HomeMy WebLinkAbout24823AGREEMENT INFORMATION
AGREEMENT NUMBER
24823
NAME/TYPE OF AGREEMENT
LITTLE HAITI FC, INC.
DESCRIPTION
PROGRAMMING AGREEMENT/LITTLE HAITI FOOTBALL CLUB
PARTNERSHIP/FILE ID: 8617/R-21-0085/MATTER ID: 21-
380K/#31
EFFECTIVE DATE
ATTESTED BY
NICOLE EWAN
ATTESTED DATE
11/29/2023
DATE RECEIVED FROM ISSUING
DEPT.
2/28/2024
NOTE
CITY OF MIAMI
DOCUMENT ROUTING FORM
City of Miami
ORIGINATING DEPARTMENT: Parks & Recreation Department
DEPT. CONTACT PERSON: Chris Evans
NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Little Haiti FC, INC
N J V 15 !ECS
City Manager's Ojke
EXT. 305-416-1300
IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES ❑ NO
TOTAL CONTRACT AMOUNT: $ FUNDING INVOLVED? ❑ YES 0 NO
TYPE OF AGREEMENT:
a MANAGEMENT AGREEMENT
0 PROFESSIONAL SERVICES AGREEMENT
0 GRANT AGREEMENT
0 EXPERT CONSULTANT AGREEMENT
❑ LICENSE AGREEMENT
❑ PUBLIC WORKS AGREEMENT
0 MAINTENANCE AGREEMENT
0 INTER -LOCAL AGREEMENT
0 LEASE AGREEMENT
0 PURCHASE OR SALE AGREEMENT
OTHER: (PLEASE SPECIFY) Little Haiti Football Club program partnership agreement
PURPOSE OF ITEM (BRIEF SUMMARY): Agreement between the City of Miami and Little Haiti FC Inc. as a program partner.
COMMISSION APPROVAL DATE: 2 / 25 / 2021 FILE ID: ENACTMENT NO.: R21-0085
IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN:
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R_ O UTING-INFO RMATION
Date
PLEASE PRINT AND SIGN
APPROVAL BY DEPARTMENTAL DIRECTOR
PRINT:
SIGNATURE:
Chris Evans
Date: 2023.11.08
'16.30.38
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SUBMITTED TO RISK MANAGEMENT
PRINT: ANN-MARIE SHARPE
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SIGNATURE: I -0so
11/14/23
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SUBMITTED TO CITY ATTORNEY
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APPROVAL BY ASSISTANT CITY MANAGER
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RECEIVED BY CITY MANAGER
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SIGNATURE:
1) ONErORIGINAL TO CITY CLERK;;
2) O.NE_COOCTYA-O--NESOFF-
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DEPARTMENT.
PRINT:
SIGNATURE:
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SIGNATURE:
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SIGNATURE:
PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE
EXECUTION BY THE CITY MANAGER
PROGRAMMING AGREEMENT
BETWEEN THE CITY OF MIAMI, FLORIDA
AND LITTLE HAITI FC, INC.
THIS AGREEMENT ("Agreement") is between the City of Miami, a Florida municipal
corporation, hereafter "City", whose address is 444 Southwest 2nd Avenue, Miami, Florida 33130
and Little Haiti FC, Inc., a Florida Not -For -Profit Corporation, hereafter "Programming
Partner," whose address is 6301 NE 2nd Avenue, Miami, FL 33138.
In consideration of the mutual covenants herein, the City and Programming Partner (sometimes
hereafter referred to collectively as the '`Parties" and individually as a "Party") agree as follows:
A. EFFECTIVE TERM
The effective term of this Agreement shall be from , 2022 through June 30, 2024,
subject to the Programming Partner's performance ("Effective Term").
B. TERMS OF RENEWAL
This Agreement may be renewed for a maximum of two (2) successive three (3)-year terms upon
written authorization from, and at the sole discretion of, the City, along with an acknowledgment
from the Programming Partner. In determining whether to renew this Agreement, the City, in its
sole discretion and in accordance with Miami City Commission authorization, will consider, but
is not limited to, the following factors:
1. Programming Partner meeting the performance requirements specified in this
Agreement.
2. Continued demonstrated and documented need for the programming funded.
3. Program performance, fiscal performance, and compliance by the Programming
Partner that is deemed satisfactory in the City's sole discretion.
4. If applicable, the City in its sole discretion will initiate re -negotiation of this Agreement
before the agreement term expires.
5. The Programming Partner's performance under any other agreement with the City.
Before the City may contemplate whether it will renew this Agreement, the Programming Partner
must first submit updated documents for the City's approval. The aforementioned updated
documents are: scope of services, budget, copy of subcontracts (if applicable), floorplan/use of
space/schedule of activities, proof of fidelity bond insurance (if applicable), proof of worker's
compensation insurance (if applicable), proof of comprehensive general liability insurance, proof
of automobile liability insurance (if applicable), proof of professional liability insurance (if
applicable), proof of property coverage (if applicable), proof of tax status, proof of staff level 2
background screenings (for staff listed in the budget, and for all persons interacting with children,
the elderly, or persons with disabilities), affidavit of level 2 background screenings, a summary of
the work completed in the previous year, and any/all other documents that the City deems
necessary. The City agrees to not unreasonably delay renewal.
C. SCOPE OF SERVICES
1. The Programming Partner agrees to render programming, at Little Haiti Soccer Park,
located at 6301 NE 2" d Avenue, Miami, Florida 33138 ("Park") in accordance with the
. Scope of Services, as set forth in Attachment A, hereafter "Services" or
"Programming," to this Agreement. The Programming Partner shall implement the
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Programming in a manner deemed satisfactory to the City and in conformity with City
Commission Resolution No. R-2I-0085, adopted on February 25, 2021, as set forth in
Attachment H. which is attached hereto and is incorporated herein. Any modification
to the Programming shall not be effective until approved, in writing, by the City and
the Programming Partner.
2. The Programming activities and performance measures, as well as complete and
accurate data and Programming information will be used in the evaluation of the
Programming Partner's overall performance.
3. The Parties agree and acknowledge that Programming Partner shall not cause or take
part in any activities that are outside the Scope of Services, as described in Attachment
A, without prior written authorization from the Director of the Department of Parks
and Recreation and without proper permits.
D. TOTAL FUNDING
1. City funding. Subject to the availability of funds, and budgetary approval, the maximum
annual amount payable from Programming Partner to the City rendered under this Agreement shall
not exceed $0.00. The Programming Partner agrees to adhere to Attachment B of this Agreement,
which is attached hereto and incorporated herein: Other Fiscal Requirements, Budget and Method
of Payment. The Parties acknowledge that Attachment I, if applicable, whose terms are
incorporated herein in their entirety, has been implemented and that the criteria found therein has
been completed, and therefore the Programming Partner has been compensated in accordance with
Attachment I, which is attached hereto and is incorporated hereinjor the services rendered during
the Effective Term of this Agreement. Notwithstanding any other provisions to the contrary
herein, Programming Partner and City acknowledge there will be no funding provided to
Programming Partner pursuant to this Agreement.
2. Programming Partner Fees and Charges. In the event the Programming Partner charges
its program participants fees for its services provided in accordance with this Agreement, such fees
shall not. exceed the amounts set forth in the attached Schedule K unless otherwise approved by
the City.
E. FISCAL AND FACILITY MANAGEMENT
.1. No Funding From City
The City is not providing any funding to the Programming Partner under this
Agreement. Accordingly, notwithstanding anything contained herein to the contrary,
the provisions of Section E and any other provisions of this Agreement that impose any
obligations on the Programming Partner in connection with or as a result of, or any
other provisions which otherwise relate to, the payment of funds by the City to the
Programming Partner shall not apply to the Programming Partner.
2. Facility Maintenance Costs
The City shall be responsible for all costs and expenses of the Park used by the
Programming Partner in connection with providing the Programming, including, but
not limited to, electricity, water, cooling and heating, telecommunications, Internet,
sewage, reasonable wear and tear of the facilities, waste collection, and routine
janitorial services. The City, at its sole cost and expense, shall maintain the Park and
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its facilities used by the Programming Partner in connection with providing the
Programming in good working order. Notwithstanding anything contained herein to the
contrary, Programming Partner shall (i) use disinfectant solution to clean/wipe high -
touch areas, as designated by the City in writing, in the portions of the Park utilized by
Programming Partner, on a daily basis, (ii) clean up after itself after conducting
Programming so that the portions of the Park utilized by Programming Partner are in
as -good or better condition than when Programming Partner began its Services on that
day, and (iii) bag the garbage in the portions of the Park that Programming Partner has
utilized and place said bagged garbage in an area designated by the City in writing, on
a daily basis.
3. Assignments and Subcontracts
The Programming Partner shall not assign this Agreement to another party. The
Programming Partner shall not subcontract any Programming under this Agreement
without written prior approval from the City. In any subcontract, the Programming
Partner shall incorporate appropriate language from this Agreement into each
subcontract and shall require each subcontractor providing Programming to be
governed by the terms and conditions of this Agreement. The Programming Partner
shall submit to the City a copy of each subcontract to this Agreement within thirty (30)
days of the subcontract's execution. All subcontractors are subject to monitoring by
the Programming Partner and/or the City, in the same manner as the Programming
Partner under the terms of this Agreement. The Programming Partner acknowledges
and agrees that the City and any subcontractor to this Agreement have authority to
communicate and exchange information about any agreement, program, and/or fiscal
issues. The Programming Partner waives any and all claims, demands, and/or legal
action based upon any such communications
The Programming Partner shall be responsible for all Programming performed, and all
expenses incurred, under this Agreement, including Programming provided and
expenses incurred by any and all subcontractors. The City shall not be liable to any
subcontractor for any reimbursable expenses or liabilities incurred under any
subcontract. The Programming Partner shall be solely liable for any expenses or
liabilities incurred under any subcontract. The Programming Partner agrees to hold
harnnless, indemnify, and defend, at the Programming Partner's expense, the City
against any claims, demands or actions related to any subcontract.
The Programming Partner and any subcontractor must be currently qualified to conduct
business in the State of Florida and must have the required licenses and permits
required to do business in the City at the time that a subcontractor agreement is entered
into and Programming is rendered.
4. Compliance
The Programming Partner agrees to maintain and ensure its compliance, as applicable,
with federal, state, county, and local laws. This includes, but is not limited to,
maintaining an active status in good standing as a Florida Not -For -Profit Corporation,
adherence to IRS rules and regulations requiring timely filing of tax documents to
maintain tax-exempt status, as well as IRS rules and regulations, and other grant funded
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ongoing compliance requirements, pertaining to the use of City parks and recreation
facilities.
The Programming Partner understands and agrees that the real property, facilities,
and/or improvements thereon at the Park that are being used for the Program have been
or may have been constructed, improved, and/or acquired through funding from tax-
exempt bonds and other restricted funds. Accordingly, the Programming Partner
understands and agrees that its uses of the Park are limited to the Program for public
services and that the Programming Partner will not undertake or allow its
subcontractors to undertake any private uses of the Park for their own private purposes.
Failure to comply with this compliance requirement shall result in termination of this
Agreement by the City.
F. INDEMNIFICATION BY PROGRAMMING PARTNER
The Programming Partner agrees to indemnify, hold/ save harmless, release, and defend at its own
costs and expense, the City, its officials, and employees from claims (collectively referred to as
"Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims,
expenses, 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 the Programming Partner or its employees or
subcontractors (collectively referred to as "the Programming Partner") 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 the Programming Partner, or any of them, or (ii) the failure of the Programming Partner
to comply materially with any of the requirements herein, or (iii) the failure of the Programming
Partner 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. The
Programming Partner expressly agrees to indemnify, hold/ save harmless, release, and defend at
its own costs and expense, the Indemnitees, or any of them, from and against all liabilities which
may be asserted by an employee or former employee of the Programming Partner, or any of its
subcontractors, as provided above, for which the Programming Partner's liability to such employee
or former employee would otherwise be lirnited to payments under state Workers' Compensation
or similar laws. The Programming Partner further agrees to indemnify, hold/ save harmless,
release, and defend at its own costs and expense, 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 the Programming Partner's negligent performance
under this Agreement, compliance with which is left by this Agreement to the Programming
Partner, and (ii) any and all claims, and/or suits for labor and materials furnished by the
Programming Partner or utilized in the performance of this Agreement or otherwise.
The Programming Partner's obligations to indemnify, hold/ save harmless, release, and defend at
its own costs and expense, the Indemnitees shall survive the termination/expiration of this
Agreement.
The Programming Partner 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 Programming
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Partner throughout the duration of this Agreement and that this provision shall survive the
termination or expiration of this Agreement, as applicable.
G. COPYRIGHTS AND RIGHT TO DATA/MATERIALS
Where activities supported by this Agreement produce original writing, data, sound recordings,
pictorial reproductions, drawings or other graphic representations and works of similar nature, the
City has a license to reasonably use, duplicate and disclose such materials in whole or in part in a
manner consistent with the purposes and terms of this Agreement, and to have others acting on
behalf of the City to do so, provided that such use does not compromise the validity of any
copyright, trademark or patent. If the data/materials so developed are subject to copyright,
trademark or patent, legal title and every right, interest, claim or demand of any kind in and to any
patent, trademark or copyright, or application for the same, will vest in the Programming Partner
or with any applicable third party who has licensed or otherwise permitted the Programming
Partner to use the same. The Programming Partner agrees to allow the City and others acting on
behalf of the City to have reasonable use of the same consistent with the purposes and terms of
this Agreement, at no cost to the City, provided that such use does not compromise the validity of
such copyright, trademark or patent.
H. OWNERSHIP AND LICENSING OF INTELLECTUAL PROPERTY
This Agreement is subject to the provisions, limitations and exceptions of Chapter 119, Florida
Statutes, regarding public records. Accordingly, to the extent permitted by Chapter 119, Florida
Statutes, the Programming Partner retains sole ownership of intellectual property developed under
this Agreement. The Programming Partner is responsible for payment of required licensing fees
if intellectual property owned by other parties is incorporated by the Programming Partner into the
services required under this Agreement. Such licensing should be in the exclusive name of the
Programming Partner. Payment for any licensing fees or costs arising from the use of others'
intellectual property shall be at the sole expense of the Programming Partner.
The Programming Partner agrees to indemnify, hold/ save harmless, release, and defend the City
from liability of any nature or kind, including costs and expenses for or on account of third party
allegations that use of any intellectual property owned by the third party and provided,
manufactured or used by the Programming Partner in the performance of this Agreement violates
the intellectual property rights of that third party.
I. BREACH OF CONTRACT AND REMEDIES
1. Breach
A material breach by the Programming Partner shall have occurred under this
Agreement if the Programming Partner through action or omission causes any of the
following:
a. Fails to comply with Background Screening, as required under this Agreement;
b. Fails to provide the Programming outlined in the Scope of Services (Attachment
A) within the Effective Term of this Agreement;
c. Fails to correct an imminent safety concern or take acceptable corrective action;
d. Does not furnish and maintain the certificates of insurance required by this
Agreement or as determined by the City;
e. Does not meet or satisfy the conditions of award required by this Agreement;
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f. Does not submit or submits incomplete or incorrect required reports pursuant to the
Scope of Services (Attachment A), as well as elsewhere in this Agreement;
g. Refuses to allow the City access to records or refuses to allow the City to monitor,
evaluate and review the Programming Partner's program on site;
h. Fails to comply with incident reporting requirements as described herein;
i. Attempts to meet its obligations under this Agreement through fraud,
misrepresentation or material misstatement;
j. Fails to correct deficiencies found during a monitoring, evaluation or review within
a specified reasonable time;
k. Fails to meet the terms and conditions of any obligation or repayment schedule to
the City or any of its agencies;
1. Fails to maintain the confidentiality of participant files, pursuant to Florida and
federal laws;
m. Fails to fulfill in a timely and proper manner any and all of its obligations,
covenants, contracts and stipulations in this Agreement; and
n. Fails to allow audit of its operations or inspection of its program locations funded
by the City. Sections 18-100 to 18-102 of the City Code dealing with Audits and
Inspections are deemed as being incorporated by reference herein and apply to this
Agreement as Supplemental Terms.
o. Failure to submit a detailed quarterly written schedule of any and all activities that
the Programming Partner will provide in the Park to the Director of the City's
Department of Parks and Recreation prior to said activities occurring, but solely to
the extent that such activities or schedule are materially different from those
contemplated on Attachment A or Attachment E, as applicable.
P.
Failure to bag garbage and place it in the designated area daily, clean up after itself
after Programming daily, and wipe down high -touch points daily, as described in
Section E above.
Waiver of breach of any provisions of this Agreement shall not be deemed to be a waiver
of any other breach and shall not be construed to be a modification of the terms of this
Agreement. Programming Partner agrees to report to City of a breach in writing
immediately after Programming Partner learns of said breach.
2. Remedies
If the Programming Partner fails to cure any breach of this Agreement within thirty
(30) days after receiving written notice from the City identifying the breach, the City
may pursue any or all of the following remedies:
a. The City may, at its sole discretion, enter into a written performance improvement
plan with the Programming Partner to cure any breach of this Agreement as may
be permissible under state or federal law. Any such remedial plan shall be an
addition to this Agreement and shall not affect or render void or voidable any other
provision contained in this Agreement, costs, or any judgments entered by a court
of appropriate jurisdiction.
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b. The City may terminate this Agreement by giving written notice to the
Programming Partner of such termination and specifying the date of termination at
least five (5) business days before the effective date of termination. In the event of
such termination, the City may (a) request the Programming Partner to deliver to
the City clear and legible copies of all finished or unfinished documents, studies,
surveys, reports prepared and secured by the Programming Partner within the Park
subject to the rights of the Programming Partner as provided for herein; (b)
terminate or cancel, without cause, any other agreements entered into between the
City and the Programming Partner by providing separate written notices to the
Programming Partner of each such termination and specifying the effective date of
termination, which must be at least five (5) business days before the effective date
of such termination, in which event the City shall continue to review and pay
verifiable requests for payment as provided for in such other agreements for
services that were performed and/or for deliverables that were substantially
completed prior to the effective date of such termination. The Programming Partner
shall be responsible for their direct and indirect costs associated with such
termination, including their own attorney's fees. Prior to the effective date of
termination, the Programming Partner shall promptly cease using the City's logo,
seal and/or any other reference to the City in connection with such Services, and
shall promptly return, to the City, such logos, seals, and other items provided by
the City.
c. The City may seek enforcement of this Agreement including but not limited to
filing an action with a court of appropriate jurisdiction. In the event litigation,
arbitration, or mediation, between the parties hereto, arises out of the terms of this
Agreement, each party shall be responsible for its own attorney's fees, costs,
charges, and expenses through the conclusion of all appellate proceedings, and
including any final settlement or judgment.
d. The provisions of this Section I shall survive the expiration or termination of this
Agreement.
J. TERMINATION
The Parties retains the right to terminate this Agreement and any renewal/extension hereof at any
time prior to the completion of the Services required under this Agreement and/or under any
renewal/extension hereof, at -will and without penalty to either Party, in each case, upon thirty (30)
days' prior written notice to the non -terminating Party. In that event, the terminating Party shall
give written notice of termination to the non -terminating Party, as set forth in Section N above.
Should such termination occur during the soccer programming season (defined herein as August
15, 2022 through June 1, 2023; and each successive year of the contract term between August 15
of each year and June 1 of the following year), then the termination shall not be effective until the
end of said soccer programming season.
K. INSURANCE REQUIREMENTS
Prior to, or on the execution date of this Agreement, the Programming Partner shall provide the
City's Risk Management Department original Certificates of Insurance in accordance to
Attachment F, which is attached hereto and is incorporated herein. Failure by the Programing
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Partner to comply with Section K and Attachment F of this Agreement shalt be a material breach
of this Agreement. The City will not permit Programming Partner to utilize the Park until all
required Certificates of Insurance have been provided to and have been approved by the City.
1. Certificate Holder
Certificate holder must read:
The City of Miami, Florida
c/o Risk Management Department
444 S.W. 2nd Avenue, 9th Floor
Miami, Florida 33130
And
Little Haiti FC, Inc.
6301 NE 2"d Avenue
Miami, Florida 33138
2. Classification and Rating
All insurance policies required above shall be issued by companies authorized to do
business under the laws of the State of Florida, with the following qualifications:
The company must be rated no Iess than "A-" as to management, and no less than
"Class V" as the financial strength, by the latest edition of Best's Insurance Guide,
published by A.M. Best Company, Oldwick, New Jersey, or its equivalent, subject to
the reasonable approval of the City.
The Programming Partner and/or the Programming Partner's insurance agent, as
applicable, shall notify the City, in writing, of any material changes in insurance
coverage, including, but not limited, to any renewals of existing insurance policies, not
later than thirty (30) days prior to the effective date of making any material changes to
the insurance coverage except for ten (10) days for lack of payment changes. The
Programming Partner shall be responsible for ensuring that all applicable insurances
arc maintained and submitted to the City for the duration of this Agreement.
In the event of any change in the Programming Partner's Scope of Services
(Attachment A), the City may increase, waive or modify, in writing any of the
foregoing insurance requirements. Any request by the Programming Partner to
decrease, waive or modify any of the foregoing insurance requirements shall be
approved, in writing, by the City to any such decrease, waiver or modification.
In the event that an insurance policy is canceled, lapsed or expired during the effective
period of this Agreement, the City shall not permit the Programming Partner to utilize
the Park until a new Certificate of Insurance required under this Section is submitted
and approved by the City. The new insurance policy shall cover the time period
commencing from the date of cancellation of the prior insurance policy.
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The City may require the Programming Partner to furnish additional and different
insurance coverage, or both, as may be required from time to time under applicable
federal or state laws or the City requirements. Provision of insurance by the
Programming Partner, in no instance, shall be deemed to be a release, limitation, or
waiver of any claim, cause of action or assessment that the City may have against the
Programming Partner for any liability of any nature related to performance under this
Agreement or otherwise.
All insurance required hereunder may be maintained by the Programming Partner
pursuant to a master or blanket policy or policies of insurance.
L. PROOF OF TAX STATUS
The Programming Partner is required to keep on file the following documentation for review by
the City:
1. The Internal Revenue Service (IRS) tax status determination letter, if applicable;
2. The most recent (two years) IRS form 990 or applicable tax return filing within six (6)
months after the Programming Partner's fiscal year end or other appropriate filing
period permitted by law;
3. IRS form 941: employer's quarterly federal tax return. If required by the City, the
Programming Partner agrees to submit form 941 within thirty (30) calendar days after
the quarter ends and if applicable, any state and federal unemployment tax filings. If
form 941 and unemployment tax filings reflect a tax liability, then proof of payment
must be submitted within sixty (60) calendar days after the quarter ends; and
4. Programing Partner's Articles of Incorporation, Charter and Bylaws, and amendments
thereto, if any, certified by the Programming Partner's Secretary to be current, complete
and correct.
5. Corporate Resolution from Programming Partner which authorizes the signatory to sign
this agreement thereby binding the Programming Partner to this Agreement, as set forth
in Attaclunent G, which is attached hereto and is incorporated herein.
M. FEDERAL TAX MATTERS RELATING TO TAX-EXEMPT FINANCING
The Programming Partner acknowledges that it is advised by the City that property of the City
used under this Agreement may have been financed with tax-exempt bonds issued for the benefit
of the City. Accordingly, it is the intent of the Programming Partner and the City that this
Agreement be interpreted in a manner that meets an exception from "private business use" under
Section 141 of the Internal Revenue Code, and specifically meets a safe harbor from private
business use under Internal Revenue Service Rev. Proc. 2017-13. In accordance therewith, the
City represents that the term of this Agreement is not greater than the lesser of 30 years or 80% of
the economic life of the property under this Agreement which may have been financed with tax-
exempt bonds.
Notwithstanding any provision of this Agreement to the contrary, the City shall at all times exercise
ultimate control over the assets and operations of the City and shall retain the ultimate authority
and responsibility regarding the powers, duties, and responsibilities vested in the City by law and
regulations. Subject to the foregoing, the City hereby grants to the Programming Partner the
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authority to conduct its Services set forth in Schedule A hereto and to perforce the specific
functions set out herein in accordance with policies adopted and directions given by the City. The
City shall exercise a significant degree of control over the use of the Park by the Programming
Partner, all as more specifically set forth in Rev. Proc. 2017-13.
The City and the Programming Partner understand that from this Agreement (1) the Programming
Partner is not receiving any compensation from the City for its Services hereunder, (2) the
Programming Partner is not receiving any compensation for the Services, and (3) the Programming
Partner does not have any role or relationship with the City that substantially limits the City's
ability to exercise its rights under this Agreement.
The Programming Partner agrees that it is not entitled to and will not take any tax position that is
inconsistent with being a service provider to the City with respect to the property provided by the
City that is managed or otherwise used under this Agreement. For example, the Programming
Partner agrees not to claim any depreciation or amortization deduction, investment tax credit, or
deduction for any payment as rent with respect to the property provided by the City that is managed
or otherwise used under this Agreement. The Programming Parmer specifically acknowledges
and agrees that this Agreement is not a lease, and provides for no rights of any kind to the
Programming Partner as a lessee.
N. NOTICES
All notices or other communication 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 to the other Party at
the addresses indicated below. Such notice shall be deemed given on the day on which personally
served or, if by registered mail, on the fifth (5) day after mailing or the date of actual receipt,
whichever is earlier. It is each Party's responsibility to advise the other Party in writing of any
changes in mailing address or personnel responsible for accepting Notices under this Agreement.
CITY OF MIAMI
City Manager
City of Miami
3500 Pan American Drive
Miami, Florida 33132
With copies to:
Director of Parks and Recreation
City of Miami
444 SW 2nd Avenue, 8th Floor
Miami, Florida 33130
City Attorney
City of Miami
411 SW 2nd Avenue, Suite 945
PROGRAMMING PARTNER
Little Haiti FC, Inc.
6301 NE 2"d Avenue
Miami, Florida 33138
Attention: Gomez Don Laleau
Page 10 of 19
Miami, Florida 33130
O. AUTONOMY
The Parties agree that the Programming Partner and its employees, agents, servants, partners,
principals and subcontractors are independent contractors, and not agents or employees of the City.
They shall not attain any rights, status or benefits under the Civil Service or Pension Ordinances
of the City, or any rights, status or benefits generally afforded classified or unclassified employees,
temporary or permanent, by virtue of this Agreement. Further, the Programming Partner and its
employees, agents, servants, partners, principals and subcontractors shall not be entitled to any of
the Florida Worker's Compensation benefits, healthcare benefits, or Unemployment
Compensation benefits, available to employees of the City. In the event this Agreement is
terminated, with or without cause, neither the Programming Partner nor its employees, agents,
servants, partners, principals and subcontractors shall have recourse to any City grievance or
disciplinary procedures. Access to, and use of, City Parks and Recreation facilities does not alter
the status of the Programming Partner and its employees, agents, servants, partners, principals and
subcontractors as independent contractors.
P. RECORDS, REPORTS, AUDITS AND MONITORING
The provisions of this Section shall survive the expiration or termination of this Agreement,
consistent with Florida laws.
1. Accounting Records
The Programming Partner shall keep accounting records that conform to generally
accepted accounting principles (GAAP), All such records will be retained by the
Programming Partner for not less than three (3) years beyond the last date that all
applicable terms of this Agreement have been complied with, and program specific
audits have been completed by the City. However, if any audit, claim, litigation,
negotiation or other action involving this Agreement or modification hereto has
commenced before the expiration of the retention period, then the records shall be
retained until completion of the action and resolution of all issues which arise from it,
or until the end of the regular retention period, whichever is later.
2. Program Specific Audit
City reserves the right to audit the records of the Programming Partner at any time
during the performance of the Agreement, and for a period not less than three (3) years
beyond the last date that all applicable terms of this Agreement have been complied
with, and final payment has been received. The Programming Partner agrees to provide
to the City all financial and other applicable records and documentation relevant to the
Programming provided pursuant to this Agreement.
3. Access to Records
The Programming Partner shall permit access to all records including subcontractor
records, which relate to this Agreement at its place of business during regular business
hours. The Programming Partner agrees to deliver such assistance as may be necessary
to facilitate a review or audit by the City to ensure compliance with the terms of this
Agreement. The City reserves the right to require the Programming Partner to submit
to an audit by an auditor of the City's choosing and at the City's expense.
Page 11 of 19
4. Monitoring
The Programming Partner agrees to permit the City's personnel or contracted agents to
perform random scheduled and/or unscheduled monitoring, reviews and evaluations of
the Programming which is the subject of this Agreement, including any subcontracts
under this Agreement. The City shall monitor both administrative and programmatic
compliance with all the terms and conditions of the Agreement. The Programming
Partner shall permit the City to conduct site visits, participant interviews, participant
assessment surveys, fiscal/administrative review and other assessments deemed
reasonably necessary at the City's sole discretion to fulfill the monitoring function. A
report of monitoring findings will be delivered to Programming Partner and the
Programming Partner will remedy all deficiencies cited within the period of time
specified in the report.
5. Participant Records
The Programming Partner shall maintain a separate file for each program participant.
This file shall include all pertinent information regarding program enrollment and
participation. At a minimum, the file will contain enrollment information (including
parent registration consents and child demographics), and notes documenting referrals,
special needs, or incident reports. These files shall be subject to the monitoring/review
and inspection requirements under this Agreement, subject to applicable confidentiality
requirements, All such records will be retained by the Programming Partner for not
less than three (3) calendar years after the program participant is no longer enrolled.
The Programming Partner agrees to comply with all applicable state and federal laws
on privacy and confidentiality.
6. Internal Documentation/Records Retention
Programing Partner agrees to maintain and provide for inspection to the City, during
regular business hours the following as may be applicable: (1) personnel files of
employees which include hiring records, background screening affidavits, job
descriptions, verification of education and evaluation procedures; (2) authorized time
sheets, records and attendance sheets to document the staff time billed to provide
Programming pursuant to this Agreement; (3) program participant consent and
information release forms; (4) City policies and procedures; and (5) such other
information related to Programming as described in Attachment A or as required by
this Agreement. The Programming Partner shall retain all records for not less than
three (3) years beyond the last date that all applicable terms of this Agreement have
been complied with and final payment has been received, and program specific audits
have been completed by the City.
Programming Partner agrees to submit a detailed monthly written schedule of any and
all activities that the Programming Partner will provide in the Park to the Director of
the City's Department of Parks and Recreation Preliminary prior to said activities
occurring. The aforementioned detailed monthly written schedule must include the
specific dates, the specific times, the specific locations in the Park, and a description of
the specific activities. Additionally, Programming Partner agrees to provide a schedule
of Services that covers the Effective Term, in a form acceptable to the Director of the
City's Department of Parks and Recreation, attached hereto and incorporated herein in
Page 12 of 19
Attachment E ("Preliminary Proposed Schedule of Services"), which is attached hereto
and is incorporated herein.
7. Public Records
Programming Partner understands that the public shall have access, at all reasonable
times, to all documents and information pertaining to the City, subject to the provisions
of Chapter 119, Florida Statutes, and any specific exemptions there from, and
Programming Partner agrees to allow access by the City and the public to all documents
subject to disclosure under applicable law unless there is a specific exemption from
such access. Programming Partner's failure or refusal to comply with the provisions
of this Section shall result in immediate termination of the Agreement by the City.
Pursuant to the provisions of Chapter 119.0701, Florida Statutes, Programming Partner
must comply with the Florida Public Records Laws, specifically Programming Partner
must:
1. Keep and maintain public records that ordinarily and necessarily would be required
by the City in order to perform the service/Programming.
2. Provide the public with access to public records on the same terms and conditions
that the City would provide the records and at a cost that does not exceed the cost
provided in Chapter 119 or as otherwise provided by law.
3. Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law.
4. Meet all requirements for retaining public records and transfer, at no cost to the
City, all public records in possession of the Programming Partner upon termination of
this Agreement and destroy any duplicate public records that are exempt or confidential
and exempt from public records disclosure requirements.
5. All records stored electronically must be provided to the City in a format
compatible with the information technology systems of the City.
Programming Partner agrees that any of the obligations in this Section will survive the
term, termination, and cancellation hereof.
IF PROGRAMMING PARTNER HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PROGRAMMING
PARTNER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS
AGREEMENT AS A PUBLIC CONTRACT, PLEASE CONTACT THE CITY'S
CUSTODIAN OF PUBLIC RECORDS AT TELEPHONE NUMBER 305-416-1800,
EMAIL: PUBLICRECORDS@MIAMIGOV.COM, AND MAILING ADDRESS:
PUBLIC RECORDS C/O OFFICE OF THE CITY ATTORNEY, 9TH FLOOR,
MIAMI RIVERSIDE CENTER, 444 S.W. 2ND AVENUE, MIAMI, FLORIDA 33130
OR THE CITY'S PARKS AND RECREATION DEPARTMENT CUSTODIAN OF
RECORDS AT 8TH FLOOR, MIAMI RIVERSIDE CENTER, 444 S.W. 2ND
AVENUE, MIAMI, FLORIDA 33130.
Page 13 of 19
Q. MODIFICATIONS
Any amendments, alterations, variations, modifications, extensions or waivers to this Agreement
including, but not limited to, amount payable and Effective Term shall only be valid when they
have been reduced to writing, duly approved and signed by both Parties. Except for changes to
the total amount payable and changes to the length of the effective term, the City Manager is
authorized pursuant to City Commission Resolution No. R-2I-0085, adopted on February 25,
2021, to negotiate and execute all necessary amendments, extensions, renewals or modifications
of this Agreement. Any changes to this Agreement to modify the total amount payable and/or to
change the length of the Effective Tenn shall require further City Commission approval(s).
R. GOVERNING LAW & VENUE
This Agreement shall be interpreted and construed in accordance with and governed by the laws
of the State of Florida. Any controversies or legal problems arising out of the terms of this
Agreement and any action involving the enforcement or interpretation of any rights hereunder shall
be submitted to the jurisdiction of the state courts of the Eleventh Judicial Circuit, in and for,
Miami -Dade County, Florida. The Parties agree to irrevocably waive any rights to a jury trial.
S. STAFF AND VOLUNTEER BACKGROUND CHECK REQUIREMENTS
All employees, agents, servants, partners, principals and subcontractors of the Programming
Partner who work in direct contact with children, the elderly, or individuals with disabilities or
who may come into direct contact with children, the elderly, or individuals with disabilities at the
City Parks and Recreation facility listed in Scope of Services (Attachment A) must complete a
Level 2 background screening that complies with its requirements prior to commencing work
pursuant to this Agreement. This requirement also applies to al] volunteers who provide services
to children, the elderly, or individuals with disabilities regardless of the number of volunteer hours
they provide. Occasional or transient repair or maintenance persons who appear on the site should
be escorted to their work areas and then supervised during the time they are present to conduct
their work.
Level 2 Background screenings must be completed through the Florida Department of Law
Enforcement (FDLE) VECHS (Volunteer & Employee Criminal History System) Program.
Satisfactory background screening documentation will be accepted from those entities that already
conduct business with the Department of Children and Families (DCF), the Department of Juvenile
Justice (DJJ), Department of Elder Affairs (DOEA) or the Miami Dade County Public School
System (MDCPS). A clearance letter from the MDCPS Office of Professional Standards
indicating the person has successfully completed a Level 2 screening will be accepted. If
background screenings are completed with VECHS, then the Programming Partner shall complete
Attachment D "Affidavit of Level 2 Background Screenings," which is attached hereto and is
incorporated herein, for each Agreement term.
The Programming Partner shall re -screen each employee, agent, servant, partner, principal and
subcontractor every five (5) years. All Programming Partners are required to review annually, at
minimum, The Dru Sjodin National Sex Offender Public Website.
T. PERSONS WITH DISABILITIES AND THEIR FAMILIES
The Programming Partner understands that the City expects the Programming Partner to meet the
federal standards under the Americans with Disabilities Act. By policy of the City, the
Page 14 of 19
Programming Partner's must also implement reasonable programmatic accommodations to
include persons with disabilities and their families, whenever possible. Notwithstanding anything
to the contrary, the Programming Partner shall not be required to make any alteration to any City
park or recreation facility or other building or structure which is not owned by the Programming
Partner.
U. REGULATORY COMPLIANCE
1. Non -Discrimination and Civil Rights
The Programming Partner shall not discriminate against an employee, volunteer, agent,
servant, partner, principal, subcontractor or participant of the Programming Partner on
the basis of race, color, gender, pregnancy, marital status, familial status, sexual
orientation, religion, ancestry, national origin, disability, or age, except that programs
may target services for specific target groups, as may be defined in the competitive
solicitation, if applicable, or the Scope of Services (Attachment A).
The Programming Partner shall demonstrate that it has standards, policies, and
practices necessary to render programming in a manner that respects the worth of the
individual and protects and preserves the dignity of people of diverse cultures, classes,
races, religions, sexual orientation, ages, and ethnic backgrounds.
The Programming Partner agrees to abide by Chapter 11 A of the Code of Miami -Dade
County ("County Code"), as amended, which prohibits discrimination in employment,
housing and public accommodations; Title VII of the Civil Rights Act of 1968, as
amended, which prohibits discrimination in employment and public accommodation;
the Age Discrimination Act of 1975, 42 U.S.C. Section 6101, as amended, which
prohibits discrimination in employment because of age; Section 504 of the
Rehabilitation Act of 1973, 29 U.S.C. § 794, as amended, which prohibits
discrimination on the basis of disability; and the Americans with Disabilities Act, 42
U.S.C. §12101 et seq., which prohibits discrimination in employment and public
accommodations because of disability.
It is expressly understood that upon receipt of evidence of discrimination under any of
these laws, the City shall have the right to terminate all or any portion of this
Agreement. If the Programming Partner or any owner, subsidiary, or other firm
affiliated with or related to the Programming Partner, is found by the responsible
enforcement agency or the courts to be in violation of these laws, said violation will be
a material breach of this Agreement and the City will conduct no further business with
the Programming Partner.
2. Conflict of Interest
The Programming Partner represents that the execution of this Agreement does not
violate the City's Conflict of Interest Code, Miami Dade County's Conflict of Interest
and Code of Ethics Ordinance, and Florida Statutes § 112 as amended, which are
incorporated herein by reference as if fully set forth herein. The Programming Partner
agrees to abide by and be governed by these conflict of interest provisions throughout
the course of this Agreement and in connection with its obligations hereunder.
Page 1.5 of 19
3. Licensing
The Programming Partner (and subcontractor, as applicable,) shall obtain and maintain
in full force and effect during the term of this Agreement any and all licenses,
certifications, approvals, insurances, permits and accreditations, required by the City,
Miami -Dade County, State of Florida, or the Federal Govenunent. The Programming
Partner must be qualified and registered to do business in the State of Florida both prior
to and during the Agreement term with the City.
4. Incident Reporting
An incident is defined as any actual or alleged event or situation that creates a
significant risk of substantial or serious harm to the physical or mental health, safety or
well-being of a program participant. Reportable incidents include, but are not limited
to, allegations of abuse, neglect or exploitation of a child, aged person or individual
with a disability, injury of a program participant, loss of property used for the program,
or destruction of property used in the program.
The Programming Partner shall immediately report knowledge.or reasonable suspicion
of abuse, neglect, or abandonment of a child, aged person, or individual with a
disability to the Florida Abuse Hotline on the statewide toll -free telephone number (1-
800-96-ABUSE). As required by Chapters 39 and 415, Florida Statutes, this is binding
upon both the Programming Partner and its employees, agents, servants, partners,
principals and subcontractors.
The Programming Partner shall notify the City of any incident as defined within three
(3) days after the Programming Partner is informed of such incident. The Programming
Partner shall provide written notification of the incident together with a copy of an
incident report. The report must contain the following:
a. Name of reporter (person giving the notice);
b. Name and address of victim and guardian, if applicable;
c. Phone number where the reporter can be contacted;
d. Date, time, and location of incident; and
e. Complete description of incident and injuries, if any.
Police report and actions taken shall be submitted to the City within fifteen (15) days
of the incident. The Programming Partner shall provide written notification to the City,
within seven (7) days of any legal action related to the incident.
5. Sexual Harassment
The Programming Partner shall complete an incident report in the event a program
participant, employee, agent, servant, partner, principal or subcontractor makes an
allegation of sexual harassment, sexual misconduct or sexual assault by another
program participant, employee, agent, servant, partner, principal or subcontractor
arising out of the performance of this Agreement and the Programming Partner has
knowledge thereof. The Programming Partner shall provide written notification to the
City within three (3) business days after the Programming Partner is informed of such
an allegation. The Programming Partner shall provide written notification to the City,
Page I6 of 19
within seven (7) business days, if any legal action which is filed as a result of such an
alleged incident.
6. Proof of Policies
The Programming Partner and subcontractor, as applicable, shall keep on file copies of
its policies including but not limited to confidentiality, incident reporting, sexual
harassment, non-discrimination, equal opportunity and/or affirmative action,
Americans with Disabilities Act, and drug -free workplace.
V. CONSENT
The Programming Partner must obtain parental/legal guardian consent, in a form reasonably
acceptable to the City, for all minor participants in order for said minor participants to participate
in Programming.
The Programming Partner will ask Programming participants, or their parent or legal guardian, to
sign a voluntary Consent to Photograph form. The signed consent form for photography will be
maintained and filed in the Programming participant's record. The consent shall be part of the
Programming participants' registration form, and signed by the Programing participant or
parent/legal guardian, if applicable, before Services commence or assessments are administered.
Any refusal of consent must be properly documented and signed by the Programming participant
or parent/legal guardian, if applicable, on the consent form.
In an effort to afford the Progtatnming Partner sufficient opportunity to coordinate the provision
of the Programming, to the extent practicable, the City shall provide the .Programming Partner with
at least three (3) business days' prior written notice in the event the City of Miami determines or
is required (as a result of any applicable law or order) to (i) reopen the Park to the general public
or (ii) close the Park to the general public after the date of this Agreement.
W. PROGRAMMING REPORTING REQUIREMENTS
The Programming Partner shall submit to the City both financial and program reports. These
reports shall describe the status of both the funds and Programming, fee schedules, comparison of
actual accomplishments to the objectives set forth in the Scope of Services, which is attached
hereto and incorporated herein as Attachment A, or other information as required by the City. The
specific requirements, reporting periods, and submission deadlines are described in Attachment C
to this Agreement, which is attached hereto and is incorporated herein, Programming Reporting
Requirements.
X. PUBLICITY
The Programming Partner agrees that activities, services and events funded by this Agreement
shall recognize the City as a funding source. All publicity, public relations, advertisements and
signs within the control of the Programming Partner must recognize the City for the support of all
contracted activities and be reviewed and approved by the City prior to release or distribution. No
press conference regarding the Programming being provided by the Programming Partner under
this Agreement shall be scheduled without the prior written consent of the City.
The Programming Partner shall use its best efforts to ensure that all media representatives, when
inquiring with the Programming Partner about the activities funded by this Agreement, are
Page 17 of 19
informed that the City is a funding source. The Programming Partner shall, if it possesses the
appropriate technology, provide a link between the website and the City's website.
Y. PUBLICATIONS
The Programming Partner agrees to supply the City, without charge, up to three copies of any
publication developed in connection with implementation of programs addressed by this
Agreement. Such publications will be reviewed and approved by the City prior to release or
distribution and state that the program is supported and funded by the City. The Programming
Partner agrees that the City will have use of copyrighted materials developed under this Agreement
to the extent provided in, and subject to, the provisions of Sections G and H above.
Z. HEADINGS, USE OF SINGULAR AND GENDER
Section headings are for convenience only and are not intended to expand or restrict the scope or
substance of the provisions of this Agreement. Wherever used herein, the singular shall include
the plural and plural shall include the singular, and pronouns shall be read as masculine, feminine
or neuter as the context requires.
AA. SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon the Parties hereto, and their respective heirs, executors,
legal representatives, successors and assigns.
BB. CERTIFICATION
The Programming Partner certifies that it possesses the legal authority to enter into this Agreement
by way of resolution, motion or other similar action that has been duly adopted or passed, as an
official act of the Programming Partner's governing body, including all understandings and
assurances contained herein, and directing and authorizing the person(s) identified as the official
representatives(s) of the Programming Partner, to act in connection with the Agreement, and to
provide such additional information as may be required from time to time by the City.
CC. ENTIRE AGREEMENT
This instrument and its attachments as referenced below constitute the only Agreement of the
Parties hereto, relating to said Programming and correctly sets forth the rights, duties, and
obligations. of each to the other, as of this date. No other Agreement, oral or otherwise, regarding
the subject matter of this Agreement shall be deemed to exist or bind the Parties. If any provision
of this Agreement is held invalid or void, the remainder of this Agreement shall not be affected
thereby if such remainder would then continue to conform to the terms and requirements of
applicable law.
DD. RESOLUTION OF AGREEMENT DISPUTES
Programming Partner understands and agrees that all disputes between Programming Partner and
the City based upon an alleged violation of the terms of this Agreement by the City shall be
submitted to the City Manager for his/her resolution, prior to Programming Partner being entitled
to seek judicial relief in connection therewith. In the event that the amount of compensation
hereunder exceeds Twenty -Five Thousand Dollars and No/Cents ($25,000), the City Manager's
decision shall be approved or disapproved by the City Commission. Programming Partner shall
not be entitled to seek judicial relief unless: (i) it has first received City Manager's written decision,
approved by the City Commission if the amount of compensation hereunder exceeds Twenty -Five
Page 18 of 19
Thousand Dollars and No/Cents ($25,000), or (ii) a period of sixty (60) days has expired, after
submitting to the City Manager a detailed statement of the dispute, accompanied by all supporting
documentation or ninety (90) days if City Manager's decision is subject to City Commission
approval, or (iii) City has waived compliance with the procedure set forth in this Section by written
instruments, signed by the City Manager.
EE. COUNTERPARTS
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.
FF. NO JOINT VENTURE; NONTRANSFERABLE
This Agreement is nontransferable. This Agreement is intended to create, and creates, a
contractual relationship and is not intended to create, and does not create, any agency, partnership,
joint venture or any like relationship between the Parties hereto. "Programming Partner" is a term
that identifies the entity contracting with the City and does not imply the establishment of a
partnership under Federal, State, or local law.
GG. ATTACHMENTS
Attached hereto and incorporated herein are the following attachments:
Attachment A: Scope of Services
Attachment B: Other Fiscal Requirements, Budget, and Method of Payment
Attachment C: Programming Reporting Requirements
Attachment D: Affidavit for Level 2 Background Screenings, if applicable
Attachment E: Preliminary Proposed Schedule of Services
Attachment F: Insurance Requirements
Attachment G: Corporate Resolution from Programming Partner
Attachment H: City Resolution No. R-21-0085, adopted on February 25, 2021
Attachment I: Service Authorization Letter, if applicable
Attachment J: N/A
Attachment K: Program Fees and Charges
[Remainder of page left intentionally blank. Next page is signature page.J
Page 19 of 19
CITY OF MIAMI, A Florida Municipal LITTLE HAITI FC, INC., a Florida Not-For-
1'roft Corporation
Corporation
Attest:
By:
Arthur Noriega V, City Manger
d Hannon, City Clerk
Approved as to Form and Correctness:
Victofia Mendez,
ttorney
TMF 21-380K
Approved as to hrsurance Requirements:
Gomez Digitally signed by
Gomez, Frank
Frank Date: 2023.11.08
By:
13:15:20-05'00'
Ann -Marie Sharpe,
Dir. of Risk Management
Approved as to Program Requirements
aZitzg____ Date: 2023.11.08
10:46:41-05'00'
By:
Chris Evans
Director of Parks and Recreation
By:
Gomez Don Lalcau, President
Date: /O -- 3 - 2
r
Attest: ,p` .N JUDITH E. GREY
Commission aY HH 405154
Expires A ipust 12, 2027
or
By:
Print Name: D( .lad-i &Trey
.,fay.
Title: 14a, 1
ATTACHMENT A
PPA - SCOPE OF SERVICES Little Haiti FC
1. Little Haiti FC, Inc. ("LHFC") is a 501(c)(3) nonprofit youth soccer program started in 2014 in Little Haiti, Miami that welcomes
any interested local soccer players (boys and girls) ages 5-19 to join free of charge.
2. LHFC board members are volunteers and receive no compensation, with all funding going directly to coaching, equipment,
uniforms, travel costs, registrations, tournament fees, tutoring, the kids' basic needs, and additional costs of the program.
LHFC has not received funding from the City or Miami -Dade County, relying solely only on volunteer work and donations
by local stakeholders.
3. Little Haiti Soccer Park (the "Park") is LHFC's officially -designated home field for the Florida Youth Soccer Association
(FYSA) and other soccer authorities. LHFC uses one athletic field at the Park for practice, games and tournaments,
Monday, Wednesday, & Friday from 5PM to 8PM, and Saturday from 9AM to 1 PM, except holidays. LHFC also
has shared access to a storage area for equipment and at times approved by the Parks Department acess to the
computer room for afterschool tutoring and assistance with homework.
4. As of June 2021, there are 120 students/players enrolled. We expect to exceed 150-175 players during this Fall soccer
season commencing In August just with word of mouth, with a goal of 300+ players in the next two years. The players are
local kids from City and Miami -Dade County, mainly from Little Haiti and surrounding neighborhoods. LHFC is a needs -
based program, all current players are attending free of charge but when a player is able to pay for registrations, tournament
fees, travel and other costs, all funds are used directly for the program.
5. LHFC provides professional coaching at different levels, guidance, procedures, methodologies and systems relating to the
development, training and management of soccer players and teams, tournament administration, travel logistics, other club
activities and sport program services.
6. LHFC also requires that students/players attend school full time, then closely supervises their grades and schoolwork and
provides afterschool tutoring and homework assistance when needed, using the computer room at the Park and Edison High
School. LHFC founders are educators with decades of experience teaching local kids with excellent results.
7. The younger players ages 5-11 take part in the "Recreational Program". They practice 2 or 3 times per week and play in an in-
house, intramural league on Saturday mornings at the Park. The goal is to eventually host other City of Miami parks programs
in our league, but mainly it is about introducing the kids to soccer, coaching and fundamentals.
8. Players ages 10-19 participate in the "Travel Program", they practice 3 or 4 times per week and play in FYSA-sanctioned local
leagues and tournaments at the Park (home games) and away at different parks across Miami -Dade County (away games).
These players play against high -quality teams in leagues and tournaments including the Labor Day Miami Cup, Plantation
Thanksgiving Classic and Weston Cup.
9. Players are grouped by ages Under-8, U-10, U-12, U-14, U-16, U-17 and U-19. The older age groups play in leagues,
toumaments and also college showcases in Florida and outside Florida. College showcases are popular among college soccer
coaches to recruit talent for scholarships, and players have great exposure.
10. LHFC agrees that It shall not discriminate against any person because of their race, color, religion, gender, national
origin, physical ability or sexual orientation and agrees to abide by all Federal and State laws regarding nondiscrimination.
ATTACHMENT B
Other Fiscal Requirements, Budget and Method of Payment
The Parties agree that this is a cost reimbursement method of payment Agreement; Programming
Partner shall be paid for Programming rendered in accordance with this Agreement in an amount
not to exceed the total funding amount set forth in Section D. Programming Partner agrees to
timely pay al] its employees for the fulfillment of Programming provided in this Agreement.
Invoice Requirements
Every request by Programing Partner for payment for Programming provided, work performed, or
costs incurred pursuant to this Agreement shall be accompanied by a request for payment in a
format prescribed by the City, which at a minimum shall include sufficient supporting details,
receipts and/or invoices, made in accordance with the schedule set forth in the Line -Item Budget
("Budget"), which is attached hereto and made a part hereof, as may be reasonably required by the
City to allow proper audit of Programming Partner's expenses, should the City require an audit to
be performed.
Each request for payment shall be in writing and contain a statement declaring and affn-ming that
all expenditures were made in accordance with the Budget. Each request for payment must also
be in a line -item form, as reflected in the Budget. All documentation in support of a request for
payment shall be subject to approval at the sole discretion of the City. All invoices submitted for
reimbursement must be paid by the Programming Partner prior to being included as part of a
request for payment. A request for reimbursement shall include the original receipt or invoice,
plus a copy of the check that was issued to pay the same. Copies of canceled checks must be
submitted to the City within sixty (60) days of payment of a receipt or invoice. Should a receipt
or an invoice be paid by various funding sources, a copy of the receipt or invoice may be submitted,
but must indicate the exact amount paid by various funding sources that must equal the total of the
receipt or invoice. No miscellaneous categories shall be accepted as a line- item in the Budget.
Two (2) requests for line -item changes are allowable, with prior review and approval by the City.
All line -item changes must be made on or before thirty (30) days prior to the end of the term of
Agreement.
The City agrees to reimburse on a monthly billing basis. The request for payment is due on or
before the fifteenth (15th) day of the month following the month in which expenditures were
incurred (exclusive of legal holidays or weekends). A final request for payment (last monthly
invoice of the Agreement term) from Programming Partner will be accepted by the City up to thirty
(30) days after the expiration of this Agreement. If Programming Partner fails to comply with the
applicable deadlines, all rights to payment shall be forfeited for those receipts and/or invoices
Programming Partner is seeking reimbursement for. The City reserves the right to request any
supporting documentation.
A request for payment provided hereunder shall be deemed to have been given if sent by hand
delivery or recognized overnight courier, such as Federal Express, or if by certified U.S. mail with
return receipt requested, addressed to the City of Miami Parks and Recreation Department, at the
place specified below:
Director
City of Miami Parks and Recreation Department
444 SW 2"`I Avenue, 8th Floor
Miami, FL 33130
In order for a request for payment to be deemed proper as defined by the Florida Prompt Payment
Act, all requests for payment must comply with the requirements set forth in this Agreement and
must be submitted on the forms as prescribed by the City. Requests for payment and/or
documentation returned to the Programming Partner for corrections may be cause for delay in
receipt of payment. Late submission may result in delay in receipt of payment. The City shall pay
the Programming Partner within thirty (30) calendar days of receipt of the Programming Partner's
properly submitted request for payment and/or other required documentation.
The City may retain any payments due until all required reports, deliverables or monies owed to
the City are submitted and accepted by the City.
Supporting Documentation Requirements
Programming Partner shall maintain original records documenting actual expenditures and
Programming provided according to the Budget and scope of services as required. Supporting
documentation shall be made available and provided to the City upon request.
Programming Partner shall keep accurate and complete records of any fees collected,
reimbursement, or compensation of any kind received f om any client or other third party, for any
Service covered by this Agreement, and shall make all such records available to the City upon
request. Programming Partner shall maintain a cost allocation methodology that it uses to allocate
its costs. Programming Partner shall use a cost allocation methodology which assures that the City
is paying only its fair share of costs for services, overhead, and staffing not solely devoted to the
program funded by this Agreement. Such methodology shall be made available to the City upon
request.
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.[
ATTACHMENT C
PROGRAMMATIC PERFORMANCE AND DATA REPORTING REQUIREMENTS
Programming Partner shall submit to the Department of Parks and Recreation performance
measures as noted in the Scope of Service (Attachment A). Reporting includes electronic
submission of quantity and outcome information, budget reports and quarterly reports.
Failure to meet the minimum standards for performance will constitute a breach of contract. The
City of Miami reserves the right in its sole discretion to determine remedies for such breach,
including without limitation, terminating a contract, reducing funding (if applicable)
commensurate with below -minimum performance, or imposing other remedies on Programming
Partners below any minimum standard, including a performance improvement plan.
Programming Partners will be required to provide the following:
Quarterly Reports:
Due the 15th of the month following the most recent quarter
• October — December
• January — March
• April — June
• July - September
Consisting of:
• Programmatic Activities — Summary to include goals of program
• Number of children served
• Any applicable current fee schedule or proposed for upcoming quarter
• Outcomes from the programming and any performance measures
• Highlights/Successes
• Changes or Modifications to Program Plan
• Upcoming Special Events
• Any entities that are subcontracted as part of providing the program
• Financial Report Year To Date ( Template to be provided)
• Have there been any incidents or accidents during the last quarter to be reported? If
so, how was the incident handled and what was the final resolution? Was the Park
Manager notified?
• Park Manager verification of physical contract compliance (form to be developed)
• Use of Space
• Program Delivery Confirmation
• Verification of participants of served
• Entity is in good working relationship with staff and participants
• No logged complaints or issues from public regarding the program
• Inspection of area used for any maintenance or repairs completed
• Overall Feedback
• Budget Template as an additional attachment, based off of historical budget
submitted
A Programming Partner may be asked to supply additional information if deemed necessary.
ATTACHMENT E
[preliminary schedule]
Little Haiti Soccer Practice Schedule
ATTACHMENT E PRELIMINARY SCHEDULE
DAYS HOURS
MONDAY 5PM-8PM
WES.DNESDAY 5PM-8PM
FRIDAY 5PM-8PM i
SATURDAY L9AM iPM-..-
ATTACHMENT F
INSURANCE REQUIREMENTS- PROGRAMMING AGREEMENT
Name of Organization: Little Haiti FC, 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
Primary and Non Contributory Endorsement
Contingent and Contractual Liability
Premises and Operations
Sexual Abuse and Molestation Coverage
lI. 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 $300,000
Endorsements Required
City of Miami included 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
ATTACHMENT D
Affidavit of Level 2 Background Screenings
In accordance with Section 943.0542 and Chapters 430, 435 and 39 of the Florida Statutes, as
applicable, and pursuant to the requirements of Paragraph R of this Agreement entitled "Staff and
Volunteer Background Check Requirements", the undersigned affiant makes the following
statement under oath and under penalty of perjury, which is a first degree misdemeanor, punishable
by a definite term of imprisonment not to exceed one year and/or a fine not to exceed $1,000,
pursuant to Sections 837.012 and 775.082, Florida Statutes.
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
Before me, the undersigned authority, personally appeared Gomez Don Laleau, President Authorized
Programming Partner Representative of Little Haiti FC, Inc. who being by me first duly sworn, deposes
and says:
I swear and affirm that the above -named contracted Programming Partner is compliant with the
requirements for personnel background screening detailed in Section 943.0542 and Chapters 430,
435 and 39 of the Florida Statutes, as applicable, for all personnel having direct contact with
children, the eldgrly, or individuals with disabilities.
Lt--3----) 43Z .\
(Signs resident) Da e
The foregoing instrument wasacknowled ed before me,y means of O physical presence or
O online notarization, this .-3e day of D, o 2023 by i0 e_ L.1
ir Who is personally known to me
Who produced identification:
Type of identification
Signature of P r, on Takfng Acknowledgment
(Printed, Typed, or Stamped Name ofI'3 tary Public)
Title or Rank
Serial Number, if any
JUDITH E. GREY
Commission # HH 405154
ExpiresAugust 12, 2027
IV. Professional/Error's & Omissions Liability
Combined Single Limit
Each Claim $250,000
General Aggregate Limit $250,000
Retro Date Included
V. Accident/Medical Coverage $25,000
The above policies shall provide the City of Miami with written notice of cancellation or
material change from the insurer not less than (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.
ATTACHMENT G
Corporate Resolution from Programming Partner
CORPORATE RESOLUTION
WHEREAS„L. it,511e `i__. _ a Florida.„..,(..' , desires to enter
into.a Agreement with the City of Miami, a copy of which is attachet.l hereto: and
WHEREAS. the Hoard of` Directors at a duly held corporate meeting hat; considered the
matter in accordance with the Articles and By -Laws of the not -for -profit corporation:
NOW, TIJERE.FORE BE IT RESOLVED BY THE BOARD OF DIRECTORS
that Gomez Don Laleau
are/is hereby authorized and instructed to enter
into- the Agreement and undertake the responsibilities and obligations as stated in such
proposed Agreement in the name and on behalf of this corporation with the City of Miami
upon terms and conditions contained in the proposed Agreement to which this resolution is
attached.
DATED this
ATTEST:
TeAl #04;:f
CORPORATE S 7CRETARV
day of
Print Name:Jew,/ — hrsP,.9
PRESII)
Pint Nanle:i.i001C7. Ih'm 1.31021.1
4P:«t JU017H EVADNET GREY
• { a G6mtntisiort 1 aG 3332t4
Expaee Augur:112, 2023
ta' gb.04.7 .etvg s y
(CORPORATE SEAL)
4,1122.151 PM
ATTACHMENT H
R 2'.-CQ'YiA RESOLUTION OF TIiC MIAMI CITY COMMISSION, ATTACi'lLNT(S), tWA FOUR -FIFTHS (4/STHS) AFFIRMA...
Miami
FL
Resolution
R-21-0085
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), BY A FOUR -
FIFTHS (4/5TH5) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING,
RATIFYING, APPROVING, AND CONFIRMING THE CITY MANAGER'S RECOMMENDATION
AND FINDING, ATTACHED AND INCORPORATED AS EXHIBIT "A", THAT COMPETITIVE
NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS
TO THE CITY OF MIAMI PURSUANT TO SECTION 18-86(A)(3)(C) OF THE CODE OF THE
CITY OF MIAMI, FLORIDA, AS AMENDED; WAIVING THE REQUIREMENTS FOR SAID
PROCEDURES; APPROVING THE CITY MANAGER'S RECOMMENDATION AND FINDING,
ATTACHED AND INCORPORATED AS EXHIBIT "A", THAT COMPETITIVE NEGOTIATION
METHODS ARE NOT PRACTICABLE OR ADVANTAGEOUS TO THE CITY FOR LITTLE HAITI
FC INC, A FLORIDA NOT FOR PROFIT CORPORATION, TO PROVIDE SOCCER
PROGRAMMING AT LITTLE HAITI SOCCER PARK; AUTHORIZING THE CITY MANAGER TO
NEGOTIATE AND EXECUTE A PROGRAMMING AGREEMENT, IN A FORM ACCEPTABLE TO
THE CITY ATTORNEY AND BOND COUNSEL; FURTHER AUTHORIZING THE CITY MANAGER
TO NEGOTIATE AND EXECUTE SERVICE AUTHORIZATION LETTERS AND ANY AND ALL
OTHER NECESSARY DOCUMENTS, AMENDMENTS, EXTENSIONS, RENEWALS, AND
MODIFICATIONS, ALL IN FORMS ACCEPTABLE TO THE CITY ATTORNEY AND BOND
COUNSEL, FOR SAID PURPOSE.
Information
Department: Commissioners and Mayor Sponsors: Commissioner Jeffrey
Watson
Category: Elected Official Item
Attachments
Agenda Summary and Legislation
8617 Notice to the Public
Mt? Submittal -City Manager -Exhibit A
Financial impact
N/A
Body/Legislation
WHEREAS, Little Haiti FC Inc. a Florida not -for -profit corporation ("Little Haiti FC"), is a start-up youth
soccer club serving a diverse population of underserved families from the central Miami neighborhood of Little
Haiti and surrounding communities (`Programming"):; and
WHEREAS, Little Haiti FC has been working to bring a soccer club to Little Haiti in the City of Mani
("City") and more specifically Little Haiti Soccer Park ('Park"); and
WHEREAS, the City's Department of Parks and Recreation ("Department') has recommended and
found that Little Haiti FC is a qualified firm to provide said Programming at the Park; and
WHEREAS, both the City and Little Haiti FC understand that the Park contains properties that were
renovated/improved by tax-exempt bond funding, which requires both the City and Little Haiti FC to comply with
m' nt/ igtr2.ccm'C size is/DetaiI_LegiFrM as 0/70:03617Edligidi9htTe,ms r-2I-008aBPrirq=Yee 12
4/1122,3:51 PM R-21.t1685ARESOLUTfONOFTHEMIAMICiTYCOMMtSSiON.UNTHATTACHMENT(S).BYAFOUR-FIF7HS(4/5THS)AFFiRMA.,
Internal Revenue Code rules and regulations regarding uses of tax-exempt bond -financed facilities; and
WHEREAS, the City Manager has approved the recommendation and finding of the Department and has
made a finding, attached and incorporated as Exhibit "A", that pursuant to Section 18-86(a)(3)(c) of the Code of
the City of Miami, Florida, as amended ("City Code"), competitive negotiation methods and procedures are not
practicable or advantageous for obtaining said Programming and has recommended to the City Commission
that the recommendation and finding, attached and incorporated as Exhibit "A", be adopted and that competitive
bidding methods and procedures be waived;
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 as if fully set forth in this Section.
Section 2. By a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, the City
Manager's recommendation and finding, attached and incorporated as Exhibit "A", that competitive negotiation
methods and procedures are not practicable or advantageous to the City pursuant to Section 18-86(a)(3)(c) of
the City Code and waiving the requirements for said procedures is ratified, approved, and confirmed.
Section 3. The City Manager is authorized' to negotiate and execute a Programming Agreement, in a
form acceptable to the City Attorney and Bond Counsel.
Section 4. The City Manager is further authorized[1] to negotiate and execute service authorization
letters and any and all other necessary documents, amendments, extensions, renewals, and modifications, all
in forms acceptable to the City Attorney and Bond Counsel, for said purpose.
Section 5. This Resolution shall become effective immediately upon its adoption.
[11 The herein authorization is further subiect to compliance with all legal requirements that may be Imposed, including but
riot limited to, those prescribed by applicable City Charter and City Code provisions.
Meeting History
Feb 25, 20219:00 AM City
Commission
RESULT:
MOVER:
SECONDER:
AYES:
City Commission Meeting
ADOPTED WITH MODIFICATIONS) [UNANIMOUS]
Planoio Reyes, Commissioner, DisnictFour
Alex Diaz de. fa Portifia, Commissioner, District One
Ken Russell, Alex Diaz de la Portilla, ]oe Carollo, Manolo Reyes, Jeffrey 6WJatson
` Draft
MiaMfl.lgm2.caMCitizensrDetail LegiRreaspK9i0=86178highlightTermser-21-09858P-int=Yes 22
ATTACHMENT J
Not Applicable
Attachment K
Schedule of Fees
(If applicable)
The Programming Partner will not charge any fees to its participants. for its services provided
under this Agreement.