HomeMy WebLinkAbout23999AGREEMENT INFORMATION
AGREEMENT NUMBER
23999
NAME/TYPE OF AGREEMENT
MIAMI-DADE COUNTY
DESCRIPTION
JOINT PARTICIPATION AGREEMENT/SW 24TH TERRACE
FROM SW 32ND AVENUE TO SW 27TH AVENUE/FILE ID: 13-
01281 /R-13-0469/MATTER I D : 22-145
EFFECTIVE DATE
ATTESTED BY
TODD B. HANNON
ATTESTED DATE
8/7/2022
DATE RECEIVED FROM ISSUING
DEPT.
8/7/2022
NOTE
DOCUSIGN AGREEMENT BY EMAIL
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
CITY OF MIAMI
DOCUMENT ROUTING FORM
ORIGINATING DEPARTMENT: Office of Capital Improvements
DEPT. CONTACT PERSON: Charles McKinnon
File No: OCI 21071
EXT: 1289
NAME OF OTHER CONTRACTUAL PARTY/ENTITY:
Miami -Dade County
IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS?
TOTAL CONTRACT INVOLVED AMOUNT: $809,626.99 FUNDING INVOLVED $
TYPE OF AGREEMENT:
❑ MANAGEMENT AGREEMENT
❑ PROFESSIONAL SERVICES AGREEMENT
❑ GRANT AGREEMENT
❑ EXPERT CONSULTANT AGREEMENT
❑ LICENSE AGREEMENT
OTHER: (PLEASE
SPECIFY)
PURPOSE OF ITEM
(BRIEF SUMMARY)
Joint Participation Agreement
❑ YES
® YES
❑ PUBLIC WORKS AGREEMENT
❑ MAINTENANCE AGREEMENT
❑ INTER -LOCAL AGREEMENT
❑ LEASE AGREEMENT
❑ PURCHASE OR SALE AGREEMENT
For the City of Miami to perform utility work in connection with Office of.
® NO
❑ NO
Capital Improvements Project 40-B50414 located at SW 24t' Terrace from SW 32nd Avenue to SW 27' Avenue.
COMMISSION
APPROVAL DATE:
FIELD ID: 13-01281
ENACTMENT NO.:
IF THIS DOES NOT REQUIRE COMMISSION APPROVAL,
PLEASE EXPLAIN:
Badia, Hector
2022.01.27
10:13:57 -05'00'
ROUTING INFORMATION
Date
PLEASE PRINT AND SIGN
APPROVAL BY DEPARTMENTAL DIRECTOR
PRINT: ANGEL CARRASQUILLO
Digitally signed by
SIGNATURE: j2,99AngelCarrzs9uillo,PE
Date:2022.03.09
12:45:19-05'00'
SUBMITTED TO RISK MANAGEMENT
PRINT: ANN-MARIE SHARPE
SIGNATURE: Quevedo, 11:1"„geed QeYPao7�y
Terry �zoz 3.,,1,.a z>oaao
SUBMITTED TO CITY ATTORNEY Matter ID: 22-145
D.J.G.
8/5/22
PRINT: VICTORIA MENDEZ
%� for
SIGNATURE:
APPROVAL BY ASSISTANT CITY MANAGER
August 5,
2022
PRINT: NZERIBE
1 14:04:49 EDT
SIGNATURE:
IHEKWABA
,—DocuSigned by:
I
I��jtji�iG III 1waka,
45r7ascnrE4oa58...
RECEIVED BY CITY MANAGER
August 8,
204Ibi\TAT
PRINT: ART NORIEGA
:3 EDT
,—DocuSigned by:
A(- NorieVw
-R50C;F6C377PO42A
PRINT:
SIGNATURE:
PRINT:
SIGNATURE:
PRINT:
SIGNATURE:
1) ONE ORIGINAL TO CITY CLERK,
2) ONE COPY TO CITY ATTORNEY'S OFFICE,
3) REMAINING ORIGINAL(S) TO ORIGINATING
DEPARTMENT
PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE
EXECUTION BY THE CITY MANAGER
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
CITY OF MIAMI & MIAMI-DADE COUNTY JOINT PARTICIPATION AGREEMENT
City of Miami Project No. B-50414
Miami -Dade Water & Sewer Department Project No. PCTS #15016
Location: SW 24th Terrace from SW 32nd Avenue to SW 27th Avenue
Date of Work: From 2nd Quarter Fiscal Year 2022 thru Fiscal Year 2023
THIS AGREEMENT, entered into this day of , year of , by
and between the City of Miami (the "CITY") and Miami -Dade County (the "COUNTY"),
WITNESSETH:
WHEREAS, on or about March 21, 2014, the CITY and the COUNTY entered into an
Interlocal Master Agreement, which was approved through CITY Resolution 13-01281 and
COUNTY Resolution 227-14; and
WHEREAS, the Interlocal Master Agreement provides the overall governing terms of the
relationship and protocol for the CITY and the COUNTY to follow when they wish to enter into
a Joint Participation Agreement ("JPA") in those instances where the CITY intends to engage in a
project that involves constructing, reconstructing or otherwise changing or improving a public road
(the "Project") and the COUNTY has utility facilities that must be protected, relocated, installed,
adjusted or removed within the public road or area that the CITY intends to improve through the
Project,
NOW, THEREFORE, in consideration of the premises and the mutual covenants
contained herein, and consistent with the terms of the Interlocal Master Agreement, the CITY and
COUNTY hereby agree as follows:
1. The CITY shall perform the:
Design
X Construction
of the Utility Work to be done by the CITY in connection with its Project located at SW 24th
Terrace from SW 32nd Avenue to SW 27th Avenue to be performed in or around the 2nd Quarter
of Fiscal Year 2022 thru Fiscal Year 2023.
2. N/A As indicated in Paragraph 1 above, the CITY is to perform the
design work for the Utility Work. Accordingly, consistent with Paragraph (3)(c)(7) of the
Interlocal Master Agreement, the COUNTY shall pay the CITY a lump sum for the design work
1
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
within forty-five (45) days of the COUNTY's receipt of an invoice from the CITY for the design
costs as agreed to based on the design cost proposal provided to the COUNTY by the CITY within
two (2) weeks of the Mandatory Utility Meeting.
3. X As indicated in Paragraph 1 above, the CITY is to perform the
construction of the Utility Work. Based on the cost estimate agreed to by the CITY and the
COUNTY in advance of selection of the Contractor, the COUNTY agrees to pay: (a) 10 % of
the estimated total cost of the construction portion of the Utility Work for an Allowance account
to include the mobilization of equipment for Utility Work, additional maintenance of traffic costs
for the Utility Work, (b) 10 % of the estimated total cost of the construction portion of the Utility
Work for a Contingency Fund, which fund shall be dedicated to cover changes to the Utility Work
during construction, and (c) a prorated share of the administrative costs for the Utility Work, which
amount shall be 1% of the total estimated cost of the Utility Work.
4. X As indicated in Paragraph 1 above, the CITY is to perform the
construction of the Utility Work. Accordingly, consistent with Paragraph (3)(f)(4) of the Interlocal
Master Agreement, the COUNTY agrees that payments shall be made to the CITY for the
construction work in the following manner or at the following times:
X Invoice Submittal (City's reimbursement submittals for
completed project utility instalment work will include certified copies of
paid contractor payment requisition and proof of payment)
N/A Percentage at completion of phases of construction based on
submission of invoice from the CITY and review by COUNTY, which
payments shall be made by the COUNTY within forty-five (45) days of
receipt of CITY invoice
Initial Payment of % at start of Project
First payment at % at% of completion
Second payment at % at% of completion
Third payment at % at% of completion
Final payment at % at % of completion and
reconciliation of the project utility installment costs.
5. N/A As indicated in Paragraph 1 above, the CITY is to perform the
construction of the Utility Work and the COUNTY is to pay the CITY for that work in the manner
indicated in Paragraph 3; however, for the Utility Work related to this Project, the COUNTY is
2
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
entitled to reimbursement from . The documentation related to the COUNTY's
basis for the reimbursement is attached hereto as Exhibit 1.
6. X As indicated above, the CITY is to perform the construction of the
Utility Work; however, the COUNTY will need to complete connection of the Utility Work to the
COUNTY's existing system.
7. X The WASD accepts the Utility Construction Costs estimate of
$801,609.90. In addition, the County agrees to pay $8,016.09 (1% of the Utility Construction Cost
estimate) as the City's administrative fee for a total of $809,626.99. The County agrees to
reimburse the City in the manner indicated in Paragraph #4 above.
COUNTERPARTS / ELECTRONIC SIGNATURES. This document 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 CONTRACT/AGREEMENT.
The parties shall be entitled to sign and transmit an electronic signature of this
CONTRACT/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
CONTRACT/AGREEMENT upon request.
MIAMI-DADE COUNTY, FLORIDA,
BY ITS BOARD OF
COUNTY COMMISSIONERS
Daniel la Levine -Cava
County Mayor or Mayor's Designee
ATTEST:
Approved by County Attorney
as to form and legal sufficiency
Assistant County Attorney
CITY OF MIAMI, a municipal
corporation of the State of Florida
1—DocuSigned by: ,—DocuSigned by:
Ar i• NarieS.,
BY: �EA6D75a0D,,, SA g BY:
tlouc,rbLs/0U41H...
Todd Hannon, Ci C16rciccuSigned by: Arthur Noriega V, City Manager
(Affix City Seal)
3
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
Approved by City Attorney Approved as to
as to legal form and correctness: Insurance Requirements:
BY: for
Digitally signed by Quevedo,
Quevedo, Terry Terry
Date: 2022.03.1711:07:05-04'00'
BY:
Victoria Mendez, City Attorney Ann -Marie Sharpe
Matter TD: 22- 145 D.J.G.
Director, Risk Management
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
Item Estimated
No. Quantity
Units
COST ESTIMATE
FURNISH AND INSTALL 8-IN D.I. WATER MAIN ALONG
SW 24 TERRACE
FROM SW 32ND AVENUE TO SW 27TH AVE
PCTS. 15016
Description
MIAMI-DADE
WATER AND SEWER DEPARTMENT
Date: 1/6/2022 p j tID• PCTS-15016
❑ ACCEPTED
❑ NOT ACCEPTED
Checked: J. DIAZ, P.M.
Total
1
Aggregate
Sum
For performing preparatory work and operations in mobilizing for beginning the
work of the Project, including preparation and acceptance of MOT, but
excluding materials and permit costs, both of which are paid under other
payment items
$ 15,000.00
$ 15,000.00
2.
2,790
LF
For selling and delivering to the Department 8-inch zinc -coated ductile iron
pipe, fittings and valves for water main
$ 65.00
$ 181,350.00
3.
2,790
LF
For installing 8-inch zinc -coated ductile iron pipe, fittings and valves for water
main
$ 50.00
$ 139,500.00
4.
75
LF
For selling and delivering to the Department 6-inch zinc -coated ductile iron
pipe, fittings and valves for water main
$ 40.00
$ 3,000.00
5.
75
LF
For installing 6-inch zinc -coated ductile iron pipe, fittings and valves for water
main
$ 30.00
$ 2,250.00
6.
1
Each
For making tapping connection(s) to existing water main(s) at:
SW 24th Terr. and SW 32nd Ave. (STA 9+90.78±) - 16" x 8" M.J. tapp
including furnishing and installing tapping sleeve(s) (stainless steel) and
tapping valve(s), and cutting and capping existing main(s), as shown on the
Plans, complete
$ 9,000.00
$ 9,000.00
7.
1
Each
For making tapping connection(s) to existing water main(s) at:
SW 24th Terr. and SW 27th Ave. (STA 37+79.06±)
including furnishing and installing tapping sleeve(s) (stainless steel) and
tapping valve(s), and cutting and capping existing main(s), as shown on the
Plans, complete
$ 5,000.00
$ 5,000.00
8.
6
Each
For selling and delivering to the Department fire hydrant assemblies with guard
posts, complete
$ 3,100.00
$ 18,600.00
9.
6
Each
For installing fire hydrant assemblies with guard posts, complete
$ 2,000.00
$ 12,000.00
10.
4
Each
For removing and salvaging existing fire hydrant assemblies with elbow/shoe
and guard posts, complete
$ 500.00
$ 2,000.00
11.
39
Each
For furnishing and installing 1-inch single service short including reconnection
$ 1,500.00
$ 58,500.00
of customer's service pipe and meter transfer complete
12.
39
Each
For furnishing and installing 1-inch single service long including reconnection
$ 1,700.00
$ 66,300.00
of customer s service pipe and meter transfer complete
13.
7
Each
For furnishing and installing 1-inch dual service short including reconnection of
$ 2,000.00
$ 14,000.00
customer's service pipe and meter transfer complete, the price each of
14.
11
Each
For furnishing and installing 1-inch dual service lonq including reconnection of
$ 2,200.00
$ 24,200.00
customer's service pipe and meter transfer complete
15.
5
Each
For constructing Air Release Valve Assemblies (ARVs) for water mains at the
locations shown on the Plans, complete
$ 1,500.00
$ 7,500.00
16.
2,790
Each
For furnishing and installing V-Bio polyethylene encasement for any size ductile
iron pipe, fitting, or valve
$ 3.00
$ 8,370.00
17.
100
Each
For trench overcut in 1-foot depth increments, for any size pipe
$ 10.00
$ 1,000.00
18.
100
Each
For sheeting and shoring ordered left in place by the Engineer
$ 10.00
$ 1,000.00
19.
100
CY
For removal, transport and legal disposal of unsuitable backfill materials,
including tipping fees as ordered by the Engineer
$ 15.00
$ 1,500.00
20.
100
CY
For furnishing and installing additional suitable backfill material as directed
$ 20.00
$ 2,000.00
the Engineer
21.
30
SY
For constructing limerock base for Type "II" permanent pavement repairs
$ 25.00
$ 750.00
22.
35
SY
For constructing Type "II" asphaltic concrete surface course permanent
pavement repairs
$ 25.00
$ 875.00
23.
1,240
SY
For constructing limerock base for Type "M" permanent pavement repairs
$ 16.00
$ 19,840.00
24.
1,550
SY
For constructing Type "M" asphaltic concrete surface course permanent
pavement repairs, the price per square yard of
$ 18.00
$ 27,900.00
25.
276.93
SY
For cold milling roadway surface course for permanent pavement repairs
(nominal 1 inch thick) (area as shown on Plans)
$ 8.00
$ 2,215.46
26.
276.93
SY
For constructing Type "V" permanent pavement repairs for roadway (nominal 1
inch thick machine -laid asphaltic concrete friction surface overlay), (area as
shown on Plans)
$ 12.00
$ 3,323.19
27.
711.11
SY
For cold milling FDOT roadway surface course for permanent pavement
repairs (nominal 1-1/2 inch thick) (area as shown on Plans)
$ 20.00
$ 14,222.20
28.
Aggregate
Sum
Aggregate Sum
For replacing pavement markings damaged, removed or obliterated by the
Contractors operation, the aggregate sum of
$ 2,500.00
$ 2,500.00
29.
1,392.00
SF
For constructing concrete sidewalk restoration to match existing, the price per
square foot of
$ 10.00
$ 13,920.00
30.
15
LF
For constructing concrete curb and gutter restoration to match existing
$ 20.00
$ 300.00
31.
100
SY
For restoring sodded area, the price per square yard of
$ 5.00
$ 500.00
32.
AgSumate
Aggreate Sum
For furnishing traffic control
$ 20,000.00
$ 20,000.00
33.
SUBTOTAL
The SUM of Item Nos. 1 through 32
$ 678,415.84
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
34.
Dedicated
For providing uniformed, off -duty police officers for the purpose of maintenance
of traffic
$ 35,000.00
35.
Dedicated
Allowance
For cost of required permits, fees, inspections, impact fees, if authorized the
$ 20,352.48
Enoineer
The sum of 3% of the Subtotal Item No. 33,
(.03) x (Subtotal, Item No. 33)
36.
Contingency
Allowance
For unforeseen conditions, for minor construction changes, and for quantity
adjustments, if ordered by the Engineer
$ 87,84 1.58
The sum of 10% of the Subtotal Item No. 33,
(.10) x (Subtotal, Item No. 33)
37.
TOTAL BID
The SUM of Item Nos. 33, 34, 35 & 36
$ 801,609.90
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
City of Miami
Legislation
Resolution
City Hall
3500 Pan American
Drive
Miami, FL 33133
www.miamigov.com
File Number: 13-01281
Final Action Date:
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER TO EXECUTE AN INTERLOCAL MASTER
AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, WITH MIAMI-DADE
COUNTY ("COUNTY"), TO PROVIDE UTILITY WORK FOR THE COUNTY,
ESTABLISHING THE PROCEDURE FOR THE PERFORMANCE AND
REIMBURSEMENT OF THE UTILITY WORK, INCLUDING THE UTILITY DESIGN
WORK TO BE PERFORMED AND THE UTILITY CONSTRUCTION WORK TO BE
CARRIED OUT; FURTHER AUTHORIZING THE CITY MANAGER TO EXECUTE
INDIVIDUAL JOINT PARTICIPATION AGREEMENTS, IN SUBSTANTIALLY THE
ATTACHED FORM AS "EXHIBITA", WITHOUT REQUIRING FURTHER CITY
COMMISSION APPROVAL.
WHEREAS, the Miami -Dade ("County") owns or may, in the future, own certain water and
wastewater facilities, including but not limited to, gravity sewer pipes, pump stations, reclaimed water
pipes, valves and valve covers, manholes and access covers, water pipes, sanitary sewage pipes,
meters, hydrants, and all appurtenances thereto, which are or may, in the future, be located in the City
of Miami's ("City's") public roads or lands (the "Facilities"); and
WHEREAS, the Miami -Dade Water and Sewer Department ("WASD") operates the County's
water and sanitary wastewater system; and
WHEREAS, the City engages in projects that involve constructing, reconstructing or otherwise
changing public roads and other improvements located on public roads or lands (hereinafter referred
to as either the "Project" or the "Projects"); and
WHEREAS, the City and the County may propose Projects that necessitate the installation,
relocation (vertically or horizontally), replacement, adjustment or removal of the Facilities or some
combination thereof (hereinafter referred to as "Utility Work"); and
WHEREAS, the City and the County desire to minimize delays, costs, and impact to the public,
which may result from lack of coordination and communication between or among them and their
respective contractors performing the Project or the Utility Work; and
WHEREAS, the City and the County desire to enter into a Master Agreement that establishes
the procedure for the performance and reimbursement of the Utility Work, including the utility design
work to be performed and the utility construction work to be carried out (the "Interlocal Master
Agreement"); and
WHEREAS, the purpose of the Interlocal Master Agreement and the individual Joint
Participation Agreements (hereinafter, "JPAs") is to perform the Utility Work with the Project in an
efficient, coordinated, economical and expeditious manner; and
WHEREAS, the individual JPAs shall not require further City Commission approval;
City of Miami Page I of 2 File Id: 13-01281 (Version: 1) Printed On: 10/28/2013
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
File Number: 13-01281
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI,
FLORIDA:
Section 1. The recitals and findings found in the Preamble to this Resolution are adopted by
reference and incorporated as fully set forth in this Section.
Section 2. The City Manager is authorized {1} to execute an Interlocal MasterAgreement, in
substantially the attached form, with the County to provide utility work for the County, establishing the
procedure for the performance and reimbursement of the utility work, including the utility design work
to be performed and the utility construction work to be carried out.
Section 3. The City Manager is further authorized {1} to execute individual JPAs, in
substantially the attached form as "Exhibit A", without requiring further City Commission approval.
Section 4. This Resolution shall become effective immediately upon its adoption and signature
of the Mayor. {2}
APPROVED S TO FORM AND C•RRECTNESS:
VIC(FORIA MI NDEZ
CITY ATTORNEY
Footnotes:
{1} The herein authorization is further subject to compliance with all requirements that may be
imposed by the City Attorney, including but not limited to those prescribed by applicable City
Charter and Code provisions.
{2} If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar
days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become
effective immediately upon override of the veto by the City Commission.
City of Miami Page 2 of 2 File Id: 13-01281 (Version: 1) Printed On; 10/28/2013
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
00444.4
MEMORANDUM
Agenda Item No. 8 (0) (1)
TO: Honorable Chairwoman Rebeca Sosa
and Members, Board of County Commissioners
PROM: R. A. Cuevas, Jr.
County Attorney
DATE: March 4, 2014
SUBJECT: Resolution approving execution
of an Interlocal Master
Agreement between Miami -Dade
County and the City of Miami
regarding utility work for Miami -
Dade County and establishing the
procedures for the performance
and reimbursement of the utility
work; authorizing the County
Mayor to execute individual Joint
Participation Agreements with
the City of Miami as utility work
projects are identified and to
exercise any provisions
contained therein
Resolution No. R-227-14
The accompanying resolution was prepared by the Water & Sewer Department and placed on the
agenda at the request of Prime Sponsor Commissioner Juan C. Zapata,
R. A. Cuas, J_. )
County Attorney
RA.C/lrnp
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
MIADAI E
Memorandum C4u�Mt
Date: . March 4, 2014
To: Honorable Chairwoman Rebeca So a
and Members, Board of Coun missloneer
From: Carlos A. Gimenez
Mayor
Subject: Resolution approving an interlace! ster Agreement establishing procedures for the
performance and reimbursement of utility work between the City of Miami and Miami -
Dade County and authorizing Individual Joint Participation Agreements with the City on
a project by project basis
Recommendation
It is recommended that the Board of County Commissioners (Hoard) approve the attached resolution
approving the execution of an lnteriocal Master Agreement establishing procedures for the performance
and reimbursement of utility work between the City of Miami and Miami -Dade County, through Its Water
and Sewer Department (WASD), and authorizing Individual Joint Participation Agreements with the City
on a protect by project basis.
The City of Miami engages in projects to construct/resurface public roads or other improvements that
require utility work such as relocating or removing water and sewer facilities owned by the County, As
such, the City of Miami and the County wish to enter Into this Interlocal Master Agreement and individual
Joint Participation Agreements to carry out the utility work needed without delay,
Scope
The utility work to be performed will take place inside the limits of the City of Miami which is located in
Districts 2, 3, 5, 6 and 7, Commissioners Jean Monestime, Audrey M. Edmonson, Bruno A. Barreiro,
Chairwoman Rebeca Sosa and Commissioner Xavier L, Suarez, respectively.
Fiscal Impact/Funding Source
The County will provide the funding for the utility work proposed for each specific project as the County'
owns the water and wastewater system and related appurtenances located In the City of Miami. As
projects are identified, individual Joint Participation Agreements will be issued listing the appropriate
funding sources depending on the type of upgrade, water or sewer, The various and or combination of
funding sources that will potentially be used are listed below,
Water Distribution Upgrades
Water Renewal and Replacement
Water Revenue Bonds Sold
Water Connection Charges
General Obligation Bonds
Future Revenue Bonds
Sewer Collection Upgrades
Wastewater Renewal and Replacement
Wastewater Revenue Bonds Sold
Wastewater Connection Charges
General Obligation Bonds
Future Revenue Bonds
2
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
Honorable Chairwoman Rebeca Sosa
and Members, Board of County Commissioners
Page 2 •
Track Record/Monitor
WASD's Deputy Director, Douglas L. Yoder, will oversee the Implementation of this Interlocal Master
Agreement and the associated individual Joint Participation Agreements,
Background
This Interlocal Master Agreement provides the procedures for the performance and reimbursement of
the relocation, replacement or removal of water and sewer facilities owned by Miami -Dade County
installed within the City of Miami limits such as pipes, pump'stations, meters and hydrants when the City
engages in future roadway/resurfacing work or other improvements that require this type of utility work.
The utility work, which Includes design and/or construction, will be authorized through individual Joint
Participation Agreements (as shown in Exhibit A of the Interlocal Master Agreement) on a project by
project basis after it has been determined by the City of Miami and the County that the work is
necessary, Each Joint Participation Agreement will contain project specific terms, conditions and costs,
Observance of the procedures stipulated in this Interlocal Master Agreement may reduce 1) the number
of project setbacks, 2) projects costs, and 3) traffic impacts to the public by improving the coordination
efforts between the City of Miami, the County and the respective contractors performing the needed
utility work. Approval of this Interlocal Master Agreement will authorize the Mayor or Mayor's designee to
execute the individual Joint Participation Agreements on an as needed basis with no further action from
the Board,
This Interlocal Master Agreement will remain in full force for a ten (10) year period from the effective
date of the Agreement; however, it can be terminated at any time by either party with a thirty (30) day
notice.
The City of Miami Commission approved this Interlocal Master Agreement on November 21, 2013,
under Resolution No, R-13-0469, as attached.
Attachments
Alin�`f". Hudak
Deputy Mayor
3
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
MEMORANDUM
(Revised)
TO: Honorable Chairwoman Rebeoa Sosa DATE: March 4, 2014
and Members, Board of County Commissioners
FROM: R. A. Cuevas, Jr.
County Attorney
SUBJECT: Agenda Item No. 8(0) (1) .
Please note any items checked.
"3-Day Ruffle" for committees applicable if raised
6 weeks required between first reading and public hearing
4 weeks notification to municipal officials required prior to public
hearing
Decreases revenues or increases expenditures without balancing budget
Budget required
Statement of fiscal i oapaet required
Ordinance creating a new board requires detailed County Mayor's
report for public hearing
No committee review
Applicable legislation requires more than a majority vote (i.e., 2/3's ,
315's , unanimous ) to approve
Current information. regarding funding source, index code aiad available
balance, and available capacity (if debt is contemplated) required
4
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
• Approved Mayor Agenda Item No. 8 (0) (1)
Veto 3-4-14
Override
RESOLUTION NO. R-227-14
RESOLUTION APPROVING EXECUTION OF AN
IN ERLOCAL MASTER AGREEMENT BETWEEN MIAMI-
DADE COUNTY AND THE CITY OF MJAMI REGARDING
UTILITY WORK FOR MIAMI-DADE COUNTY AND
ESTABLISHING THE PROCEDURES FOR THE
PERFORMANCE AND REIMBURSEMENT OF THE UTILITY
WORD.; AUTHORIZING THE COUNTY MAYOR OR
MAYOR'S DESIGNEE TO EXECUTE INDIVIDUAL JOINT
PARTICIPATION AGREEMENTS WITH THE CITY OF
MIAMI AS UTILITY WORK PROJECTS ARE IDENTIFIED
AND TO EXERCISE ANY PROVISIONS CONTAINED
THEREIN.
WHEREAS, this Board desires to accomplish the purposes outlined in the accompanying
memorandum, a copy of which is incorporated herein by reference,
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF MIAMI-DADE COUNTY, FLORIDA, that this Board hereby
approves the execution of an Interlocal Master Agreement between Miami -Dade County 'and the
City of Miami regarding utility work for Miami -Dade County. The Interlocal Master Agreement
establishes the procedures for the performance and reimbursement of the utility work, including
the utility design work to be performed and the utility construction work to be carried out. The
Board also authorizes the County Mayor or Mayor's designee to execute individual joint
participation agreements with the City of Miami for the specific utility projects as they are
identified, in substantially the form attached hereto and made a part hereof.
The foregoing resolution was offered by Commissioner Dennis s C. Moss
who moved its adoption. The motion was seconded by Commissioner .Toss "li!epr" D.ir
and upon being put to a vote, the vote was as follows:
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
Bruno A. Barreiro
Jose "Pepe" Diaz
Sally A. Heyman
Jean Monestime
Sen. Javier D. Souto
Juan C. Zapata
Agenda Item No. 8(0) (1).
Page No. 2
Rebeca Sosa, Chairwoman
Lynda Bell, Vice Chair
aye Esteban L. Bovo, Jr.
aye Audrey M. Edmonson
absent Barbara J. Jordan
aye Dennis C. Moss
aye • Xavier L. Suarez
absent •
aye
absent
aye
absent
aye
aye
aye
The Chairperson thereupon declared the resolution duly passed and adopted this 4'h day
of March, 2014. This resolution shall become effective ten (10) days after the date of its
adoption unless vetoed by the Mayor, and if vetoed, shall become effective only upon an
override by this Board.
Approved by County Attorney as
to form and legal sufficiency.
Sarah Davis
s
MIAMI-DADE COUNTY, FLORIDA
BY ITS BOARD OF
COUNTY COMMISSIONERS
HARVEY RUVIN, CLERK
By: '
Deputy Clerk
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
COpy
INTERLOC.AL MASTER AGREEMENT BETWEEN IVILAME-DAPE COUNTY AND
.CITY..0V,MIAMI TO PilePVIMUTILITY WO11C FOR 1V4AlattpAliE COMO.
TII$o 541'
/A:0.-0.81\aNT; entered into. this &:/. day Qt , 2i14 by and
between Miami -Dade County, a 139.1itleal suhdivia,i911 of fhState of Ploxida (the "COUNTY')
and the City of Miami,. a municipal corporation organized and existing under the laws of the
attlt.4 otElotie14 CEhe aOIT71;
WrriaSsTil:
WITRREAS4 the COUNTY Owns or may, lathe future, own certain. water 04.1 wastewater
facilities, sincluding hanOt liirnted to, .p:aVity sewer.peS, pump statiOns, reclaimedwater pipes,
vaves. id \741V0 coversmanholes and 40.00$ oovers, viAter 1pe3, sanitary sewage pipes, meters,
hydrants, and alt applirtenknees. thereto, whit ale 01' may, mthefithue, be located in the Cirt's
public roads .or lands. (the "FACILITIEP); and
WOAVAN., the MinH.-Dade Watei & Sewei.. Depaiiment ("WASD") operates the
QOVITIN Wale 0.111.t.Any Wag.WatOr
WYERBASi the .qITY engages in projects that involve constrticting, reconstTuoting or
Othetwiad ollAtiOng pubiio loads and offer improvements located on. public roads or lands
(1,1:0011140).' teerred. tQ 4S. 6010. "PrOjee or the "PrOjeotal; and.
WM:Ma cr.:PY gal the COVillY mar propose ?toj.e.ote. the toegatatb the
installattinA xelooation (vertically and/or zoplgoomeat, adjust u ronwital of the
Oointination thereof (hereinafter referred to as 'Utility Work); _and
VTNIBRBAS, the C.1. and the 00-UNTY desire to. titiii*e Mayo? costs, and invet to
fb. PAN, *It* /.A.a,y-x?4.11.1$. ft.0.14 lack of 0.00tditation. and 0.0mixo1Qation UM& or among
them slid:1110h respeettv,,e ociati,actors podormigg tfre. Pro; ot gam: "Voris; and
AA,the CJTY and the COUNTY d6Site to enter into a master agreement that
'eStabliahe$ the ptOodum for the peffolth.4Q-0 ad rhtsomout of the 'Utility Wolk including
the new ttootn wo& to be perioxpled and the ugly emigroion viciti to be rained out (the
"Intef(oealMasterAgreemost);
WIZUM., the pp os Of this toterloO.ai Matter Agrearo.ent and. the individual joint
PgtiPtpg.10.A -4POri.:Ats (li00:113:40r,. "RAY) to poitiZ the Utility Work with the Project in
anttacieDt CC? cvsliptp-O, eecnomical and ejcp.oditioilo gionex,
NOW, TUIERBFORE, in onsideiatthn Of the premises and the mutual covenants
Q.033:6t-Oe4itergill, the) 0.1'11 t110 001Vrt hereby ape a tabors'.
1, Every Noveniber, the CITY will prepaxe. e44 provide to the COUNTY a list of Projects
that it itt6h.ds to begin engineering design for ha the next two years. This list of Projeota
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
will include anything involving roadway or subsurface work as well as Projects involving
landscaping, resurfacing, drainage and lighting. The list of Projects will include the
scope of work and schedule/timing for each Project. Such list maybe amended after the
exchange, but it is the intent of the CITY to give the COUNTY advance notice of
anticipated Projects with sufficient lead time for planning and funding purposes, Within
sixty (60) days of the exchange of the list of Projects, the COUNTY will review and
identify the Projects from the CITY's list that are potential candidates for proposed
WASD infrastructure improvements within the limits of any Project that is new to the
list. Additionally, at this time, the COUNTY will notify the CITY of any projects on the
CITY's list that do not correspond with projects that WASD has placed on its Capital
Improvements Plan and, therefore, will constitute Utility Work that is being taken out of
order for WASD.
2, In the event the CITY and the COUNTY determine and agree that Utility Work may be
necessary for any Project, a Joint Participation Agreement ("JPA"), in substantially the
same form as the JPA attached hereto as Exhibit A, will be executed by the CITY and the
COUNTY. A IPA will be entered into for design work, if applicable, and a separate JPA
will be entered into for construction work, if applicable. Each JPA will specify the
Project -specific terms, conditions and costs •associated with the design and/or
construction of all Utility Work for each Project.
3. Utility Coordination and Identifying/Implementing Projects
For any Project where the CITY or COUNTY detennines that Utility Work may be
necessary, the following procedure will be utilized (although the CITY and the COUNTY
may mutually agree to combine or eliminate any portion of the procedure that may not be
applicable to a specific Project) for purposes of implementing a JPA:
a. . Identifying Projects/Utility Coordination
(1)
(2)
(3)
Upon receipt of the list of Projects from the City every November, WASD
will have sixty (60) days to advise the CITY of its possible interest in
entering into a JPA for the Utility Work necessary for the Projects
identified. In the event that the CITY is able to undertake additional
Projects due to new funding sources not identified in the fiscal budget, the
CITY_will notify WASD, and all ofthe above teens will apply.
Upon completion of 30% of the design work for a particular CITY Project,
the CITY shall send a written notice to WASD, including the 30% design
work (the "Notice") (see Paragraph 10 herein for requirements of.notices),
which will set forth the scope and timeline of the particular CITY Project.
WASD shall inform the CITY of its interest in entering into a JPA or not
within thirty (30) days of the Notice and submittal of 30% of the design of
the CITY's Project by the CITY. To the extent possible at this point in
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the Project, WASD shall inform the CITY of the preliminary proposed
scope for the Utility Work and whether the JPA will be for design and/or
construction by the CITY.
b. Mandatory Utility Meeting
(1) If WASD sends a written response to the CITY's Notice expressing a
desire to enter into a JPA for design and/or construotion of the Utility
Work, the CITY shall propose in writing a time, date and location for a
mandatory meeting (the "Meeting Notice") between the representatives of
the CITY and WASD who will be managing and/or supervising the Utility
Work to discuss the parameters of the Project and implement the process
for a mutually beneficial Project (hereinafter, the "Mandatory Utility
Meeting"). Within two business days of receipt of the Meeting Notice,
WASD will confirm.. its availability for the Mandatory Utility Meeting at
the time, date and location specified on the Meeting Notice or will suggest
in writing other possible dates, times or locations for the Mandatory
Utility Meeting,
The CITY's and WASD's representatives will bring any information
pertinent to the Project to the Mandatory Utility Meeting, including but
not limited to, the CITY's thirty percent (30%) design work for the Project
as well as reports and as -built drawings of the existing WASD Facilities.
At the Mandatory Utility Meeting, the CITY and WASD will discuss and
identify the scope of the Utility Work to be done by the CITY, and if
applicable, the scope of the Utility Work to be done by WASD.
Additionally, the minimum qualifications for the CITY designer and
contractor will be discussed, if the CITY is to do the design work 'for the
Utility Work. At the Mandatory Utility Meeting, if the CITY and•WASD
disagree as to the scope of the Utility Work to be performed by each party
and the Mandatory Utility Meeting is adjourned before an agreement can
be reached, the CITY and WASD will not move forward with a JPA for
the design or construction of the Utility Worlc. WASD,. at its own
discretion, will decide whether to proceed with the Utility Work and when
it will proceed with such work.
(4) If a TPA is not entered into at the 'conclusion of the Mandatory Utility
Meeting, the CITY will, nevertheless, execute a Letter of Intent to proceed
with the Project. The Letter of Intent will be in substantially the same
form as that attached hereto as Exhibit B. The purpose of the Letter of
Intent is to ensure that, if WASD moves forward with the design work
required for the Utility Work necessary for the Project and incurs the
expenses associated with suoh design work, the CITY wiIi not discontinue
(2)
(3)
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(5)
or unreasonably delay the Project and WASD's resources will not be
wasted.
Regardless of whether the CITY or WASD is performing the design work,
the roadway plans shall be designed in a manner to reduce and minimize
any conflicts with WASD Facilities. Where conflicts are identified, the
CITY and WASD agree to resolve the conflicts in the most cost-effective
manner that is the least disruptive to the general public and is the least
costly to the residents of Miami -Dade County.
(6) Regardless of whether the CITY or WASD is performing the design
aspect of the Utility Work, each will fully cooperate with all Right -Of -
Way ("ROW") users in the preparation of the design. To the extent a
conflict arises in the design process with aROW user other than WASD or
the CITY, the CITY and WASD agree to resolve the conflicts in the
manner that is least disruptive to the general public and is the least costly
to the residents of Miami -Dade County.
c. CITY to Design Utility Work
(1)
(2)
(3)
Within two (2) weeks after the Mandatory Utility Meeting, if the parties
desire to enter into a JPA for the design work, the CITY will provide a
design cost proposal to WASD for the design worlc to be performed by the
CITY for the Utility Work.
If WASD agrees with the design cost proposal provided by the CITY for
the design work, it will provide written confirmation of its agreement with
the design cost proposal within ten (10) business days of its receipt of the
design cost proposal. In its written confirmation, WASD will also
reconfirm its desire to enter into a TPA with the CITY for the design work.
If WASD does not agree with the design cost proposal provided by the
CITY for the design work, it will advise the DITY of its disagreement in.
writing within five (5) business days of receipt of the proposal and will
propose a date, Lune and location for a second meeting between WASD
and the CITY to discuss the design cost proposal for the design work. The
second meeting shall take place no later than ten (10) business days from
WASD's receipt of the CITY's design cost proposal for the design work.
If either WASD or the CITY do not wish to have a second meeting to
discuss the CITY's design cost proposal, whichever party declines the
second meeting will also make it clear in writing that it no longer wishes
to proceed with a IPA for the Utility Work.
(4) If the CITY's design cost proposal is not acceptable to WASD but. the
parties conduct a second meeting and reach an agreement as to the design
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(5)
cost proposal, WASD will provide written confirmation of its agreement
with the revised design cost proposal and a reconfirmation of its desire to
proceed with a JPA for the design. work.
If the parties cannot reach an agreement as to the CITY's design cost
proposal, WASD will be responsible for the design work. As set forth in
Section 3(d) below, the CTTY and COUNTY may enter into a construction
JPA where WASD will provide the design work to the CITY for inclusion
in the CITY's construction contract documents.
(6) If the CITY and WASD agree that the CITY will perform the design work
based on the design cost proposal or revised design cost proposal, as
applicable, the CITY will prepare, execute and forward two originals of
the JPA for the Utility Work to WASD for approval. The COUNTY 'will
execute both original 7PAs and return a copy to the CITY within ten (10)
business days of its receipt of the CITY's executed 3PA.
Once the IPA is executed by WASD, the CITY will submit an. invoice to
WASD for the design work for a lump sum amount. WASD will pay the
invoice within forty-five (45) days of receipt of the invoice. WASD. shall
have the right to. review and audit the CITY's records regarding use of the
lump sum payment.
The CITY shall submit the Utility design materials to WASD for review
and approval when the design of the Utility Work is thirty percent (30%)
complete, again when the design is sixty percent (60%) complete, and
again when the design is ninety percent (90%) complete. In the event
WASD finds deficiencies in. the design materials, it will notify the CITY
of such deficiencies in writing within ten (10) business days after each
submittal. The CITY's Procurement and Risk Management Directors
shall have the -right to review WASD's cormnents to ensure that they
comply with the CITY's Code. Within thirty (30) days of the CITY's
receipt of WASD 's notification of deficiencies, the CITY will correct the
deficiencies and return the collected documents for WASD's review and
approval.
When the design is one -hundred percent (100%) complete, the CITY shall
provide WASD with a final set of coordinated design documents (the
"Plans Package"). The Plans Package shall, at aminimumn, include: final
accepted engineering design drawings; "dry -run" permit approvals;
technical specifications and special provisions; an estimated opinion and
probable construction cost, including contingency and allowance account
funds for the construction of the Utility Work; and the minimum
contractor qualifications. The Plans Package will also identify any and all
activities and work necessary. for the Utility Work, including but not
(7)
(8).
(9)
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limited to, clearing and grubbing; survey work; and a traffic control plan.
WASD shall review and provide final acceptance in writing to the CITY
of the Plans Package within ten (10) business days.
(10) If the CITY requests information from WASD's files, WASD shall famish
such information to the CITY within ten (10) business days from the
CITY's request. The CITY, however, shall remain solely responsible for
the proper preparation of the design materials in accordance with WASD
Design and Construction Standards.
d. WASD to Design Utility Work
(1) After the Mandatory Utility Meeting, if the CITY and WASD agree that
WASD will perform the design. work, then WASD and the CITY will
develop a mutually agreeable timeline and coordinate their utility and
roadway design efforts,
(2) WASD shall submit the Utility design materials to the CITY for review
and approval when the design is thirty percent (30%) complete, again
when the design is sixty percent (60%) complete, and again when the
design is ninety percent (90%) complete. In the event the CITY finds
deficiencies in the design materials, it will notify WASD of such
deficiencies in writing within ten (10) business days after each submittal.
Within thirty (30) days of WASD's receipt of the CITY's notification of
deficiencies, WASD will correct the deficiencies and return the corrected
documents,
(3)
Ultimately, WASD will submit to the CITY a Plans Package, which shall,
at a minimum, include: final accepted engineering design drawings; "dry -
run" permit approvals; technical specifications and special provisions; an
estimated opinion and probable construction cost, including contingency
and allowance account funds for the construction of the Utility Work; and
the minimum contractor qualifications. Z'he Plans Package will also
identify any and all activities and work necessary for the Utility Work,
including but not limited to, clearing and grubbing; survey wont; and a
traffic control plan. The CITY shall review and provide final acceptance
in writing to WASD of the Plans Package within ten (10) business clays.
(4) If WASD requests information from the CITY's files, the CITY shall
furnish such information to WASD within ten (10) business days from
WASD' s request; however, if WASD is to perform the utility design
work, it shall, at all tunes, remain solely responsible for the proper
preparation of the design materials.
DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
e. Construction of Utility Work
(1) Upon completion of the design work by either the CITY or WASD, and
approval of the design work by the party who did not perform the design
work, the CITY will incorporate its design plans or WASD's Plans
Package into a request for solicitation. WASD will receive a copy of the
request for solicitation fifteen (15) business days before it is advertised
and will provide its comments regarding such request for solicitation
within ten (10) business days. WASD shall provide any and -all
procurement language required by the County that may need to be
included in the CITY's solicitation. This should include any COUNTY
code requirements or COUNTY procurement requirements that may be
necessary. Language should be included in the CITY's solicitation that
notifies the bids that the Utility Work is being funded by a JPA with
WASD and that funding for the Utility Work will be released after
satisfactory inspection by WASD. The solicitation shall include a separate
bid item for the Utility Work. The CITY shall procure a contract for
construction of the Project, including the Utility Work, in accordance with
the CITY's legal and statutory requirements.
Regardless of whether the CITY or the COUNTY will be performing the
construction aspect of the Utility Work, the CITY and the COUNTY agree
that the Facilities shall, at all times, remain the property of the COUNTY.
CITY to Construct Utility Work
(i)
Before the CITY selects a contractor from the bids received in
response to the request for solicitation, WASD shall have an
opportunity to review the Utility Work portion of the bids for
balance and shall have the light to recommend and/or provide
comments/evaluation to the CITY as to which contractor should
receive the award.
(ii) If the portion of the bid of the contractor selected by the CITY for
performance of the Utility Work is within ten (10) percent of the
cost estimate provided in the Plans Package and agreed to by the
CITY and WASD in advance of the publication of the request for
solicitation, the CITY will prepare, execute and forward to WASD
two (2) originals of the JPA for the construction aspect of the
Utility Work. WASD will .execute the JPA and return a copy to
the CITY within ten (10) business days of its receipt of the CITY's
executed JPA. If the bid of the contractor selected by the CITY for
the performance of the Utility Work is more than ten (10) percent
of the cost estimate provided in the Plans Package and agreed to by
the CITY and WASD in advance DE the publication of the request
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for solicitation, WASD shall have the right to reject the bid for the
Utility Work and take over construction of the Utility Work itself.
(iii) Immediately upon award of the contract for the construction aspect
of the Project, WASD will receive notice of the award from the
CITY and will provide the funds to the CITY in accordance with
the terms of the executed construction JPA.
(iv) The. CITY's contractor shall begin construction on the Project,
including the Utility Work, once a Notice to Proceed has been
issued by the CITY.
(v) The CITY shall obtain all necessary permits and utility
adjustments and will coordinate the review of constriction
documents by the utilities and permitting agencies. The CITY
shall obtain all necessary permits for the Project, including the
Utility Work, in accordance with applicable state, federal and local
laws and ordinances. WASD will use good faith efforts to assist
the CITY in expeditiously obtaining all permits from COUNTY
departments.
(vi) WASD shall fully cooperate with the CITY's contractor in all
matters relating to the perfonnance of the Utility Work.
(vii) WASD shall perform all constnx Lion inspections, testing and
monitoring of the Utility Work to insure that it is properly
performed in accordance with the Plans Package or the CITY's
designs. When the Utility design work was completed by the
CITY, the CITY shall be responsible for reviewing contractor -
furnished engineering submittals and will provide its written
acceptance of the submittals to WASD for its review and approval.
When the Utility design work was completed by WASD, WASD
Shall be responsible for reviewing contractor -furnished engineering
submittals and will provide its written acceptance of the submittals
to the CITY for its review and approval. Except for the inspection,
testing, monitoring and reporting to be performed by WASD, the
CITY will perform all contract administration for its contract.
(viii) The CITY's engineer has full authority to supervise the Project.
The CITY's engineer shall confer with WASD when any
adjustments and/or changes to the Plans Package or the CITY's
designs affect the Utility Work portion of the Project. If WASD
does not agree with the adjustments/changes proposed by the
CITY's engineer, WASD will provide the CITY with an
explanation from its engineer based on the WASD Standard Utility
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Moreover, whenever COUNTY funds are used, the CITY agrees to comply with
. applicable COUNTY procurement requirements and regulations, including but not
limited to, the Community Small Business Enterprise (CSBE) Program, Community
Business Enterprise (CBE) Program, the Community Workforce Program (CWP), and the
Responsible Wages and Benefits Ordinance (Ordinance No. 90-143). The CITY also
agrees to comply with the COUNTY's Ordinance 2-1076 regarding the Inspector
General. Specifically, the CITY agrees to abide by the applicable contract measure
recommendation(s) established by the Department of Business Development Project
Worksheet for the participation of specified business entities and/or trades, and for CWP
requirements, as administered by the COUNTY's Department of Small Business
Development (SBD). SBD shall have the right to oversee and perform compliance
monitoring, including but not limited to, the right to audit and require reports and
documentation related to the Miami -Dade County Code.
6, Force Majeure
Neither the COUNTY nor the CITY shall be liable for any consequences caused by force
majeure, inevitable accident or occurrence or cause beyond the reasonable control of the
COUNTY or the CITY and such an act shall not constitute a breach of this Agreement on
the part of the COUNTY or the CITY, Additionally, neither the COUNTY nor the CITY
shall be liable to the other entity, its agents, its inhabitants or its customers for any
damage resulting from such act or its consequences. As used herein, force majeure shall
mean an act of God, which includes but is not limited to; sudden, unexpected or
extraordinary forces of nature such as floods, washouts, storms, hurricanes, fires,
earthquakes, landslides, epidemics, explosions or other forces of nature. Inevitable
accidents or occurrences shall mean those which are unpreventable by the COUNTY or
the CITY and shall include but not be limited to: strikes; lockouts; other industrial
disturbances; wars; blockages; acts of terrorism; insurrections; riots; federal, state county
and local governmental restrictions, regulations and restrains; military action; civil
disturbances; explosions; and conditions in federal, state, county and local permits.
7. Dispute Resolution
The COUNTY and the CITY shall resolve any disputes, controversies or claims between
therm arising out of this Agreement in accordance . with the "Florida Governmental
Conflict Resolution Act," Chapter 164, Florida Statutes, as amended. This Agreement
shall be governed by the laws of the State of Florida. Venue in any proceedings shall be
in Miami -Dade County, Florida. Each party will bear its own attorneys' fees and costs.
8. Default
If either the CITY or the COUNTY fails to perform its obligations under this Agreement
or any project -specific IPA between the CITY and COUNTY, the non -defaulting party
shall be entitled to reimbursement in full of all documented costs it has expended in
connection with the Utility Work. Moreover, in accordance with the provisions of
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DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
Paragraph 7 above, the non -defaulting party may, but is not required to, seek specific
performance against the defaulting party. Further, any payments that have been made as
of the date of default by the non -defaulting party, including all Contingency/Allowance
Funds, deposits, etc., shall be refunded in full.
9. Entire Agreement, Amendments, Joint Preparation, Sevea-bility
a. This document incorporates and includes all prior negotiations, correspondence,
conversations, agreements and understandings applicable to the matters contained
herein, with the exception of the individual JPAs to be entered into on a Project
by Project basis.
b. No modifications, amendments or alterations in the terms herein shall be effective
Curless made in writing, approved and signed by all parties hereto.
c. Additionally, the CITY and the COUNTY acknowledge that this Agreement was
prepared jointly, _and each party had an opportunity to seek and receive whatever
advice and counsel was necessary for them to form a full and complete
understanding of all rights and obligations herein. The language agreed to
expresses their mutual intent, and, as a matter of judicial construction, the
resulting document shall not be construed more severely against one of the
parties.
d. In the event a portion of this Agreement is found to be invalid by a court of
competent jurisdiction, the remaining provisions shall continue to be effective
unless the CITY or the COUNTY elect to terminate this Agreement. An election
to terminate this Agreement based upon this provision shall be made within ten
(10) business days after the finding by the court becomes final.
10. Notice
a. All notices required pursuant to the terms hereof may be sent by first class United •
States Mail, facsimile transmission, electronic nail, hand delivery or overnight
delivery and shall be deemed to have been received by the end of five business
days from the proper sending thereof unless proof of prior actual receipt is
provided. The parties shall have a continuing obligation to keep one another
apprised of the appropriate persons for notices to be sent to pursuant to this
Agreement. Unless otherwise notified in writing, notices shall be sent to the
following addresses:
(1)
If to the COUNTY/WASD:
•Mianni--Dade Water & Sewer Department
Attn: Director
3071 S.W. 38th Avenue, 5th Floor
Miami, FL 33146
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With a copy to:
Miami -Dade County
Attn: County Attorney
111 N.W. 1st Street, Suite 2810
Miami, FL 33128
(2) If to the CITY:
City of Miami.
Attn: City Manager
3500 Pan American Diive
Miami, FL 33133
With copies to:
City of Miami
Attn: City Attorney
444 S.W. 2nd Avenue, Suite 945
Miami, FL 33130
City of Miami
Attn: Director of' Public Works
444 S,W, 2nd Avenue, Suite 325
Miami, FL 33130
11. Term
This Agreement shall be and remain in full force and effect for a period of ten (10) years
from the effective date of this Agreement, provided, however, that this Agreement may
be terrninated at any time. If either party wishes to terniinate this Agreement, that party
must provide thirty (30) days notice to the other party. If one of the parties seeks to
terminate this Agreement, all projects that have been proceeding pursuant to the terms of
this Agreement will survive and be completed ih accordance with the Agreement's terms.
12. Miscellaneous
The CITY and the COUNTY agree that tune is of the essence in the performance of all
obligations under this Agreement. '
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DocuSign Envelope ID: 29DFFE28-7723-4553-8750-EAAE84A2C35F
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