrown@,miamigov.com Stephen Gilmore, Executive Director Transition, Inc. 1550 N.W. 3rd Avenue, Bldg. C Miami, FL 33136 Email: SGilmore(a,transitioninc.org 29. INDEPENDENT CONTRACTOR. The Grantee, its contractors, subcontractors, employees, agents, and participants in the Program shall be deemed to be independent contractors, and not agents or employees of the SEOPW CRA, and shall not attain any rights or benefits under the civil service or retirement/pension programs of the SEOPW CRA, or any rights generally afforded its employees; further, they shall not be deemed entitled to Florida Workers' Compensation benefits as employees of the SEOPW CRA. 30. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon the parties hereto, and their respective heirs, executors, legal representatives, successors, and assigns. 31. MISCELLANEOUS. a. In the event of any litigation between the parties under this Agreement, the parties shall bear their own attorneys' fees and costs at trial and appellate levels. b. Time shall be of the essence for each and every provision of this Agreement. c. All exhibits attached to this Agreement are incorporated in, and made a part of this Agreement. [SIGNATURE PAGE TO FOLLOW] IN WITNESS WHEREOF, in consideration of the mutual entry into this Agreement, for other good and valuable consideration, and intending to be legally bound, the SEOPW CRA and the Grantee have executed this Agreement. SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY of the City of Miami, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes ("SEOPW CRA") ATTEST: odd B. i games McQueen Clerk of the Board Executive Director APPROVED AS TO FORM AND LEGAL SUFFICIENCY: Vincent T. Brown, Esq. Staff Counsel By: __ 4 / n `t- BY'_��tr Print:. APPROVED AS TO INSURANCE REQUIREMENJ'S: By: Frank 'omez (May 19, 2023 09:14 EDT) Anne Marie Sharpe Director of Risk Management TRANSITN, INC., a Florida Non -Profit ("Grantee"): By. Stephen Gilmore President EXHIBIT "A" Resolution CRA-R-23-0008 Southeast Overtown/Park West Community Redevelopment Agency Legislation CRA Resolution: CRA-R-23-0008 File Number: 13531 Final Action Date:3/9/2023 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18- 85 AND 18-86 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA; WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION FROM ACCOUNT NO. 10050.920101.883000.0000.00000 IN AN AMOUNT NOT TO EXCEED TWO HUNDRED NINETY TWO THOUSAND AND SIXTY DOLLARS AND ZERO CENTS ($292,060.00) ("FUNDS") TO TRANSITION INC., A FLORIDA NOT FOR PROFIT CORPORATION ("TRANSITION") FOR THE ADULT EMPLOYMENT & TRAINING PROGRAM ("PROGRAM") FOR THE PERIOD OF MARCH 2023 TO SEPTEMBER 2023; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL NECESSARY DOCUMENTS, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL, WITH TRANSITION FOR THE ALLOCATION OF FUNDS FOR THE PROGRAM; PROVIDING FOR INCORPORATION OF RECITALS AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan ("Updated Plan"); and WHEREAS, Section 2, Goals 4 and 6, at page 11 of the Updated Plan lists the "creation of jobs within the community" and "improving the quality of life for residents" as stated redevelopment goals; and WHEREAS, Section 2, Principle 6, at page 15 of the Updated Plan provides that in order to "address and improve the neighborhood economy and expand economic opportunities of present and future rcsidcnts and businesses[,] ... [it is necessary to] support and enhance existing businesses and ... attract new businesses that provide needed services and economic opportunities ..."; and WHEREAS, Transition, Inc., a Florida not for profit corporation("Transition"), was established over fourty-eight (48) years ago to assist former inmates and other under -served residents re-entering the community to overcome the obstacle of finding and maintaining gainful employment; and City of Miami Page 1 of 2 File ID: 13531 (Revision:) Printed On: 4/17/2023 File ID: 13531 Enactment Number: CRA-R 23-0008 WHEREAS,over the years, Transition has helped in the job placement of more than nine hundred (900) former inmates; and WHEREAS, Transition has played a vital role in workforce readiness training, job placement, and transportation assistance through itsAdult Employment and Training Program ("Program"); and WHEREAS, Transition currently seeks assistance with the Program in an effort to continue and expand its success in providing employment assistance to inmates, and underserved residents within the Redevelopment Area; and WHEREAS, based on the recommendation and written findings of the Executive Director, it is in the best interest of the SEOPW CRA for the Board of Commissioners to authorize, by an affirmative four -fifths (4/5ths) vote, a waiver of competitive sealed bidding procedures pursuant to Section 18-85 and 18-86 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, the issuance of grant funds in an amount not to exceed two hundred ninety-two thousand dollars and sixty and zero cents ($292,060.00)("Funds"); and WHEREAS, the Board of Commissioners finds that authorizing this Resolution will further the aforementioned redevelopment goals and objectives; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OR COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. By a four -fifths (4/5th) affirmative vote, after an advertised public hearing, the Executive Director's recommendation, and written findings pursuant to Section 18-85 and 18-86 of the City Code, as adopted by the SEOPW CRA, are ratified, and confirmed and the requirements for competitive sealed bidding and competitive negotiation methods as not being practicable or advantageous to the SEOPW CRA are waived. Section 3. The Executive Director is hereby authorized to disperse funds, at his discretion, on a reimbursement basis or directly to vendors, upon presentation of invoices and satisfactory documentation from SEOPW CRA Tax Increment Fund, entitled "Other Grants and Aids," Account Code No. 10050.920101.883000.0000.00000 to Transition for the Program. Section 4. The Executive Director is authorized to negotiate and execute an agreement, including any and all documents necessary, all in forms acceptable to the General Counsel, for said purpose. Section 5. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: 1 de 14Pfcaretaff Zjiunsel: 2/17/2023 City of Miami Page 2 of 2 File ID: 13531 (Revision:) Printed on: 4/17/2023 EXHIBIT "B" Scope of Work Transition's Adult Reentry Employment & Training Program T 9,)1n1isoThn February 1, 20233 James McQueen, Executive Director Southeast Overtown/Park West Community Redevelopment Agency 819 N.W. 2"s Avenue, 3td Floor Miami, Florida 33136 Dear Mr. McQueen, Transition, a nonprofit 501(cX3) organization located in the heart of Overtown, mission is to assist under -served residents of`Mianii Dade County in becoming gainfully employed. Transition provides clients with workforce readiness training, career exploration, job placements, occupational skills training and pro -active coaching. Transition targets its efforts towards assisting youthful offenders, returning residents, hotneless, disabled persons, veterans and low-incorne individuals as well as others facing various employment barriers in the Overtown community. It is the agency's goal to remain pro -actively engaged with clients and to ensure they succeed in satisfying job performance standards as well as adopting additional life skills to remain financially stable and personally self-sufficient. l n the Fall of2019, Transition received financial support from the Southeast Overtown/Park West CAA. which allowed us to continue offering reentry services to the Overtown community. Much - needed job development and training, referrals and placement services were provided. That year over 200 employment placements were made! However, our greatest work and impact was yet to comet During the Spring of 2020 our world shut down due to the COVID-19 pandemic. Thanks to the support of the Southeast Overtown/Park West C.RA., we were prepared to help our community! As a Community Partner of the Department of Children and. Families, Transition assisted hundreds of residents apply for food stamps and unemployment. While most non -profits closed their doors for months— ours remained opened, closing for only 10 weeks! As "front-line" workers wepartnered with Community Partners and distributed boxes of food and hot meals from our office to Overtown residents. During these difficult and dark days, Transition assisted over 253 participants become employed, We could not have done this without the support of the Southeast Overtown/Park West C,R.A. Each year Transition provides services to over 4,000 residents. Overtown residents depend and rely on our services each day and we are honored to provide theta! Recently, Transition has partnered with Empowerment Zone Reentry Initiative (EZRI) to expand existing employment services by engaging pre-release and post -release participants with holistic 1 1 case management and psyChosocial support. in addition, Transition partners with Miami Dade. College to provide free Digital Education :classes to Overtown residents and thanks to the Southeast Overtown/Park West C.R.A. and Miami Dade College we offer :Certification in Construction Trades Program Community Partners, Three Rundred Letters, Inc. help therapeutic support and childcare services to participants who qualify, and the Florida Rights Restoration 'coalition MCI help reduce prison fees incurred by participants to restore their voting rights. For over 15 years, Transition has partnered with Mianii-Dade County Department of Correction§ and Rehabilitationto provide Workforce Readiness *Training for their toot Camp Re-entry Program. Transition has almost 50'year&ofexperienceinpositively impacting the lives of Miami - Dade midents. We Idncily request the Southeast Overtown/Park. West C.R.A4 to provide a grant inthe ,amount of $292,060 to support our "Adult Employment & Training Program." This grant that will assist our efforts to reduce recidivism and empower Overtown residents. Immediately below is our proposed budget supporting our request. What follows that i8 a description of otr programs, curriculum, programmatic statistics, brochure, and pictures, We stand ready to ansver any further questions. We Iook forward to hearing from you soon. Executive Director '2 Transition Changing Lives... One fob at a True! Leaders in Assisting: Previously Incarcerated People' Providing Services for Qualified Candidates: t, training end Job Placsrile Obtain Idontire:anon Docum Transition, Inc.. has a history of providing job development, training, referrals, and placement services in South Florida to previously incarcerated people as well as non -offenders. We take pride in delivering comprehensive programs that positively impact our communities. While Transition has a long-term proven success with our core mission of helping previously incarcerated people find and maintain meaningful, gainful employment, we have expanded beyond by providing "wrap -around" services, including GED preparation, transportation assistance, food stamps, and almost everything else short of housing. It is our experience that the participants we serve, and the other under -served communities we have come to serve, including troubled/disassociated youth, homeless persons, and veterans,have distinct, additional needs that must be filled for them to be able to undertake a meaningful opportunity for employment. Our clients do not have the time or bandwidth to make multiple appointments with different agencies to obtain other support. We have found that when we refer people out for these services, the perception (and the reality) is we are not truly assisting them but, instead, sending them to a sea of red -tape, bureaucracy, and time and logistics sinks, On the other hand, when we have developed a positive rapport with our 4 clients (we have a knack for this), and then provide the range of assistance needed in a "one stop" format, we have the best opportunity to effectuate our core mission: helping them get and maintain employment. Transition will provide the following services to the residents of Overtown: Workforce Readiness and Employability Skills Workshops Workforce readiness is a necessary component in searching for employment In today's competitive economy, it is critically important that job seekers know how to explore career options, research job opportunities and apply for jobs; know how to communicate their skills and competencies; know how to present themselves in the very best light during a job interview; know how to prepare business documents including a resume, cover letter and thank you letter; know how to obtain required documentation for work authorization; and know how to listens attentively, follow instructions, and complete work assignments to distinguish themselves with supervisors and associates. Our Placement Specialists help participants increase their likelihood of employment by engaging participants. Through discussion and practice, participants will become acquainted with these and other workforce readiness concepts such as completing the onboarding process, satisfying job performance standards, and managing personal finances. They will also learn how to prepare a resume, cover letter, and thank you letter, conduct job searches, complete online job applications and participate in a mock job interview during class. 5 Career Exploration and Job Placement Participants are assigned a Placement Specialist who works with them to explore career options, review their resumes, contact corporate employers, and schedule job interviews. The Placemennt. Specialist then determines whether additional occupational skills training is necessary should a client wish to pursue employment opportunities in, for instance, the construction, logistics, IT, security, or health care industries. Prior to the interview, the participants will undergo a mock interview with his/her Placement Specialist to practice and tailor responses to the job he/she is pursuing. Participants are expected to meet regularly with their Placement Specialist until they secure. employment. Proactive Coaching and Wrap -Around Services our Life Coach will maintain contact with participants from the point of recruitment through job placement and beyond. Staff work with clients to determine and provide critical wrap -around services and support to successfully secure and sustain employment, career advancement, and self sustainabity. If participants encounter barriers or challenges, they have ready access to key staff for mentoring and/or life coach assistance. 6 Transition Changing Lives... One Job at a Time! Our Process Participants' on -boarding will consist of completing digital program application and career assessment. Transition primarily uses the My Next Move Career Assessment. My Next Move is designed to help participants understand how a variety of personal attributes (i.e., data values, preferences, motivations, aptitudes, and skills) impact their potential success, satisfaction with different career options and work environments. After each participant completes their application and career assessment, they will receive instruction in an orientation session prior to meeting their assigned Placement Specialist. The orientation will provide the history of the organization, a review of our programs and services, organization policies/rules and a breakdown of the requirements for participating in the Workforce Readiness Training Program. Following orientation, each participant will be scheduled for a one-on-one meeting with their Placement Specialist. During this meeting an Initial Assessment (IA) will be completed. The Initial Assessment will offer insight into the employment barriers of each participant (i.e., lack of transportation, valid I-9 documents). In addition, Initial Assessment will shed light into other areas outside of employment that may require much -needed wrap -around services. The Placement Specialist and participant will also begin work on their Individualized Employment Plan (IEP). The IEP is jointly developed by the participant and the Placement Specialist and identifies the participant's employment goals, determines the combination of services needed for the participant to reach employment goals, and is one of the most effective ways to serve individuals with barriers to employment and to coordinate services. Short term and long employment goals including potential educational and job training opportunities serves as benchmarks on the TEP. Each participant will meet for approximately 4 weeks, twice a week for Workforce Readiness Training Class and once a week for individual meetings with their Placement Specialist. The Workforce Readiness Training Program provides an opportunity for participants to learn how to create a cover letter; thank you letter and resume. In addition, activities such as mock interviews, 7 work etiquette and everyday job skills are• covered during the course. A. Financial. Literacy component has been added to our program. The goal of this program is to help participants to develop a stronger understanding of 'basic financial concepts - that way, they can, handle: their money better,. Following the eortpletion of the Workforce Readiness Training Program participants will begin receivingjobteferrals and job placementopportnnitic4:;Onr staff will remainproactively engaged with participants: to ensure they succeed in :satisfying job performance standards as well as :adopting additional life skills to remain financially stable and personally self-sufficient. Transition staffwill perform 30-day, 60-day and 90-day.follOw-ups with participants to traoktheir successor provide additional support Furthermore, dining the client's initial visit they met with :the Empowernient Zone Reentry Initiative (EZRI) as part of our"One r.Trobrella Case Management" program. During this .first meeting with -fi:&4soial Worker, participants talk about Additional wrap- around services that they made need outside of employment andjob training: If a participantneeds therapy or counseling session s during the 'Initial assessnient," RZR1 will: schedule follownp appointments. SERVICEPROVIPED job -Tra.milig arid job: Placetnem Mental Health Counseling* Case Management* Transportation Assistance Mentor * Job- Coaches * Wotk Clothing: and Tools Obtain:Identification Documents *Family Counseling* Advocacy Home Visits *Occupational ClassrooimTraining :Gender Female (ages 18 — 88) 53% Male (ages 18-88) 62%: Other :(ages .18-88) 5% Annual Income Mean Median Agt $16p80 $15,48Q 39..8 IMPACT REPORT 8. Median. 'Range Racial Identity Blac.k/Aftican American Caucasian 13i-racial Other Ethnicity Hispanic. Non -Hispanic Other ,37i6 18-88 6r/o 14% '6% 18% 36% 41% 2?/0. BY THE NUMBERS (10/1/2021 —12/31/2022) BOOT 'CAMP:REENTRY PARTICIPANTS: IARTiCIPANTSAI MIANILDADE CORRECTIONS AND: RtHAKITATION RilloWIAMAEctivik6.00tikFORCIE. READINESS Tr.tAINING; ADULT REENTRY" PARTICIPANT$ *PREVIOUSLY INCARCERATED ADULTS ANDNONOFFENDERS JUSTICE INVOLVED PARTICIPANTS semetopgy iNcARMATglantp.Ts 38 ANDOVER WORKFORCE READINESS PARTICIPANTS ..itAntrdWitsREttiVE.iNSTRUCTION IN WORK EMOTE, AESOME:0EvELOOMENricovtit LEITER, ADM TruAo K YOU. ttirER INDIVIDUAL EmpimmENT/REENTRy LANs tIONG TERM AND SHORT-TERM GOALS ARE ESTAROSHED FOREMPLOYMENT, EDUCATION AND JOBIRAINING 180 ,42B 390 401. OBTAINED' gmnolnyit NT 386 /*PARTICIPANTS'GEMNGHIRED 408:TRAINING E NOTION:0 PPORTU N MES 133 ‘PAkiitIPANTs Oceoir CEirriFicgiat, opiA, Fopp RANDI,ERS; SECURITVGLIARO, conuFt AND GEu MENTAL HEALTH: ASSESSMENT.220 *AN -ASSESSMENT TO IDENTIFY NEEDED SERVICES: 'CASE MANAGEMENT $ERVICES/REFERRALS 864 FACILITATES THEACHIEVEM ENT OF CLIENT WELLNESS AND AUTONOMY' THROUGH ADVOCACYASSESSIVIENT; PLANNING, corpWCATIpm.pUCA111061) RESOURCE MANAGEMENT, AND SERVICE FACILITATION COUNSELING :SESSIONS prg.5,$IONALCOONSELORS HELP CIANTSIDEPOIF1. GOALS'AND sOWTIQNSTO PROaLEMS.WHICa CAUSE ENitenoWALTuRAitilit SEEKTO IMPROVE con:mole/MON ?Op CcipiNo SKILLS; sTRENqThEN SELF-ESTEERANDPROMOTE BEHAVIOR.CHANGEANDOPTIMAL MENTAL:HEALTH: 207 479 FRUSTRATED IN YOUR PERSONAL OELK PROBLEMS AT WORK TOO DIFFICULT TO JOIN OUR GROU OussweitemproottooSUM/m*1m Year SOf SOUR t 4 63t rt. C• MJ t(Ti l '' BUILD A LIFE. CarRaRnM TrmNam ar+ds, hikeno C. EVENT MEDIA Hrppp ( )Wy Bitt,)D))orn Pam to ipmt Transition, Inc. The Florida DepatmM of Mora Vehicles (MV) x II be atTry y!tm for IDS and Driver [Lk�anes NW 3rd Ave ! FEHSMY 11010%).] AXSI1iUX f#mll, A 33135 Pin me date! lair 601, 2022 Pat more Info tad TRANSITION'S FINANCIAL LITERACY WORASHoP /titre Pom K 131,10.0,1.1 ONi[C :.�eu. A mu ..As RstAm. I• SAVE THE DATES! 7 r „ r'Tij • . ,-ter, FREE OF CRARGE1 i y.:7 '• 2 FREE 0 OCR TOWN VOTER tntorunt0K1 in updating your <ornputor skins or toa rning a oow program? n EXHIBIT "C" Budget PROGRAM BUDGET . . Annual Budget Salaries Staff Executive Director $65,384 Lead placement Specialist $33,076 Placement Specialist $27,200 Bookkeeper $20;004 Program. Specialist/Front Desk $24,615 Peer Specialist $24,615 Total Staff,Salaries $194,890°. Benefits/Contributions. Fringe $24,675 Sub -Total , 24,675 Non -Salary Telephone and: network $5,220 Office Supplies $6,000 Postage ' :$750 Equipment pental:::Copier $6,525 General Liabthty Insurance $6,750. Paychex $3,750 Sub -Total ' $28,995 Proaraauming . Forklift Classes $6 000: Training O.S.H.A.) .$4,500 GED classes $5,250 Security Guard License (Class D) ..... $4,.500 Program Supplies $4,500 CDL S 18,750. Total Programming $43,S00 Total 202,060 EXHIBIT "D" Insurance Requirements INSURANCE REQUIREMENTS - TRANSITION, INC. 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. Covered Exposures and Endorsements City of Miami included as an additional insured SEOPW CRA listed as an additional insured Primary and Non -Contributory Endorsement Contingent and Contractual Liability Premises and Operations The City of Miami Building Department 444 SW 2nd Ave Miami, FL 33130-0000 Southeast Overtown Park West Community Redevelopment Agency 819 NW 2nd Avenue, 3rd Floor Miami, FL 33136-0000 II. Business Automobile Liability (if applicable) 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 $300,000 B. Endorsements Required City of Miami listed as an additional insured SEOPW CRA 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 $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 W. Professional/Error's & Omissions Liability Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 Retro Date Included The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer not lessthan (30) days prior to any such cancellation or material change. 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.