HomeMy WebLinkAboutSubmittal-Sam Dubbin-Letter to Commissioners Supplemental Letterf
April 11, 2019
Hon. Mayor Francis Suarez
Hon. Chairman Ken Russell
Hon. Willy Gort, District One
Hon. Joe Carollo, District Three
Hon. Manolo Reyes, District Four
Hon. Keon Hardemon, District Five
Hon. Emilio Gonzalez, City Manager
Hon. Victoria Mendez, City Attorney
Hon. Todd B. Hannon, City Clerk
SAMUEL J. DUBBIN, P.A.
DIRECT (305) 357-9004
sdubbin®dubbinkravetz.com
Submitted into the public
record for item(s) 13I.3
on 04/11/2019 City Clerk
Subject: Supplemental Letter from Friends of Maurice A. Ferre Park LLC In
Opposition to RFP No. 989387
Dear Mayor Suarez and Commissioners Russell, Gort, Carollo, Reyes, and Hardemon:
The Friends of Maurice A. Ferre Park, LLC submit this supplemental letter opposing the
RFP for Maurice A. Ferre Park and the Florida East Coast "FEC" Water Slip. Over the past few
days, the City provided certain records in response to a Chapter 119 public records request we
made on March 28. These records reveal serious additional infirmities in the process which
provide additional grounds for this Commission to act decisively to void the RFP.
We urge the Commission to carefully review the attached exhibits, which address some
of the new defects revealed.
1. The RFP was not approved by the BMPT Board. The first and overarching additional
defect shown in the new records is that the RFP published on January 18 was not the same
document that was shown to and voted on by the BMPT Board. The differences are material.
The most important is that while the actual RFP published on January 18 requested proposals for
a "lease of city owned waterfront property," which is clearly beyond the Trust's authority, the
draft RFP shown to and approved by the Board on October 2.3 said nothing about soliciting a
"lease of city -owned land. To the contrary, the document shown to BPMT board proposed a
"management agreement" to "develop, manage, and operate the FEC Slip at Bayfront Park."
Compare Exhibit 1, pages 1, 8, with Exhibit 2, pages 5, 21 , and 30.
In other words, the board was shown and voted on a draft RFP they might have believed
was within their authority, but the published RFP, which they never saw or voted on, clearly
violates the City Charter and Code. The defects are not correctable legally, and this Commission
should not endorse a process that is so fundamentally flawed.
2. The Commission must not acquiesce in the irregularities in the RFP process. In a
pattern seen repeatedly with this process, essential components for a proper RFP are absent from
5`1��, - Su�rn���` - ,w� �,►�r � — �,�+� r v � ��n, � t >����� � v i� �n���u,� 1�,�,��t;
1200 ANASTASIA AVENUE • SUITE 300 • CORAL GANES, FLORIDA 33134
TELEPHONE (305) 371-4700 • FAX (305) 371-4701
this one. The records the City recently produced show that City officials were aware of the need
for a new survey as early as January 15, before the RFP was published, but the RFP was
published on January 18 without one. As late as March 21, no new survey has been completed.
Exhibits 3-7.
Similarly, the RFP, purporting to comply with standard practice and legal requirements,
refers to a form lease to be entered into by the successful bidder in "Exhibit C." However, there
is no Exhibit C or form lease in the published RFP. The documents produced this week show
that no proposed lease has been reviewed nor approved by the BPMT board. Exhibit 8, page 1.
Finally, the City Attorney's Office is evidently concerned about the irregularities in the
process that is now before this Commission. On March 6, six weeks after the RFP was
published, and while the City procurement, legal, and BMPT staff were scrambling to try to plug
the holes by obtaining a survey and creating a lease document to include as an "addendum," an
assistant city attorney candidly admitted that the process was flawed and needed "clarification."
Please issue the Survey as an Addendum which also needs to extends (sic) the
timeline due to the Survey and other miscellaneous changes. Please issue the
least number of Addendums. As this is City owned land and a long-term lease the
City is the prospective awarding authority and Lessor. Upon reflection, the issue
of where and to who the rent is paid bears certain clarification.
Exhibit 9 (Emphasis supplied). The assistant city attorney had also stated at the October 2018
BPMT board meeting that he "recommended" that the City Commission to approve the RFP
prior to its issuance, but the board plunged ahead anyway. Exhibit 10, page 13.
Conclusion. For all of the above reasons, in addition to the reasons expressed in our
April 8 letter, it is responsibility of the Commission to take action immediately to nullify and
void the BPMT's "FEC Slip RFP."
Respectfidly,
Samuel J. Dub n. 1). A.
Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
2
DUBBIN & KRAVETZ, LLP
1200 ANASTASIA AVENUE • SUITE 300 • CORAL GABLES, FLORIDA 33134 • TELEPHONE (305) 371-4700
Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
EXHIBIT 1
Submitted into the public
record for items) DU
on __ 04/11/2019 City Clerk
From: Gell, Jose
Sent: Thursday, October 18, 2018 10:06 AM
To: Suarez -Rivas, Rafael; Diaz, Daylet; Perez, Annie; Calderon, Yadissa; Ponassi Boutureira, Fernando;
Flagg, Thomas; Falcon, Eduardo; Lima, Cristiane; Johnson, Charles
Cc: Gomez Jr., Francisco (Frank); Sanchez, Valeria
Subject: RE: 1046454/ 18-1236/ FEC Deep Water Slip
Good morning, all.
Just wanted to touch base and keep this item moving.
Attached please find a revised RFP 946384, for the FEC slip project. This attachment is from Rafael
Suarez -Rivas from 10/01, it now includes my revisions to the intro of section 3.0, folio # and narrative.
This will be presented at the BPMT meeting on 10/23 for approval.
Again, thanks to all.
Jose
Jose Gell
Interim Executive Director
Bayfront Park Management Trust
301 N. Biscayne Blvd.
Miami, Florida 33132
305-358-7550
www. bayfrontparkmiami.com
From: Suarez -Rivas, Rafael
Sent: Monday, October 01, 2018 9:58 AM
To: Diaz, Daylet <DDiaz@miamigov.com>; Perez, Annie <AnniePerez@miamigov.com>; Calderon,
Yadissa <ycalderon@miamigov.com>; Ponassi Boutureira, Fernando <FPonassi@miamigov.com>; Flagg,
Thomas <tflagg@miamigov.com>; Falcon, Eduardo <efalcon@miamigov.com>; Lima, Cristiane
<CLima@miamigov.com>; Johnson, Charles <CJohnson@miamigov.com>
Cc: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com>; Gell, Jose <JGell@miamigov.com>;
Sanchez, Valeria <VSanchez@miamigov.com>
Subject: FW: 1046454/ 18-1236/ FEC Deep Water Slip
Daylet,
Please save in 18-1236
Procurement,
Please use this revised Insurance in this solicitation.
Rafael Suarez -Rivas, Chief Assistant City Attorney
Submitted into the public
record
on 04/11/2019
Board Certified, City, County
Local Government Law
Hr� Y6¢
Telephone: 0 4 s IIiII8
Facsimile: 305-416-1801
• •
=199ma�M
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legally privileged and confidential information. If you properly received this e-mail as a client or retained expert, please hold it
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From: # #
Sent: Monday, October 1, 2018 6:45 AM
To: Suarez -Rivas, Rafael *# •rn>; Johnson,
<RWeinreb@miamigov.com>; Flagg, Thomas qfLaEg@miamigov.com>; Falcon, Eduardo
Burns Marks • '•. •m>; Lorenzo, Jacqueline <ilorenzo@mia921gg=>;
Subject:Valeria <VSanchez miamigov.com>; Blom, Richard <RBlom@miamigov.com>; Mendez, Victoria
►.: FEC Deep Water Slip
Attached please find revised insurance section to adequately capture the future Development, E
Submitted into the public
record for item(s) DI.
on 04/11/2019 City Clerk
Frank Gomez, PIAM, CPI
Property & Casualty Manager
City of Miami
Risk Management
(305) 416-1740 Office
(305) 416-176o Fax
fgomez@)miamigov.com
"Serving, Enhancing, and Transforming our Community"
From: Suarez -Rivas, Rafael
Sent: Friday, September 28, 2018 3:29 PM
To: Johnson, Charles <CJohnson@miamigov.com>; Calderon, Yadissa cycalderon@miamigov.com>;
Perez, Annie <AnniePerez@miamigov.com>; Gell, Jose <JGell@miamigov.com>; Gomez Jr., Francisco
(Frank) <FGomez@miamigov.com>; Weinreb, Robert <RWeinreb@miamigov.com>; Flagg, Thomas
ctflagg@miamigov.com>; Falcon, Eduardo cefalcon@miamigov.com>
Cc: Burns, Mark <MBurns@miamigov.com>; Lorenzo, Jacqueline < *lore nzo@miamigov.com>;
Rotenberg, Daniel <DRotenberg@miamigov.com>; Diaz, Daylet <DDiaz@miamigov.com>; Sanchez,
Valeria <VSanchez@miamigov.com>; Blom, Richard <RBlom@miamigov.com>; Mendez, Victoria
<VMendez@miamiRov.com>; Gomez, Marta cmartagomez@miamigov.com>
Subject: 1046454/ 18-1236/ FEC Deep Water Slip
Importance: High
Good afternoon. Here are my tracked changes.
Please note numerous laws have been added to Sec. 1.19.
Please note I changed the Term (Duration) only because of the discussion by the Trust.
Frank please closely check the Insurance/ Indemnity as revised.
Robert, Please advise today or Monday on any FIND grant requirements.
Procurement and Dream, thanks for valued assistance.
That's all for right now from me.
Thanks.
Rafael Suarez -Rivas, Chief Assistant City Attorney
Submitted into the public
record for item(s) D13
on 04111L2019 City Clerk
•. • Certified, City, County and
GovernmentLocal
City of Miami Office of Attorney
Telephone:
:0
ars
Disclaimer: This e-mail is intended only for the individual(s) or entity(s) named within the message. This e-mail might contain
legally privileged and confidential information. If you properly received this e-mail as a client or retained expert, please hold it
in confidence to protect the attorney-client or work product privileges. Should the intended recipient forward or disclose this
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received in error we apologize for the intrusion. Please notify us by reply e-mail and delete the original message. Nothing in
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addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-
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Please consider the environment before printing this e-mail. -
City of Miami
Issue Date/Time:
Closing Date/Time:
Pre-Bid/Pre-Proposal Conference:
Pre-Bid/Pre-Proposal Date/Time:
Pre-Bid/Pre-Proposal Location:
Deadline for Request for Clarification:
Contracting Officer:
Hard Copy Submittal Location:
Contracting Officer Facsimile:
r7l��
444 SW a2" Avenue, 6" Floor
Miami, Florida 33130
Web Site Address:XM8�Ln'6jr6iMov&q, R-ro-cE-w-emp—nf
946384
er�ctest for roposal (" "2 to
Develop, Manage and Operate the
ft(j Slip at Bayfront Park
23 -AUG -2018
UM=
301 N. Biscayne Blvd., Miami, FL 33132
Johnson, Charles Senior Pr2c
City of Miami - City Clerk
3500 Pan American Drive
Miami FL 33133 US
CJohnson@mismigov.com
305-400-5373
Submitted into the public
record for item(s) I.
on 04/11/2019 City Clerk
aw Uw, dw Aaeurn
Certification Statement
Please quote on this form, if applicable, net prices for the item(s) listed. Retum signed original and
retain a copy for your files. Prices should include all costs, expenses, and fees including transportation
to destination. The City reserves the right to accept or reject all or any part of this submission and all .
responses thereto. Prices should be firm for a minimum of 180 days following the time set for closing
of the submissions.
Similarly as applicable quote on this fonu. whenever applicable. ncl prices which represent ail sales
all other profits, revenues, sources of income and consideration of all itenUs) listed that will be paid to
the City.
In the event of errors in extension of totals, the unit prices shall govern in determining the quoted
prices.
We (1) certify that we have read your solicitation, completed the necessary documents, and propose to
furnish and deliver, F.O.B. DESTINATION, the items or services specified herein.
The undersigned hereby certifies that neither the contractual party nor any of its principal owners,
partners_ members .stockholders or personnel have been convicted of any of the violations mchich are
knotcn in Florida as Public Entity Crimes crimes involcina moral turpitude such as theft, f?auk_
conversion_ I lonest Services Act violations, civil theft. ins, or debarred or suspended as set in
section 18-107 of of the City Code which is a portion of the City of Miami Procurement Ordinance
rtr i^^ ^' " ur ,c:3rs in the State of Florida ('omitted \cndors List in Section 287.0,,.
Florida Statutes..
All exceptions to this submission have been documented in the section below (refer to paragraph and
section).
EXCEPTIONS:
We (I) certify that any and all information contained in this submission is true: and we (1) further certify
that this submission is made without prior understanding, agreement, or connection with any
corporation, firm, or person submitting a submission for the same materials, supplies, equipment, or
service, and is in all respects fair and without collusion or fraud. We (1) agree to abide by all terms and
conditions of this solicitation and certify that 1 am authorized to sign this submission for the submitter.
Please print the follo%%ing and sign your name:
PROPOSER NAME:
ADDRESS:
PHONE:
EMAIL:
SIGNED BY:
TITLE:
18-12;6
M
CELL(Optional):
10
iubmitted into the public
record for itern(s) Q1.3
on 04/1112019 , City Clerk
Submitted into the public
record for item(s) 131.3
on 04/11/2019. City Clerk
FAILURE TO COMPLETE, SIGN, AND RETURN THIS FORM SHALL DISQUALIFY THIS
RESPONSE.
Submitted • the public
recordo ;-m(s) 131.3
on 04/11/2019
Legal Name of Firm:
Entity Type: Partnership, Sale Proprietorship, Corporation, limited Liability Conipanv,Other Eiusiness
Entitv, including in addition any Fictitious Name Affidavit etc.
IYear Established([ncor rorated' Reeistered I:
Office Location: City of Miami, Miami -Dade County, or Other Location please list street address. No Post
Office (`PO") Boxes.
Occupational License Number:
Occupational License Issuing Agency:
Occupational License Expiration Date:
Will Subcontractor(s) be used? (Yes or No)
If Proposer has a local Office, as defined under Chapter 18/Article 111, Section 18-73 of the City Code,
has Proposer filled out, notarized, and included with its RFP response the "City of Miami Local Office
Certification" form? YES OR NO? (The City of Miami Local Office Certification form is located in the
Oracle Sourcing system ("iSupplier''), tinder the Header/Notes and Attachments Section of this
solicitation)
Ifsubcontractor(s) will be utilized, provide their name, address and the-t1w portion ofthe work they will
be responsible for raider this contract (a cop} of their license(s) must be submitted with your bid
response). Ifno subcontractor(s) NUI be utilized, please insert Not App!jc;Ihlc_/N/A).:
Please list and acknowledge all addendum/addenda received. List the addendum/addenda number and
date of receipt (i.e. Addendum No. 1. 7/1/17). Ifno addendum/addenda Nyashcere issued, please insert
N/A.
I las Proposer reviewed the Attached Sample Professional Sers ices Agreement'
18-1236
Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
An affirmative Yes is Required Yes
18-1236
Submitted into the public
record for item(s) DI.
on 04/11/2019 City Clerk
Acknowledge that if awarded, Proposer will be required to execute the Professional Services
Agreement in substantially the attached form. In addition, Proposer must acknowledge that certain
clauses (including # 2 Term, # 6 Audit and Inspection Rights and Records Retention, # 8 Public
Records, # 9 Compliance with Federal, State and Local Laws, # 10 Indemnification, # 13 Termination;
Obligation Upon Termination, # 15 Nondiscrimination, and # 22 City Not Liable for Delays) are
non-negotiable.
Please acknowledee Yes is reuuired Ycs
18-1236
Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
Line: 1
Description: Please refer to Form B, Fee Proposal in the Header/Attributes Section of this
Solicitation.
Category: 97104-00
Unit of Measure: Dollar
Unit Price: $ Number of Units: 1 Total: $
18-1236
946384
Termsand Conditions ....... ..................... .................... .............................................. ............... ....... .___ .................... .7
1. General ..
Conditions-. ........... ... ........................... ._
._....... _. ... .............. _ ....................
1.1. GENERAL TERMS AND CONDITIONS ............... .......... ....... ...__....................... ................. .7
2. Special Conditions... ............................... ........._.............._................................. _........... .....-.....................29
2.1. PURPOSE .............................. ...... ........................ ...... _..... .... .... ........ ................ ........ ._................. .._..29
2.2. DEADLINE FOR RECEIPT OF REQUEST FOR ADDITIONAL
INFORMATION/CLARIFICATION........................................ ...................... .............. ............ .... .........29
2.3. PROPOSERS MINIMUM QUALIFICATIONS -...... _................... _- .. -. ........................._.._.29
2.4. VOLUNTARY PRE -PROPOSAL CONFERENCE AND SITE VISIT. ..- ....... ......... - 29
2.5. TERM OF CONTRACT.. .... _................_........................................_ _ _ ...............................30
2.6. IRREVOCABLE LETTER OF CREDIT / SECURITY.......... .... ...... ....... 30
2.7. CONDITIONS FOR RENEWAL ................ ......... .. _ _. .... 30
2.8. NON -APPROPRIATION OF FUNDS .............. ........ ............. _ _ ................30
2.9. EXECUTION OF AN AGREEMENT... ........................... . .. ........... ... . ....... ......... .......... ....31
2.10. METHOD OF AWARD .................................................... ..........................31
..................................
2.11. DEFAULT AND FAILURE TO PERFORM .............. ...... .__ _............_ .....................31
2 12. INSURANCE REQUIREMENTS ........ ................... ........... ................... ..............................31
2.13. PROJECT MANAGER ....._........ ........ .......... _ _. _ _.... .._._.............36
2.14. SUBCONTRACTOR(S) OR SUBCONSULTANT(S) __ _ ......................36
2.15. CHANGES/ALTERATIONS....... ..................... __ __.............36
216. COMPENSATION / FEE PROPOSAL... ...._... _. ......37
217. GROSS RECEIPTS..... ..... .... ...... . .......... ..........37
2.18. WORTHLESS CHECK OR DRAFT _....... ............ . ...... _ __... ..__.. ... -.. 38
2.19. USE OF PREMISES .... ......... ._...... ...... .................39
2.20. DAMAGES TO PUBLIC/PRIVATE PROPERTY... .... - ............. .. ....... .. .......... . ... .......... 39
221. PUBLIC CONVENIENCE AND SAFETY__ ........................ ..... _ _ .........39
2.22. EVALUATION/SELECTION PROCESS AND CONTRACT AWARD ........................39
223. RECORDS .................... ..._ _..... ........40
2.24. TERMINATION __ ........ ____ .................. ..... ... ..... ........ 40
225. ADDITIONAL TERMS AND CONDITIONS --__....... .... .... .... _ . _ ..___ ....... ...................41
3. Specifications .......... ................. ......... . _ . _........... ....... _ ..... .......... I ... I .........42
..........
3.1. SPECIFICATIONS/SCOPE OF WORK....... ... ... _.... . .. .........................
4. Submission Requirements .._...
4.1. SUBMISSION REQUIREMENTS . __.. .....
S. Evaluation Criteria ........... ......
5.1. EVALUATION CRITERIA ... .................. _ ............. .... ...................49
Page 6 of 49
Submitted into the public
record for item(s) Q1-3
on 04/11/2019 City Clerk
946384
Terms and Conditions
1. General Conditions
1. GENERAL TERMS AND CONDITIONS
Intent: The General Terms and Conditions described herein apply to the acquisition of goods/equipment/services
with an estimated aggregate cost of $25,000.00 or more.
Definition: A formal solicitation is defined as issuance of an Invitation for Bids, Request for Proposals, Request for
Qualifications, or Request for Letters of Interest pursuant to the City of Miami Procurement Code and/or Florida
Law, as amended. Formal Solicitation and Solicitation shall be defined in the same manner herein.
LL ACCEPTANCE OF GOODS, EQUIPMENT OR SERVICES - Any good(s), equipment or services
delivered under this formal solicitation, if applicable, shall remain the property of the seller until a physical
inspection and actual usage of the good is made, and thereafter is accepted as satisfactory to the City. It must
comply with the terms herein and be fully in accordance with specifications and of the highest quality In the event
the goods/equipment supplied to the City are found to be defective or does not conform to specifications, the City
reserves the right to cancel the order upon written notice to the Contractor and return the product to the Contractor at
the Contractor's expense.
In terms of this RFP the use of the worn! "services °' includes without limitation professional and personal services
r`s that term professional and personal services is defined by the Cih' of Miami Procurement Ordinance and as
ser forth in the Definitions Section 18-73 of the Cih' Code. Such professional services will include ant' required
certifications, training and license rte required by applicable farms and regulations.
1.2. ACCEPTANCE OF OFFER - Subject to prior occurrence of all conditions precedent set forth in Section 1.88,
the signed or electronic submission of your solicitation response shall be considered an offer on the part of the
bidder/proposer' such offer shall be deemed accepted upon the occurrence ofall conditions precedent and issuance
by the City of a purchase order or notice to proceed, as applicable In Summation, execution of a Professional
Services Agreement, approval by a referendum as stated in this RFP, and issuance by the City of a v rouci _purchase
order and/or notice to proceed, as applicable.
1.3. ACCEPTANCE/REJECTION— The CitN reserves the right to accept or reject any or all responses or parts of
after opening/closing date and request re -issuance on the goods/services described in the formal solicitation. In the
event of such rejection, the Director of Purchasing shall notify all affected bidders/proposers and make available a
written explanation for the rejection. The City also reserves the right to reject the response of any bidder/proposer
who has previously failed to properly perform under the terms and conditions of a contract (Professional Services
Agreement ("PSA")), to deliver on time contracts of a similar nature, and who is not in a position to perform the
requirements defined in this formal solicitation or who has been debarred, who is on the convicted vendors list, who
is indebted to the City, who is otherwise determined to be non-responsive or non -responsible. The City further
reserves the right to waive anv irregularities or minor informalities or technicalities in am or all responses and mac,
at its discretion, re -issue this formal solicitation.
1.4. ADDENDA — It is the bidder's/proposer's responsibility to ensure receipt of -all Addenda Addenda are available
at the City's website at http /Av\v%v.ci miami fl us/procurement
I.S. ALTERNA"ITE RESPONSES WILL NOT BE CONSIDERED.
1.6. ASSIGNMENT- Contractor agrees not to subcontract, assign. transfer, convc%, sublet. or otherwise dispose of
Paee 7 of 49
iubmitted into the public
record for itern(s) 131-3
on 0411IL2019 City Clerk
946384
the resulting Contract, or any oral I of its right, title or interest herein, without City of Miami's prior written consent
1.7. ATTORNEY'S FEES - In connection with any litigation, mediation and arbitration arising out of this_
Agreement or RFP -Fob, each party shall bear their own attorney's fees through and including appellate
litigation and any post -judgment proceedings.
1.8. AUDIT RIGHTS AND RECORDS RETENTION -The Successful Bidder/Proposer agrees to provide access
at all reasonable times to the City, or to any of its duly authorized representatives, to any books, documents, papers,
and records of Contractor which are directly pertinent to this formal solicitation, for the purpose ofaudit,
examination, excerpts, and transcriptions. The Successful Bidder/Proposer shall maintain and retain any and all of
the books, documents, papers and records pertinent to the Contract for three (3) years after the City makes final
payment and all other pending matters are closed. Contractor's failure to or refusal to comply with this condition
shall result in the immediate cancellation of this contract by the City. The audit and inspection provisions set forth in
Sections 18-100 to 18-102, City Code, are deemed as being incorporated by reference herein as set forth in full
1.9. AVAILABILITY OF CONTRACT STATE-WIDE - Any Governmental, not -far -profit or
quasi -governmental entity in the State of Florida, may avail itsetfof this contract and purchase any and all
goods/services, specified herein from the successful bidder(s)/proposer(s) at the contract price(s) established herein,
when permissible by federal, state, and local laws, rules, and regulations.
Each Govemmental, not-for-profit or quasi -governmental entity which uses this formal solicitation and resulting bid
contract or agreement will establish its own contract/agreement, place its own orders, issue its own purchase orders,
be invoiced there from and make its own payments, determine shipping terms and issue its own exemption
certificates as required by the successful bidder(s)/proposer(s).
1.10. AWARD OF CONTRACT:
A. The Formal Solicitation, Bidder's/Proposer's response, any addenda issued, and the purchase order shall
constitute the entire contract, unless modified in accordance with any ensuing contract/agreement, amendment or
addenda.
B. The award of a contract where there arc Tie Bids will be decided by the Director of Purchasing, using the Best
and Final Offer (-`BFO") approach, or designee in the instance that Tie Bids can't be determined by applying Florida
Statute 287 087, Preference to Businesses with Drug -Free Workplace Programs.
C. The award of this contract may be preconditioned on the subsequent submission of other documents as specified
in the Special Conditions or Technical Specifications. Bidder/Proposer shall be in default of its contractual
obligation if such documents are not submitted in a timely manner and in the form required by the City. Where
Bidder/Proposer is in default of these contractual requirements, the City, through action taken by the Purchasing
Department, will void its acceptance of the Bidder's/Proposer's Response and may accept the Response from the
next lowest responsive, responsible Bidder or Proposal most advantageous to the City or re -solicit the City's
requirements- The City, at its sole discretion, may seek monetary restitution from Bidder/Proposer and its
bid/proposal bond or guaranty. if applicable, as a result of damages or increased costs sustained as a result of the
Bidders/Proposer's default
D. The tern of the contract shall be specified in one of three documents which shall be issued to the successful
Bidder/Proposer. Ihese documents may either be a purchase order, notice of award and/or contract award sheet
E. The Citv reserves the right to automatically extend this contract for up to one hundred t%%entc (120) calendar
days be%ond the stated contract tern in order to provide City departments with continual sen iee and supplies %chile
a ne%v contract is being solicited, evaluated, and/or awarded, if the right is exercised. the Citi shall notify the
Bidder/Proposer, in writing. of its intent to extend the contract at the same price, terns and conditions for a specific
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number of days. Additional extensions over the first one hundred twenty (120) day extension may occur, if, the City
and the Successful Bidder/Proposer are in mutual agreement of such extensions.
F. Where the contract involves a single shipment of goods to the City, the contract term shall conclude upon
completion of the expressed or implied warranty periods.
C. The City reserves the right to award the contract on a split -order, lump sum or individual -item basis, or such
combination as shall best serve the interests of the City unless otherwise specified.
H. An Agreement may be awarded to the Bidder/Proposer by the City Commission based upon the minimum
qualification requirements reflected herein. As a result of a RFP!, RFQ, or RFLI, the City reserves the right to Comment [S 3p Write out word before you
execute or not execute, as applicable, an Agreement with the Proposer, whichever is determined to be in the City's use the acronym
best interests. Such agreement will be furnished by the City, will contain certain terms as are in the City's best
interests, and will be subject to approval as to legal form by the City Attorney. All conditions precedent identi fled in
Section 1.88 before any Agreement is binding.
1.11. BID BOND/ BID SECURITY - A cashier's or certified check, or a Bid Bond signed by a recognized surety
company that is licensed to do business in the State of Florida, payable to the City of Miami, for the amount bid is
required from all bidders/proposers, if so indicated under the Special Conditions. This check or bond guarantees
that a bidder/proposer will accept the order or contracUagreement, as bid/proposed, if it is awarded to
bidder/proposer. Bidder/Proposer shall forfeit bid deposit to the City should City award contract/agreement to
Bidder/Proposer and Bidder/Proposer fails to accept the award. The City reserves the right to reject any and all
surety tendered to the City. Bid deposits are retumed to unsuccessful bidders/proposers within ten (10) days after
the award and successful bidder's/proposer's acceptance of award. if sixty (60) days have passed atter the date of the
formal solicitation closing date, and no contract has been awarded, all bid deposits will be returned on demand.
1.12. RESPONSE FORM (HARDCOPY FORNIAT) - All forms should be completed, signed and submitted
accordingly_
1.13. BID SECURITY FORFEITED LIQUIDATED DAMAGES- Failure to execute an Agreement and/or file
an acceptable Performance Bond, when required, as provided herein, shall be just cause for the annulment of the
award and the forfeiture of the Bid Security to the City, which forfeiture shall be considered, not as a penalty. but in
mitigation of damages sustained. Award may then be made to the nest lowest responsive, responsible Bidder or
Proposal most advantageous to the City or all responses may be rejected.
1.14. BRAND NAMES - It and wherever in the specifications brand names, makes, models, names of any
manufacturers, trade names, or bidder/proposer catalog numbers are specified, it is for the purpose ofestablishing
the type, function, minimum standard of -design, efficiencv, grade or quality of goods onb , When the City does not
wish to rule out other competitors' brands or makes, the phrase'OR EQUAL` is added When bidding/proposing an
approved equal, Bidders/Proposers will submit, with their response. complete sets of necessary data (factory
information sheets, specifications, brochures, etc.) in order for the Cit_v to evaluate and determine the equality of the
items) bid/proposed. The City shall be the sole judge of equality and its decision shall be final. Unless otherwise
specified, evidence in the form of samples rna% be requested if the proposed brand is other than specified by the
City Such samples arc to be furnished after formal solicitation opcnina/closing only upon request of the Cite. If
samples should be requested, such samples must be received bt the City no later than seven (7) calendar daNs atter
a formal request is made.
1.15. CANCELLATION -The City reserves the right to cancel all tonnal solicitations before its opening/closing.
In the edent of bid/proposal cancellation, the Director of Pnrchasina shall notify- all prospeetice bidders/proposers
and make available a written explanation for the cancellation.
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HPAM
MEMMM=
3.1. SPECIFICAI'IONS/SCOPE OF WORK
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1. Project Goals
The Cite mshes to redevelop the FEC Slip Into a mixed-use waterfront Marina, providing, first-class services to
tOUrists and residents alike RFP seeks to ideiinl'N the proposal deemed most aKMIIIUIge()US to the ChN .
a. Economic Objectiies
I , Increase financial fett.ini to the Cit%
I
Improve revenLIC-pF0dLIC]MZ capacii% of t'acilities,
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3. Ensure that any proposed ancillary or complementary uses further enhance the destination market appeal;
4. Utilize the available Property to maximize its economic potential subject to the restrictions set forth in this
RFP.
b. Planning & Land Use Objectives
I . Attract residents and visitors to the public waterfront so that they may enjoy Biscayne Bay,
2. Develop the Property into a world-class facility, using state -of -the art technology. Include ancillary uses
that complement the Property's setting and geographical location, aimed to stimulate public use of, and widespread
interest in, the Property,
3. Provide for the development of a mixed-use marina and waterfront destination, portraying a unified and
integrated marina that seamlessly interacts with the surrounding area,
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4. Allow for easy access to and throughout the Property, including the development and/or maintenance of the
existing Baywalk. Any ne%v development of Baywalk must match the current design ,and provide seamless
connectivity to and from the Property,
5. Promote various active public uses of Phe site that will enhance the overall public benefit derived from the
Property in terms of use, visibility, environmental protection, and financial retum,
6. Preserve critical and sensitive wildlife areas,
7. Provide facilities that represent flexible designs and iconic attention -grabbing buildings that function
year-round for daily and nightly activities,
8. Maintain harmony between the design and architecture of the new structures and the surrounding
neighborhood:
9. Develop an array of recreational waterfront uses operated by management experienced in waterfront
programming in order to attract increasing and varied segments of the local, regional and visitor population;
10. Develop the Project with considerations made for anticipated sea level rise using the USAGE High or NOAA
High curve calculator for sea level rise projections.
c. Urban Design Principles & Guidelines
I. Use of Miami 21 as a guideline for proposed improvements and the Projects architectural/landscape
features:
2. Emphasis on public access throughout the Property, with safe pedestrian connections and ease of access
between the facilities and the surrounding areas:
3. Improve Marina access points with aesthetically attractive buffering features through hardscape or soft cape
elements.
4 Utility infrastructures shall be placed underground or within chases below grade, %there feasible:
5. Creative use of lighting and distinctive exterior lighting is encouraged;
6. Provide decorative lighting that has minimal or no impact on the FEC Slip and environment:
7. Incorporation of pedestrian -scale decorative lighting, as well as low-level path and landscape accent
lighting:
8 Architecture and landscape should acknowledge the tropical climate of the region and contribute to the
pedestrian and civic life of the Project:
9. Provide optimum views ofthe bay from the facilities:
10. Provide continuous public open spaces that acknowledge the tropical climate of the region by providing
significant landscape design, shade and coverage through the use of substantial shade trees.
11. Adaptability to increased flooding risks due to sea level rise:
12. Building facades should be varied and articulated to invoke visual interest:
13. Secondary entries from interior %%alkways are also encouraged.
3. Required Redevelopment
The Successful Proposer shall maintain the Property in First -Class operating condition_ For the purposes of this
RFP. "First Class" shall refer to the use of state-of-the-art or high-grade technology, materials. and services
according to acceptable industry standards and applicable laws The Successful Proposer shall be expected. prior to
final approval of the Project plan, and subject to applicable laws (including permitting requirements and other
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regulations), to substantially comply with and provide for the following elements into the final design:
a. Marina
1. Maximize boating access and transient dockage participation in compliance with applicable laws and
regulations,
2. Construct the marina and provide for best utilization of available space for wet slips and/or other uses,
3. Construction documents shall be subject to "peer review" of electrical and structural design;
4. Interior and perimeter walkways shall be a minimum of fourteen (14) ft. width where there are sufficient
uplands to accommodate the 14' width and shall be the widest reasonably possible where there are insufficient
uplands,
5. Signage shall be designed to meet compatibility, uniformity and size standards that do not compete with the
architecture ofthe development, and that comply with applicable Miami 21 zoning regulations:
6. Marina shall be required to achieve and maintain designation as a "clean and resilient marina" as
administered by FDEP, to the extent applicable,
7. Design shall also take into account the protected natural habitats in the area, if applicable;
S. Proposers shall be required to provide critical wildlife markers, where applicable:
b. wet Slips
1. Maximize the number of wet slips on site considering market demand, RFP requirements, and revenue
generation,
2 Dock canstruction shall be concrete docks or aluminum floating docks. However, one hundred percent
(100%) fixed concrete docks are preferred No wooden docks shall be permitted,
3. Docks shall be designed to sustain category two (2) or three (3) hurricane with boats in the wet slips,
4. New docks shall include modern dock design, with sufficient voltage, metered water, and other utility
requirements to provide for the proper operation of most modern boats commensurate with the slip size:
5. Docks shall be separately metered:
Provide adequate amount of transient dockage,
Provide for a public water taxi stop %%ith no restrictions on timing or use,
Provide for small boat. kayak, and sailboat rental concession slips.
Each Proposer may propose to have one or more restaurants on the site. However, the Successful Proposer must
ensure that all restaurant facilities are in full compliance with all current and applicable local, state and federal legal,
code, regulatory, health, life/safety, licensing requirements including without limitation, all applicable Americans
with Disabilities Act ( ./\DA ) requirements Please note that the number of restaurants provided in Lite Proposal
shall not be considered during evaluation Howeeer, configuration and use ofthe site, including placement of'
restaurants. matbe considered in the overall aesthetics and ftmctionality of the design proposed The Successful
Proposer shall maintain all restaurants in good condition and repair for the Lease Term. Additionally, all restaurants
shall comply with applicable statutes concerning retention oftips or payment under Section 207(1) ofthe Fair Labor
Standards Act
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d. Dock Master's Office
Construct a new, dock master's office. The dock master's office may occupy one or more floors, and/or may be
consolidated with ancillary facilities within the same structure.
e. Ship's Store
Incorporate a Ship's Store providing for sale any necessary inventory or supplies to meet marine vessels' daily
requirements such as food, water, cleaning supplies, medical supplies, safety supplies, spare parts, or any other
customary equipment or supplies needed for the navigation, marine recreation, maintenance, and operation of a ship
f. Fuel Station
1. Construct a new fuel station to be located at the Property,
2. All fuel stations on site must comply with Spill Prevention, Control, and Countermeasure (SPCC) regulations, to
the extent applicable.
g. Baywalk
Provide a continuous Baywalk wvithm the Property boundaries to serve as a waterfront promenade. This Baywalk
must conform with applicable regulatory restrictions and guidelines, including, but not limited to, the Miami 21
Zoning Code.
All improvements must be constructed at the Successful Proposer's sole cost and expense. All improvements are to
be applied for, permitted, or otherwise approved as required by applicable laws, codes and regulations by the
Successful Proposer or the Successful Proposer's authorized agents if applicable. However. the City may assist the
Successful Proposer by providing City documentation that may be required for zoning changes, Pianninu�, Zoning
and Ail eats Bo.Erd j.._PZAB] hearings, and grant or financing applications, at the City's sole discretion, pursuant to
availability and at no cost to the City.
In the event the Successful Proposer is unable to develop any portion oti the property in the manner required by this
RFP, for reasons outside of their control (such as permit denials, regulators denials, City Commission denials, etc.)
they shall be allowed to construct the remaining portions of the Project at the City's sole discretion. In such case the
City may renegotiate a lower minimum annual rent However, in no event will the City accept a rent lower than fair
market value, as detennined by twvo State -certified appraisers selected b} the City. Additionally, the Successful
Proposer shall publish in a public space a marina wvaiting list wweekly, indicating use of the marina is open to the
public, subject to applicable fees and other reasonable non -discriminator criteria, on a first -came first-served basis.
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4. Submission Requirements
FRILI Ung 161%1 Lown .j 0
Proposers shall carefully follow the format and instruction outlined below, observing format requirements where
indicated. Proposals should contain the information itemized below and in the order indicated. This information
should be provided for the Proposer and any sub -consultants to be utilized for the work contemplated by this
Solicitation. Proposals submitted which do not include the following items may be deemed non-responsive and may
not be considered for contract award.
ALL RESPONSES WILL BE SUBMITTED IN HARDCOPY FORMAT ONLY TO INCLUDE ONE
ORIGINAL AND SEVEN (7) COPIES, IN ADDITION TO AN ELECTRONIC COPY (FLASH DRIVE OR
CD). NO ON-LINE SUBMITTALS WILL BE ACCEPTED.
The responses to this solicitation shall be presented in the following format. Failure to do so may deem your
Proposal non-responsive.
A. Include the signed RFP Certification Statement.
B. Include in detail, evidence that clearly demonstrates Proposer meets the minimum qualification
requirements, pursuant to Section 2.3. Proposer's Minimum Qualifications
The Cover Page should include the Proposers name; Contact Person for the RFP, Firm's Liaison for the Contract;
Primary Office Location: Local Business Address, ifapplicable, Business Phone and Fax Numbers: Business Email,
Title of RFP; RFQ Number. Federal Employer Identification Number or Social Security Number.
2. Table of Contents
The table of contents should outline, in sequential order, the major sections of the Proposal as listed below,
including all other relevant documents requested for submission. All pages of the Proposal, including the enclosures,
should be clearly and consecutively numbered and correspond to the table of contents.
3. Executive Summary
A signed and dated summa} of not more than three (3) pages containing the Proposer's Qualifications and
Experience; Development, Management, and Operational Plan(s): and. Capability and Approach to Scope of Work,
as contained in the submittal. Proposer should include the name of the organization, business phone and contact
person. Provide a summary of the work to be performed by Proposer.
4. Proposer's Qualifications and Experience
a) Describe the Proposers organization, history and background, tax status, principals, owners, board of
directors and/or board of trustees, and number of professionals employed
b) Describe the Proposer's organizational chart, years Proposer has been in business providing a similar
service(s), and indicate \chether the City/Trust has previously awarded am contracts to the Proposer_ If so. discuss
the nature of the contract_ tern_ and overall calve. Indicate whether Proposer is, or has been, in arrears of paN ments
to the City/Trust on an} City/Trist contract within the past five (7) \ears.
C) Provide date Proposer was incorporated/organized; State(s) incorporated/organized in.
d) Provide its relevant experience related to the provision ofdeceluping, managing, and operating similar
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projects, particularly for a governmental entity and for a similar venue, within the past three (3) or more years.
Include a list of clients for which Proposer has provided services of a similar nature, and include name of reference,
contact name, period of time, and overall services provided. References are subject to verification by the City[Trust
and be utilized as part of the evaluation process.
e) Provide the Proposer's and any emplovee(s), partner(s), principal(s), officer(s) or owner(s) of -the firm, and/or
the firm or any of its affiliates or parent, includingjoint ventures, most recent and/or current experience in
performing these services, including any previous City/frust experience.
t> Provide resumes for the principal personnel who will be assigned to this engagement and describe their
relevant experience in the past three (3) years in providing similar services. Include the name of the principal, the
names of those members of the firm designated to assist and their various areas of required expertise The City/Frust
reserves the right to contact any reference as part of the evaluation process.
g) Provide details of any lawsuits, bankruptcies, indictments, or investigations involving the Proposer, an
employee(s), partner(s), principal(s), officer(s) or owner(s) of the firm, and/or the firm or any of its affiliates or
parent, including joint ventures, or any of its principals over the last ten years.
h) Provide actual data comparisons for comparable facilities detailing your experience, including.
I . Overall Revenues (gross and net)
it Points of Sale
iii_ Sales per capita
i) Provide two (2) Letters of Reference on letterhead, for whom similar services have been perfonned. Include
those from governmental entities and private entities as applicable. This information is subject to verification as part
of the evaluation process.
I) Provide the name and experience of those individuals who will be assigned to the City/Trust engagement and
will be working directly with the City/Trust Contract Administrator. Describe those individuals' relevant experience
in the past three (3) years in providing similar services and how long individual has worked for Proposer.
K) Proposer shall submit a letter from its bank, attesting to Proposers (financial resources) capability to proffer
credit/security should a contract be awarded.
1) Provide copies of its most recently audited Financial Statements of Proposer for the past two (2) years_ If
audited Statements are not available, indicate reason(s), and provide instead unaudited Financial Statements.
m) Provide the City/Trust with a letter from an independent Certified Public Accountant (CPA) certifying that
Proposer's internal controls are adequate to sateguard its assets and properly reconcile accounting transactions.
n) Provide information as to current or past, within the past five (5) }ears, of lineation and bankruptcies
117vo1%ing the Proposer, if applicable. Indicate reason(s) and outcome(s).
of Should Proposer propose to utilize a Sub -Contractors) to perfonn any of the services, Proposer must
identify Sub -Contractors) and those services to be performed- Proposer must provide subcontractor(s)
qualifications and experience in detail, highlighting all similar experience as addressed Ili this RFP and anticipated
to be performed by the subcontractor(s). Proposer must clearly reflect in its Proposal am Sub -Contractors proposed
to be utilized, and provide for the Sub -Contractor the same information required of Proposer The City/Trust retains
the right to accept or reject am Sub -Contractors proposed.
Development, Management , and Operational Plan(s) and Approach
a) Describe in detail. %our overall Development. Management and Operational Plan(s), approach, and proposed
use of the FEC Slip at Ba%front Park. Include an overall description of proposed operations including_ but not
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limited to, marketing concepts: permit and licensing requirements, construction requirements, project schedule and
completion guidelines, capital equipment/items/investment requirements, forecasted revenues, profit, and losses,
etc.
b) Provide information regarding your financial stability and Proposer's ability to finance operation and
maintain same over the term of the contract.
C) Provide Proposer's staffing, including the Proposer's Contract Manager. include how it would provide and
meet, on an as needed basis, staffing requirements. Also discuss how Proposer plans to hire City residents to provide
services and how it approaches diversity in its workforce.
d) Provide plan to ensure safety in all areas of Proposer's service at the facility Also detail your plan to
maintain and ensure a proper state of eleanliness, and include steps to be taken to ensure clean and safe sanitary
conditions in accordance with all local, state, and federal regulations.
e) Provide Proposer's plan to manage any existing equipment, along with repairs and replacements of same. As
applicable, discuss any proposed capital investments by Proposer to said equipment or for the facility for the
performance of services.
t) Provide detail on its proposed Management Reports and reporting system to verify revenues created. Discuss
definition and understanding of "grass receipts," and how they would apply within the management reports. Include
sample of anticipated reporting format and monthly report format.
Each Proposer shall provide a Proposal regarding the compensation to be paid to the Citv_ /Trust for use ofsaid
tacility.
Proposer shall submit its Fee Proposal for the use of said facility in wliich the Trust is seeking, at a minimum, a Flat
monthly fee and a percentage of sales as a fee stracture.
6. Fee Proposal
a) Proposer shall submit its Fee Proposal for the use of said facility in which the City/Trust is seeking, at a
minimum, a flat monthly fee and a percentage of sales as a fee structure.
b) Any and all additional fee proposals will be considered, as the City/"Frust will consider all fee proposals to
determine that which is in its best interest.
Affidavits / Acknowledgments
Proposers should complete and submit as part of its Proposal all of the following tbrms and/or documents:
a) RFP Certification Statement Form
b) Certificate ofAuthority
C) Insurance Requirements
d) Local Office Aflidacit
e) Debarment and Suspension Certificate
1) Statement of Compliance
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5. Evaluation Criteria
5.1. EVALUATION CRITERIA
Review of Proposals for Responsiveness
Each proposal will be reviewed to determine if the proposal is responsive to the submission requirements outlined in
this Solicitation A responsive proposal is one which follows the requirements of this Solicitation, includes all
documentation, is submitted in the format outlined in this Solicitation, is oftimely submission, and has the
appropriate signatures as required on each document. Failure to comply with these requirements may result in the
proposal being deemed non-responsive.
5.2 Criteria and Points
Criteria and Points
1. Proposer's relevant experience, qualifications, and past performance in related projects (35)
2. Development, Management , and Operational Plants) and Approach (45)
3. Fee Proposal (20)
Local Office
Local Office, as defined in Section 18-73 ofthe Citv of Miami Procurement Code (5)
Note: Pursuant to City Code. Section 18-86, the solicitation includes a five percent (5%) evaluation criteria in favor
of proposers who maintain a local office within the city limits of the Cityof fv1iami as defined in Section 18-73,
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EXHIBIT 2
REQUEST FOR PROPOSALS
(RFP NO. 989387)
I
LEASE OF CITY -OWNED WATERFRONT PROPERTY
FOR, BUT NOT LIMITED TO MARINA/RESTAURANT/SHIP'S STORE
USES
LOCATED AT
FEDERAL EAST COAST "FEC" SLIP AT MAURICE A. FERRE PARK
F/K/A/ MUSEUM PARK
801 BISCAYNE BOULEVARD,
MIAMI, FLORIDA 33132
ALSO KNOWN AS
"FEC SLIP RFP"
CITY OF MIAMI
DEPARTMENT OF PROCUREMENT
ISSUE DATE: JANUARY 18, 2019
PROPOSALS DUE DATE: APRIL 18, 2019
Submitted into the public
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January |0,2Olq
Ladies and Gentlemen:
Submitted into the public
record for item(s)
on 041 LVZ919, City Clerk
The Department of Procurement ("Procurement") for the City of Miami ("City") does
hereby issue the attached Request for Proposals ("UP"), on behalf of the Bayfront Park
Management Trust (^"Trust`)for the development and lease nf primewaterfront property located o1
801 Biscayne Boulevard, Miami, Florida, known as Federal East Coast ^^FEC" Slip o1Maurice &.
Perv6 Park. The gnu\ nfthis RFP is tocreate uvibrant recreational space, whether, but not limited
to, u marina and restaurant destination with an ancillary ship's store facility for City residents,
guests, and visitors. P|euoc review the details in the RPP below.
As described herein, the Successful Proposer shall enter into a long-tcnn lease with the
City/Trust for approximately 9.91 acres (including uplands and submerged land) of waterfront
property located at 801 Biscayne Boulevard, Miami, Florida, and more specifically shown in the
survey and legal description included asExhibit &(^Property'`).
The City hereby requests that Proposers submit a proposal package including all of the
items required by this RPP. This RPP contains information regarding the Property, submission
requirements, and selection procedures. Carefully review all enclosed documents. Proposers must
comply with all Submission requirements as well as all applicable legal and regulatory requirements
inorder tnbeeligible for consideration. All information and materials submitted will be thoroughly
analyzed and independently verified. The Proposals Submitted by each Proposer Must present u
definitive and detailed build -out program, completion schedule, financial plan, design, and meet all
requirements nfthis RFP, tnform the basis for evaluation and selection bythe City.
Proposals Must be received by the Office of the City Clerk (First Floor Counter), City Hall,
3500 Pun American Qrive, Miami, Florida 33133. by 3:00 PM, on April |O, 2019. Late or
incomplete proposals will not beconsidered. & list nfall Proposers will be made public dle
following day online at a site accessible through the City's online iSupp|ier System:
The Successful Proposer shall be Subject to the requirements of all applicable laws,
inc|uding, but not limited to, the laws nfthe State n[Florida, K1iumi-DadeCnunty, and the Charter
and Code ofthe City. On behalf ofthe Bayfront Park Management Trust, I welcome responsive
proposals from responsible Proposers that will realize the full potential of this prime real estate
Sincerely,
Jose Gel |
Interim Executive Director
Bayfront Park Management Trust
2
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record for item(s) v1.3
on 04/11/2019 City Clerk
TABLE OF CONTENTS
I. EXECUTIVE SUMMMARY
1I. GENERAL TERMS AND CONDITIONS
III. SPECIAL CONDITIONS
A. PROPOSED PROJECT
B. THE PROPERTY
C. SELECTION PROCESS AND CONTRACT AWARD
D. LEASE
E. BACKGROUND CHECK/DISQUALIFICATION
IV. TECHNICAL SPECIFICATIONS
A. PROPOSAL REQUIREMENTS & FORMAT
B. DEADLINE FOR RECEIPT OF INFORMATION 1 CLARIFICATION
C. RECEIPT OF RESPONSES
EXHIBITS & APPENDICES
EXHIBIT A INTENTIONALLY OMITTED
EXHIBIT B INTENTIONALLY OMITTED
EXHIBIT C DRAFT LEASE & DEVELOPMENT AGREEMENT
EXHIBIT D INTENTIALLY OMITTED
EXHIBIT E IRS REQUIREMENTS
APPENDIX 1
RFP NO. 989387 CHECKLIST
APPENDIX 2
REGISTRATION FORM
APPENDIX 3
RFP PROPOSAL SUBMISSION FORM
APPENDIX 4
BUSINESS TEAM EXPERIENCE
APPENDIX 5
DEVELOPMENT TEAM EXPERIENCE
APPENDIX 6
ENTITY CERTIFICATE OF AUTHORITY
APPENDIX 7
DISCLOSURE/DISCLAIMER FORM
APPENDIX 8
INSURANCE REQUIREMENTS
APPENDIX 9
BACKGROUND CREDIT CHECK CONSENT FORMS
APPENDIX 10
NON -COLLUSION AFFIDAVIT
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Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
REQUEST FOR PROPOSALS
FEC SLIP
(RFP No. 898387)
I. EXECUTIVE SUMMMARY
Project: The City is seeking responsive proposals from qualified Proposers willing
to plan, design, construct, renovate, redevelop, lease, manage and operate a
mixed-use waterfront facility including, but not limited to, a marina,
boatyard, dock master's office, ship's store, dry storage, wet slip docks, and
at least one restaurant ("Project").
Location: 801 Biscayne Boulevard, Miami, Florida, the ("Property")
Property Size: Approximately 9.91 acres, including upland and submerged land property.
The submerged land is estimated to be approximately 7.75 acres.
Zoning: Development capacity and program for this site are regulated by the City of
Miami ("City") Comprehensive Neighborhood Plan and the Miami 21
Zoning Code.
Condition of
Property: The Property and its improvements are offered in "AS IS, WHERE IS"
condition by the City. No representations or warranties whatsoever are
made as to its condition, state or characteristics. EXPRESSED
WARRANTIES AND IMPLIED WARRANTIES OF FITNESS FOR
A PARTICULAR PURPOSE OR USE AND HABITABILITY ARE
HEREBY DISCLAIMED. IMPLIED WARRANTIES OF
MERCHANTABILITY, SUITABILITY, AND/OR FITNESS FOR A
PARTICULAR PURPOSE ARE HEREBY DISCLAIMED. No
representation whatsoever is made as to any environmental, surface,
subsurface, water or soil matter or condition.
Taxes, Impositions: The Successful Proposer is responsible for all taxes, levies, governmental
impositions, surcharges and assessments due or assessed on the Property.
The Successful Proposer shall be required to pay for any survey(s), site
plans, permits, or other application fees required for the implementation of
the Project. The Successful Proposer shall be responsible for payment in
lieu of taxes ("PILOT") during the term of the Agreement in the event the
Property becomes exempt from ad valorem real estate taxes.
County Approval: The Property may be subject to certain deed restrictions set forth by Miami -
Dade County. In the event Miami -Dade County requires approval of the site
plan or any other component of the RFP, the Successful Proposer shall be
responsible for pursuing such approvals at its sole cost and expense.
Comprehensive Plan: The Miami City Commission has adopted, pursuant to the requirements of
State and Local Laws, the Miami Comprehensive Neighborhood Plan
("MCNP"), as amended. The Future Land Use Map ("FLUM") of the
MCNP classifies this Property as Recreation.
Lease: A lease agreement substantially in the form included herein as Exhibit "C"
("Lease") shall be executed following the award of this RFP. Certain
provisions of the Lease shall remain non-negotiable, including, but not
limited to, items specifically required by this RFP, as well as
Indemnification, Hold Harmless, Duty to defend, Insurance, and
Guarantees. Please note that the form lease included as Exhibit "C" is a draft
that will be revised to reflect all of the requirements specified in this RFP
as finally negotiated between the parties, subject to review and approval by
the Office of the City Attorney. Where the terms of the form Lease included
as Exhibit "C" are in conflict with the terms contained in this RFP, the terms
of this RFP shall govern.
Lease Term: The Lease consists of a fifty (50) year initial term, with two (2) fifteen (15)
year renewal terms. The cumulative term, inclusive of both renewals, may
not exceed a total of eighty (80) years ("Lease Term"). The Project shall be
planned in a contiguous manner, although there may be a phased delivery
of possession. The Lease Tenn shall commence upon execution of the
Lease. Subsequent phases of the lease shall run concurrently with the initial
phase.
Rent
Requirements: RFP Proposals shall include a minimum base rent equal to or greater than
Three Million Dollars ($3,000,000) annually ("Base Rent"). Commencing
on the fifth anniversary of the Effective Date of the Lease and on each fifth
anniversary thereafter during the Initial Term and any extensions or
renewals, the per annum Base Rent amount shall be adjusted to the greater
of. an increase by three percent (3%) of the previous year's Base Rent, or
an increase based on the amount indicated by the Consu ner Price Index as
of three (3) months prior to the beginning of the applicable adjustment date.
In no event shall any such annual adjustment to the Base Rent result in an
increase that is less than three percent (3%), or more than five percent (5%),
of the Base Rent amount immediately prior to the effective date of such
adjustment.
Additionally, Proposals must provide that the City shall receive a
percentage rent equal to or greater than six percent (6%) monthly gross
receipts generated at the FEC Slip and received by Successful Proposer
from the Project ("Percentage Rent'). Additional rent may be applicable, as
negotiated and specified in the Lease.
Parking Contribution: Successful Proposer shall be required to construct sufficient parking for the
Project as determined by the Parking Formula set forth in Section III.A.7.
below.
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Referendum Deposit: Section 3(f)(iii) and 29-B of the Charter of the City of Miami requires that
any lease that the City Commission approves pursuant to this RFP shall not
be valid unless approved by public vote through a referendum process
("Referendum"). The Successful Proposer shall pay a One Hundred and
Twenty -Five Thousand Dollars ($125,000.00) deposit in order to place the
lease terms on the ballot for approval ("Referendum Deposit"). After
receiving approval by the City Commission, any unused portion of the
Referendum Deposit, after deducting all costs for the Referendum, shall be
returned to the Successful Proposer. In the event additional funds are
required to place the question on the ballot (i.e., to account for increased
costs of printing or other costs imposed), the Successful Proposer shall be
required to promptly pay the additional funds to the City within ten (10)
days' written notice. Failure to do so will disqualify the Proposer from
further consideration. Letters of credit will not be accepted as a substitute
security.
Proposer Entity: At the time of submission of the Proposals, the Proposer must be a business
entity (i.e., Partnership, Limited Liability Company, Corporation, etc.)
already authorized to do business in the State of Florida, Miami -Dade
County and the City of Miami under the Proposer entity's legal name. Any
principal(s) included in Appendix 3 ("RFP Proposal Submission Form")
may not be substituted or withdrawn from participation after the Submission
Date unless the City Manager specifically authorizes in writing a request
for substitution.
Background Check: Each Proposer, including the principals thereof, and/or its assigns, shall be
subject to a background and credit check, which may be necessary to
determine responsibility and responsiveness to all items required by this
RFP.
Pre -Proposal
Conference and
Site Visit: The City will conduct a Pre -Proposal Submission Conference and site visit
on Wednesday, February 20, 2019 at 11:00 AM at the Trust's Offices
located at 301 N. Biscayne Blvd., Miami, FL 33132. Attendance at the Pre -
Proposal Submission Conference and Site Visit shall be optional; however,
prospective Proposers are strongly advised to attend.
Contracting Officer: Charles Johnson, III
City of Miami I Department of Procurement
444 SW 2nd Avenue, 6°i Floor
Miami, Florida 33330 Submitted into the public
T: (305) 416-1924 record for item(s) DI -3
E: cjohnson a,miamigov.com
on 04/11s2019 ,City Clerk
Proposal Due Date
and Location: April 18, 2019, 3:00 P.M.
Office of the City Clerk, City of Miami City Hall
3500 Pan American Drive, First Floor Counter
Miami, FL 33133
Submitted into the public
record for item(s) D1.3
on 04111/2019 City Clerk
II. GENERAL TERMS AND CONDITIONS
A. Definitions
1. Proposal — shall refer to any offer(s) submitted in response to this solicitation.
2. Proposer — shall refer to anyone submitting a Proposal in response to this solicitation.
3. Project — shall refer to the plan, design, construct, renovate, redevelop, lease, manage
and operate a mixed-use waterfront facility, as proposed by the Successful Proposer
and accepted by the Trust and the City.
4. Solicitation— shall mean this solicitation documentation, including any and all
addenda.
5. Solicitation Submittal Forms — must be completed and submitted with the Proposal.
6. City — shall refer to the City of Miami, Florida
7. Procurement — shall refer to City of Miami Department of Procurement.
8. Registered Proposer — shall refer to a firm that has submitted a complete Registration
Form.
9. Successful Proposer — shall mean the Proposer(s) recommended for award.
B. Instruction to Proposers
1. Proposer Qualification and Registration
It is the policy of the City to encourage full and open competition among all available
qualified Proposers. Proposers must register as a Registered Proposer by submitting a
completed Registration Form.
Public Entity Crimes
To be eligible for award of a contract, firms wishing to do business with the City must
comply with Section 287.133(2)(a) of the Florida Statutes, which provides that a person
or affiliate who has been placed on the convicted vendor list following a conviction for
a public entity crime may not submit a Proposal on a contract to provide any goods or
services to a public entity, may not submit a Proposal on a contract with a public entity
for the construction or repair of a public building or public work, may not submit
Proposals on leases of real property to a public entity, may not be awarded or perform
work as a contractor, supplier, subcontractor, or consultant under a contract with any
public entity, and may not transact business with any public entity in excess of the
threshold amount provided in Section 287.017 of the Florida Statutes, for CATEGORY
TWO, as defined by Section 287.017(2) of the Florida Statutes, for a period of thirty-
six (36) months from the date of being placed on the convicted vendor list.
Request for Additional Information
i. Cone of Silence: Pursuant to Section 18-74 of the City Code, all Solicitations,
once advertised and until an award recommendation has been forwarded to the
appropriate authority, are under the "Cone of Silence". Any communication or
inquiries, except for clarification of process or procedure already contained in
the Solicitation, are to be made in writing to the attention of the Contracting
Officer identified in the Solicitation with a copy sent to the City Clerk either
via email at clerks(u)miamigov.com or via mail at Office of the City Clerk,
Attn: Todd B. Hannon, 3500 Pan American Drive, First Floor, Miami, Florida
33133.
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ii. Addenda: Procurement may issue an addendum in response to any inquiry
received prior to Proposal receipt and opening that changes, adds to, or clarifies
the terms, provisions or requirements of the Solicitation. The Proposer should
not rely on any representation, statement or explanation whether written or
verbal, other than those made in this Solicitation or in any addenda issued.
Where there appears to be a conflict between this Solicitation and any addenda,
the last addendum issued shall prevail. It is the Proposer's responsibility to
ensure receipt of all addenda, and any accompanying documentation.
4. Solicitation and Proposers' Responsibilities
It is the responsibility of the Proposer to become thoroughly familiar with the
requirements, terms, and conditions of this Solicitation. Allegations or pleas of
ignorance by the Proposer of conditions that exist or that may exist will not be accepted
as a basis for varying the requirements of the City, or the compensation to be paid by
the Proposer. This Solicitation is subject to all legal requirements contained in the
applicable City Charter and City Code provisions, as well as all applicable County,
State, and Federal laws, rules, and regulations. It is the responsibility of the Proposer,
prior to conducting any lobbying regarding this Solicitation to file the appropriate form
with the City Clerk stating that a particular lobbyist is authorized to represent the
Proposer. The Proposer shall also file a form with the City Clerk at the point in time at
which a lobbyist is no longer authorized to represent said Proposer. Failure of a
Proposer to file the appropriate form required, in relation to each Solicitation, may be
considered as evidence that the Proposer is not a responsible contractor.
5. Change or Withdrawal of Proposals
L Changes: Prior to the scheduled Proposal receipt and opening, a Proposer may
change its Proposal by submitting a new Proposal. Other than scrivener's errors
or other non -material errors that serve the City's best interest once revised, no
changes to a Proposal will be accepted after the submission deadline.
ii. Withdrawals: A Proposal shall be irrevocable unless the Proposal is withdrawn
as provided herein. A Proposal may be withdrawn within ninety (90) days after
the Proposal has been received and opened and prior to award, by submitting a
letter to the Contracting Officer identified in this Solicitation. The withdrawal
letter must be on company letterhead and signed by an authorized agent of the
Proposer. Proposals may not be withdrawn except as expressly provided in this
Section II.13.5.6.
6. Conflicts within Solicitation
Provisions contained herein will be interpreted in a manner consistent with all other
provisions. However, where there exists a conflict between the General Terms and
Conditions, Special Conditions, the Technical Specifications, or any addendum issued,
the order of precedence shall be: the last addendum issued, the Technical
Specifications, the Special Conditions, and then the General Terms and Conditions.
Additionally, the provisions of this solicitation shall govern over all agreements to be
negotiated with Proposer pursuant to this solicitation. In the event of a conflict between
any draft agreement included as an exhibit, attachment, or appendix and the terms of
this solicitation, the terns of this solicitation shall govern.
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Submitted into the public
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C. Preparation of Proposals
1. Registration Form — Proposers are required to register in the manner indicated in the
Registration Fee Section of the Executive Summary, in order to respond to solicitations
issued by Procurement.
2. Submittal Forms — the Proposal Submission Form and all other required solicitation
documents define requirements of the Solicitation, and must be completed and
submitted as outlined within the Solicitation. Use of another form may result in
rejection of the Proposal.
3. Authorized Agent—An authorized agent of the Proposer's firm must sign the Proposal
Submission Form and submit it together with the Proposal.
4. Conditions — The Proposer may be considered non-responsive if Proposals are
conditioned to modifications, changes, or revisions to the terms and conditions of this
Solicitation.
5. Additional/Alternate Proposals — Proposers may submit an additional or alternate
Proposal(s) for the same Solicitation provided that such additional or alternate Proposal
is allowable under the terms and conditions specified in this RFP. The additional or
alternate Proposal must meet or exceed minimum requirements and must be submitted
by separate submittal marked "Alternate Proposal". All Proposals submitted as
Alternate Proposals shall be considered separately and independently of each other.
Additional or alternate Proposals shall not deviate from the requirements of this RFP.
Failure to comply with the requirements of this RFP in any one of the additional or
alternate Proposals shall be grounds for disqualification of such Alternate Proposal.
6. Price Discrepancies — where there is a discrepancy between the prices offered within
the Proposal, the prices or amounts that would provide the greatest return to the City
shall prevail.
D. Cancellation of Solicitation
The Trust reserves the right to cancel, in whole or in part, any Solicitation when it is in the best
interest of the Trust. The Trust shall have the sole and absolute discretion to determine which
actions are in the best interest of the Trust.
E. Award of Solicitation
1. Generally — This RFP may be awarded to the responsible Proposer meeting all
requirements as set forth in the Solicitation. The Trust reserves the right to reject any
and all Proposals, to waive irregularities or technicalities and to re -advertise for all or
any part of this Solicitation as deemed in its best interest. The Trust shall be the sole
judge of its best interest.
2. Unreasonable Offers — The Trust expressly reserves the right to reject any and all
Proposals if it is determined that prices are insufficient, best offers are determined to
be unreasonable, or it is otherwise determined to be in the Trust's best interest to do so.
3. Negotiations — The Trust reserves the right to negotiate price with the Proposer
providing the best financial return to the Trust, provided that the Solicitation's scope
of work and/or minimum requirements, including rent, remains the same or revised for
the Trust's benefit (such as increased rent).
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4. Qualified Proposers — Award of this Solicitation will only be made to firms that have
completed the Registration Form and satisfy all necessary legal requirements to do
business with the City.
5. Contractor Responsibility — Pursuant to City Code Section 18-120, the Proposer's
performance as a prime contractor or subcontractor (as may be applicable) on previous
City contracts shall be taken into account in evaluating the Proposal received for this
Solicitation.
6. Award Information — To obtain a copy of the evaluation scores, upon notice of Award
Recommendation, Proposer(s) may request the scoring sheets or other award
information by contacting the Contracting Officer outlined within the Solicitation.
7. Contract — The Solicitation, any addenda thereto, the subsequent agreement(s), and
any properly executed modifications shall constitute the resultant contract.
8. Required Documentation — Award of this Solicitation may be predicated on
compliance with and submittal of all required documents as stipulated in the
Solicitation.
9. Request for Additional Information — The City on behalf of the Trust reserves the
right to request and evaluate additional information from Proposers after the
submission deadline as the City deems necessary.
F. Proposal Security
A cashier's or certified check, payable to the City of Miami, or proof a specified amount has
been placed into a restricted escrow account for the benefit of the City is required from all
proposers, to the extent required under "Special Conditions" or "Technical Specifications"
("Proposal Security"). This Proposal Security guarantees that a Proposer will accept the order
or agreement if it is awarded to said Proposer. Proposer shall forfeit the Proposal Security to
the City should City award contract/agreement to Proposer and Proposer fails to accept the
award. The City reserves the right to reject any and all surety tendered to the City. Proposal
Securities are returned to unsuccessful Proposers upon demand within fifteen (15) days after
the award and Successful Proposer's acceptance of award. If ninety (90) days have passed after
the date of the formal Solicitation closing date, and no contract has been awarded, all Proposal
Securities will be returned upon demand.
Failure to execute an agreement and/or file an acceptable Performance Bond, when required,
as may be provided herein, shall be just cause for the annulment of the award and the forfeiture
of the Proposal Security to the City, which forfeiture shall be considered, not as a penalty, but
in imitigation of damages sustained. The amount of the Proposal Security shall be a liquidated
sum, which shall be due in full in the event of default. Award may then be made to the next
lowest responsive, responsible Proposer whose Proposal is most advantageous to the City, or
all responses may be rejected.
G. Responsive/Responsible Proposers
In this Section, the term "City" refers to the City and any instrumentality of, or entity
related to the City, including but not limited to the Trust, Southeast Overtown/Park West
Community Redevelopment Agency (CRA), OMNI CRA Liberty City Community
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Revitalization Trust, Virginia Key Beach Park Trust, Downtown Development
Authority.
Subject to City of Miami Code Sections 18-95 and 18-107, the City shall have reasonable
discretion to deem any Proposal non-responsive and/or Proposer non -responsible (with due
consideration of all relevant extenuating circumstances, including, without limitation, the
Proposer's culpability, overall record of performance, etc.) based on whether the Proposer or
any of its members has any actual or constructive knowledge that Proposer or any of its
members: i) are in arrears to the City for any debt or obligation; ii) have any uncured defaults
or have failed to perform under the terms of any agreement or contract with the City or other
government entity within the past ten (10) years; iii) are in default under any agreement or
contract with the City or other government agency or entity on the date and time the proposal
is due; iv) have caused fines, penalties, fees or similar impositions to be levied against the City
or any other governmental entity or agency; v) have any past, present or on-going litigation or
adversarial administrative proceedings with the City or other government agency or entity; vi)
have filed and not prevailed in frivolous lawsuits, as that term is defined by Section 57.105 of
the Florida Statutes as determined by a final order of the court; vii) have past, present, or
pending involuntary: bankruptcies, liquidations, assignments for the benefit of creditors,
receiverships, dissolutions, actions involving fraudulent transfers, foreclosures, or similar
actions within the past seven (7) years on projects or businesses they have owned, operated, or
controlled a majority interest (i.e., ownership of ten percent (10%) or more of the entity stock
or shares); viii) have been found liable by any legal or administrative entity via any proceedings
for environmental damage, contamination or any other environmental liability; ix) have failed
to disclose involvement as a party, third party, or intervenor in any legal or administrative
proceedings concerning environmental damage, contamination or any other environmental
liabilities, whether found liable or otherwise; x) have been debarred by any public agency or
been placed in the convicted vendors list pursuant to Florida Statute Section 287.133 or a
similar law, rule, or regulation; xi) have failed to disclose any of the above; or xii) are otherwise
determined to be non -responsible as defined by the City of Miami Procurement Ordinance,
including, without limitation, Sections 18-73 and 18-95 of the City Code, and by the laws of
the State of Florida.
Similarly, any Proposer, or its principal(s) that is determined by a court, hearing officer, or
other regulatory agency of competent jurisdiction (and all due process of law has been
exhausted) to be liable for causing damage (by their own actions) to the City, its agencies or
instrumentalities, directly or indirectly, shall be immediately responsible for payment of the
judgment or fines. If the Proposer or its principal does not pay the judgment or fines, within
thirty (30) days after the date of the City's written notice (which shall not be effective until
after due process of law has been exhausted), either during the solicitation process or anytime
during the term of any agreement awarded pursuant to this Solicitation, the City shall have
discretion to immediately disqualify the Proposer and terminate any agreement entered into
pursuant to this RFP, with no other cure rights. In such event, the City shall immediately own
any improvements built on the Property, with no responsibility, financial or otherwise, to the
Proposer.
H. Bid Protest
All bid protests shall be processed in accordance with the procedures contained in Section 18-
104 of the City Code. All of the requirements and procedures specified in Section 18-104 shall
be mandatory in order to properly file and proceed with a bid protest. Section 18-104, as the
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same may be amended, shall be deemed as incorporated by reference herein as if set forth in
full.
I. Laws and Regulations
The Successful Proposer shall comply with all applicable laws, codes, rules, permits,
approvals, and regulations applicable to enter into the agreement specified in this Solicitation.
The Successful Proposer shall comply with all applicable federal, state and local laws that may
affect the execution of the agreement.
J. Licenses, Permits, and Fees
The Successful Proposer(s) shall hold all licenses and/or certifications, obtain and pay for all
permits and/or inspections, and comply with all laws, ordinances, regulations and building
code requirements applicable to the agreement required herein. Damages, penalties, and/or
fines imposed on the City/Trust or Successful Proposer for failure to obtain and maintain
required licenses, certifications, permits and/or inspections shall be borne by said Successful
Proposer.
K. Responsible Wages; Living Wage
The Successful Proposer(s) shall comply with Section 18-120 of the City Code, titled
Responsible Wage Construction Contracts, to the extent applicable to any development on
City -owned property. Enforcement of this ordinance may require the Successful Proposer to
furnish the City with a monitoring fee and may require the submission of a percentage of the
construction cost into an escrow account. Additionally, the Successful Proposer(s) shall
comply with Section 18-556, et. seq. of the City Code, titled Living Wages, to the extent
applicable.
L. Local Workforce Participation
The Successful Proposer shall include a minimum of forty percent (40%) local workforce from
Miami -Dade County, of which twenty-five percent (25%) must be City residents, for the
construction of the Project. In the event that the Successful Proposer cannot meet the required
twenty-five percent (25%) of workforce from City residents, the Successful Proposer shall
document and demonstrate to the City that they have utilized their best efforts to achieve this
goal. Upon receipt of such documentation, the City may direct the Successful Proposer to
achieve the portion of the percentage not met, through Miami -Dade County residents. The
Successful Proposer shall have a third party independently verify and certify compliance with
these requirements on a monthly basis. Said third party shall be unaffiliated with the Successful
Proposer and shall be properly licensed under the provisions of Florida Statute Chapter 454.
471, 473, or 481. The person performing the verification shall have a minimum of two (2)
years of prior professional experience in contract compliance, auditing, personnel
administration, or field experience in payroll enforcement or investigative environment. The
cost of this verification/certification shall be included in the related contract costs. Failure to
comply with this requirement shall result in a penalty in an amount to be determined by the
City and incorporated into the Lease.
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M. Assignment
Unless otherwise specified in this Solicitation, the Successful Proposer shall not assign,
transfer, pledge, convey, hypothecate, or otherwise dispose of their Proposal, including any
rights, title or interest therein, or its power to execute a contract with the Trust thereby, to any
person, company or corporation without the prior written consent of the City Commission,
which may be conditioned, withheld, or refused.
N. Indemnification
Successful Proposer shall jointly and severally indemnify, hold/save harmless and defend at
its own costs and expense the City, the Bayfront Park Management Trust, a limited agency and
instrumentality of the City, their officials, officers, agents, directors, and employees ("the
Indemnitees"), from liabilities, damages, losses, fees, and costs, including, but not limited to
reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentional
wrongful misconduct of Successful Proposer and persons employed , retained, supervised,
engaged, or utilized by Successful Proposer in the performance of this Lease and will
indemnify, hold harmless and defend the City, the Bayfront Park Management Trust, jointly
and severally, their officials, officers, agents, directors and employees against, any civil
actions, in law or in equity statutory , regulatory, administrative, environmental or similar
claims, actions, proceedings and injuries and damages arising or resulting from the permitted
work, required governmental approvals or permits, compliance with all applicable laws, codes,
rules and regulations,. the goods and services provided, the products sold, consumed, or used,
all uses, undertakings, activities, programs, events, improvements, facilities, maintenance,
construction, arising or accruing by virtue of the award of the RFP and/or the Lease, even if it
is alleged that the City, its officials and/or employees were negligent.
These indemnifications shall survive the term of the Lease between the City and the Successful
Proposer. In the event that any action or proceeding is brought against City by reason of any
such claim or demand, Successful Proposer shall, upon written notice from City, resist and
defend such action or proceeding by counsel reasonably satisfactory to the City Attorney. The
Successful Proposer expressly understands and agrees that any insurance protection required
by this Lease or otherwise provided by Successful Proposer shall in no way limit the
responsibility to indemnify, keep and save harmless and defend the City, the Bayfront Park
Management Trust, jointly and severally, or their respective officers, employees, agents and
instrumentalities as herein provided.
This Indemnification requires the Successful Proposer to indemnify, hold harmless /save
harmless and defend the Indemnities against all Liabilities to the extent arising out of, resulting
from, or in connection with (i) the activities and actions permitted by the Lease , the use of the
Premises (a/k/the Property) and/or performance of any renovations/ improvements to the
Premises (including, but not limited to, the granting of this Lease). (ii) the performance or non-
performance of this Lease, whether it is, or is alleged to be, directly or indirectly caused, in
whole or in part, by any act, omission, default or negligence (whether active or passive) of the
Indemnitees, or any of them (except for the intentional, criminal or wrongful acts, or gross
negligence or willful misconduct committed by such Indemnitees), or (iii) the failure of
Successful Proposer to comply with any of the provisions contained herein, or to conform to
statutes, ordinances, or other rules, conditions of approval, permits or regulations or
requirements of any governmental authority, local, federal or state, in connection with the
performance of this Lease, including, without limitation all actions and omissions by the
Successful Proposer taken as a result of or in connection with this Lease. This Indemnification
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shall cover liabilities in tort, liabilities in contract, liabilities alleging statutory or regulatory
violations including, but not limited to claims resulting from noise, light, nuisance, traffic,
and/or liabilities derived from any other actions or omissions alleged to impact the quiet
enjoyment of residents, tenants, or commercial entities in the surrounding neighborhoods, or
otherwise who reside within Five (5) miles of the Property. Successful Proposer expressly
agrees that this indemnification shall include all employees/personnel of the City, on and off-
duty police officers, fire, and other emergency/medical service employees/personnel rendering
services or support in connection with the Event. In addition, Successful Proposer expressly
agrees to indemnify, covenant not to sue, and hold harmless the Indemnitees, or any of them,
from and against all Liabilities which may be asserted by an employee or former employee of
Successful Proposer, or any of its contractors, subcontractors, agents, representatives,
concessionaires, vendors, invitees, guests, or consultants as provided above, for which
Successful Proposer's liability to such employee or former employee would otherwise be
limited to payments under State Workers' Compensation or similar laws. This Indemnification
provision shall survive the expiration, termination, or cancellation of this Lease and shall
continue in effect until the expiration of the corresponding statute of limitations or the tolling
thereof. The word Liabilities used in this Section includes claims and actions relative to the
Liabilities. Granting of this Lease is freely acknowledged by the Successful Proposer as good
and sufficient independent consideration for this Indemnification. To the extent that Successful
Proposer undertakes any indemnification obligations under this Section, and notwithstanding
any provision herein to the contrary, Successful Proposer shall have its choice of counsel for a
defense, subject to the reasonable approval of the City Attorney.
The indemnification provided above shall obligate Successful Proposer to defend at its own
expense to and through administrative, regulatory, civil., appellate, supplemental or
bankruptcy proceeding, or to provide for such defense, at the City's option, any and all claims
of liability and all suits and actions of every name and description which may be brought
against City whether performed by Successful Proposer, or persons employed or utilized by
Successful Proposer.
This indemnity hold harmless and duty to defend will survive the cancellation or expiration of
the Lease. This indemnity will be interpreted under the laws of the State of Florida, including
without limitation and which conforms to the limitations of §725.06 and/or §725.08, Fla.
Statues, as amended from time to time, and as may be applicable to certified, professional
architects, engineers and licensed construction contractors.
Successful Proposer shall require all Sub-Contractor/Sub-Consultant agreements to include a
provision that they will indemnify the City and the Trust.
The Successful Proposer agrees and recognizes that the City or Trust shall not be held liable
or responsible for any claim which may result from any actions or omissions of the Successful
Proposer in which the City participated either through review or concurrence of the Successful
Proposer's actions. In reviewing, approving or rejecting any submissions by the Successful
Proposer or other acts of the Successful Proposer, the City in no way assumes or shares any
responsibility or liability of the Successful Proposer or Sub -Contractor, under this Lease.
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O. Insurance Requirements
Prior to execution of the Lease agreement by the City, the Successful Proposer shall furnish to
the Cty Certificates(s) of Insurance that indicate that insurance coverage has been obtained
which meets the requirements as set forth by the City. The title and/or number of this
Solicitation number must appear on each certificate. All policies and/or certificate(s) of
insurance are subject to the review and approval by the City's Department of Risk Management
prior to approval. The certificate(s) of insurance shall substantially comply with the insurance
requirements listed in Appendix 8. Certificates will indicate that no modification, lapse, or
change in insurance shall be made without thirty (30) days written notice to the Certificate
Holder. If insurance certificates are scheduled to expire during the contractual period, the
Successful Proposer shall be responsible for submitting new or renewed insurance certificate(s)
to the City at a minimum of ten (10) calendar days in advance of such expiration. The City of
Miami Director of the Department of Risk Management shall have the right to amend or solicit
additional insurance requirements as needed in connection with the construction or
management phases of the Project.
P. Auditor General
The City reserves the right to require the Successful Proposer(s) to submit to an audit by the
Auditor General or other auditor of the City's choosing at the Proposer's expense. The
Proposer shall provide access to all of its records, including access to its designated bank
account(s) for this project, which relate directly or indirectly to the subject agreement at its
place of business during regular business hours. The Proposer shall retain all records pertaining
to the agreement and upon request make them available to the City for three (3) years following
expiration of the agreement. Alternatively, the Successful Proposer may transfer the records to
the City throughout the term of the agreement, subject to the Successful Proposer's
maintenance of these records for at least three (3) years after creation of such records. The
Proposer agrees to provide such assistance as may be necessary to facilitate the review or audit
by the Cit) to ensure compliance with applicable accounting and financial standards.
Q. Collusion
Any Proposers interested in bidding or submitting a Proposal on a competitive solicitation for
any Procurement project including, but not limited to, a purchase, lease, permit, concession or
management agreement, shall submit the Non -Collusion Affidavit included herein as
Appendix 10 under penalty of perjury. The Non -Collusion Affidavit provides either that the
Proposer is not related to or affiliated with any of the other parties submitting a Proposal in
this Solicitation or identifies all affiliated or related parties that submitted a Proposal in the
Solicitation. The Non -Collusion Affidavit further attests that the Proposer's proposal is
genuine and not sham or collusive or made in the interest or on behalf of any person not therein
named, and that the Proposer has not, directly or indirectly, induced or solicited any other
Proposer to put in a sham proposal, or any other person, firm, or corporation to refrain from
proposing, and that the proposer has not, in any manner, sought by collusion to secure to the
proposer an advantage over any other Proposer. In the event a recommended Proposer
identifies related parties in the competitive Solicitation its Proposal shall be presumed to be
collusive and the recommended Proposer shall be ineligible for award unless that presumption
is rebutted. Any person or entity that fails to submit the required affidavit shall be ineligible
for contract award. Failure to provide the Non -Collusion Affidavit with the Proposal or within
five (5) days' request by the City, shall be cause for the contractor to forfeit their Proposal
Security, if applicable.
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R. Proprietary/Confidential Information
Proposers are hereby notified that all information submitted as part of, or in support of
Proposals, will be available for public inspection after opening of Proposals, in compliance
with Chapter 119 of the Florida Statutes, as amended. Proposer(s) shall not submit any
information in response to this Solicitation which the Proposer considers to be a trade secret,
proprietary or confidential. The submission of any information to the City in connection with
this Solicitation shall be deemed conclusively to be an affirmative and absolute waiver of any
trade secret or other protection, which would otherwise be available to Proposer (except for
those social security numbers and similar private personal information provided in the Consent
Forms included as Appendix 9).
S. Governing Law
This Solicitation and subsequently executed Lease agreement, including appendices, and all
matters relating to the agreement (whether in contract, statute, tort, regulatory, administrative,
or otherwise) shall be governed by, and construed in accordance with, the laws of the State of
Florida regardless of the domicile of any Proposers. Exclusive venue shall be Miami -Dade
County. By submitting a proposal response, the Proposer knowingly and voluntarily agrees to
this choice of applicable law and venue and to all other requirements of the Proposer in the
RFP.
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III. SPECIAL CONDITIONS
A. PROPOSED PROJECT
The information contained in this RFP is published solely for the purpose of inviting
Proposers to consider the Project described herein. Prospective Proposers should
perform their own due diligence investigations, projections and render their own
conclusions without reliance upon the Pre -Proposal Submission Conference or the
material contained herein.
1. Project Goals
The Trust seeks to -develop the FEC Slip into a mixed-use waterfront facility
providing first-class services to tourists and residents alike. The purpose of this RFP
is to identify the proposal that is deemed most advantageous to the Trust. This RFP
seeks to identify the proposal deemed most advantageous to the City, taking into
consideration the evaluation criteria listed in Section III.C.2. below as well as the
following objectives and guidelines:
a. Economic Objectives
■ Increase financial return to the City;
■ Improve revenue-producing capacity of facilities;
■ Ensure that any proposed ancillary or complementary uses further enhance
the destination market appeal; .
■ Utilize the available Property to maximize its economic potential subject to
the restrictions set forth in this RFP.
b. Planning & Land Use Objectives
■ Attract residents and visitors to the public waterfront so that they may enjoy
Biscayne Bay,
■ Develop the Property into a world-class facility, using state -of -the art
technology. Include ancillary uses that complement the Property's setting
and geographical location, aimed to stimulate public use of, and widespread
interest in, the Property;
■ Provide for the development of a mixed-use marina and waterfront
destination, portraying a unified and integrated marina that seamlessly
interacts with the surrounding area;
■ Allow for easy access to and throughout the Property, including the
development and/or maintenance of the existing Baywalk. Any new
development of the Baywalk must meet the current design, and provide
seamless connectivity to and from the Property (consistent with Miami 21);
■ Promote various active public uses of the site that will enhance the overall
public benefit derived from the Property in terms of use, visibility,
environmental protection, and financial return;
■ Preserve critical and sensitive wildlife areas:
■ Provide facilities that represent flexible designs and iconic attention -
grabbing buildings that function year-round for daily and nightly activities,
■ Maintain harmony between the design and architecture of the new structures
and the surrounding neighborhood,
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Develop an array of recreational waterfront uses operated by management
experienced in waterfront programming in order to attract increasing and
varied segments of the local, regional and visitor population;
Develop the Project with considerations made for anticipated sea level rise
using the USACE High or NOAA High curve calculator for sea level rise
projections.
c. Urban Design Principles & Guidelines
i. Use Miami 21 as a guideline for proposed improvements and the Project's
architectural/landscape features;
ii. Place Emphasis upon public access throughout the Property, with safe
pedestrian connections and ease of access between the facilities and
the surrounding areas;
iii. Improve Marina access points with aesthetically attractive buffering
features through hardscape or soft cape elements;
■ Place utility infrastructures underground or within chases below grade,
where feasible;
■ Place creative use of lighting and distinctive exterior lighting is
encouraged;
■ Provide decorative lighting that has minimal or no impact on the FEC Slip
and environment;
■ Incorporate pedestrian -scale decorative lighting, as well as low-level path
and landscape accent lighting;
■ Ensure that the architecture and landscape acknowledge the tropical
climate of the region and contribute to the pedestrian and civic life of
the Project;
■ Provide optimum views of the bay from the facilities;
■ Provide continuous public open spaces that acknowledge the tropical
climate of the region by providing significant landscape design,
shade and coverage through the use of substantial shade trees:
■ Provide adaptability to increased flooding risks due to sea level rise;
■ Provide for the building facades to be varied and articulated to invoke
visual interest;
■ Ensure that there are secondary entries from interior walkways.
2. Development of Property
The Successful Proposer shall be expected to redevelop the property substantially in
the manner specified below, but the Trust will entertain alternative development
Proposals that comply with all local, state and federal laws.
Additionally, the Successful Proposer shall maintain the Property in First -Class
operating condition. For the purposes of this RFP, "First Class" shall refer to the use
of state-of-the-art or high-grade technology, materials, and services according to
acceptable industry standards and applicable laws. The Successful Proposer shall be
expected, prior to final approval of the Project plan, and subject to applicable laws
(including permitting requirements and other regulations), to substantially comply
with and provide for the following, or other proposed elements, into the final design:
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a. Marina
i. Maximize boating access and transient dockage participation, in
compliance with applicable laws and regulations;
ii. Construct the marina and provide for best utilization of available space
for wet slips and/or other uses;
iii. Provide for construction documents to be subject to "peer review" of
electrical and structural design;
iv. Provide for interior and perimeter walkways to be a minimum of fourteen
(14) ft. width where there are sufficient uplands to accommodate the 14'
width and shall be the widest reasonably possible where there are
insufficient uplands;
v. Provide for signage to be designed to meet compatibility, uniformity and
size standards that do not compete with the architecture of the
development, and that comply with applicable Miami 21 zoning
regulations;
vi. Provide for Marina to be required to achieve and maintain designation as
a "clean and resilient marina" as administered by FDEP, to the extent
applicable;
vii. Include design that shall also take into account the protected natural
habitats in the area, if applicable;
viii. Provide critical wildlife markers, where applicable;
b. Wet Slips
i. Maximize the number of wet slips on site considering market demand,
RFP requirements, and revenue generation;
ii. Provide for dock construction to be concrete docks or aluminum floating
docks. However, one hundred percent (100%) fixed concrete docks are
preferred. No wooden docks shall be permitted;
iii. Design docks to sustain category two (2) or three (3) hurricane with boats
in the wet slips;
iv. Have new docks include modern dock design, with sufficient voltage,
metered water, and other utility requirements to provide for the proper
operation of most modern boats commensurate with the slip size;
v. Provide for docks to be separately metered;
vi. Provide adequate amount of transient dockage;
vii. Provide for a public water taxi stop with no restrictions on timing or use;
c. Restaurant & Bar
Each Proposer may propose to have one or more restaurants on the site.
However, the Successful Proposer must ensure that all restaurant facilities are
in full compliance with all current and applicable local, state and federal legal,
code, regulatory, health, life/safety, licensing requirements including without
limitation, all applicable Americans with Disabilities Act ("ADA")
requirements. Please note that the number of restaurants provided in the
Proposal shall not be considered during evaluation. However, configuration and
use of the site, including placement of restaurants, may be considered in the
overall aesthetics and functionality of the design proposed. The Successful
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Proposer shall maintain all restaurants in good condition and repair throughout
the term of the Agreement.
Additionally, all restaurants shall comply with applicable statutes concerning
retention of tips or payment under Section 207(1) of the Fair Labor Standards
Act.
Construct a new dock master's office. The dock master's office may occupy
one or more floors, and/or may be consolidated with ancillary facilities within
the same structure.
e. Ship's Store
The Successful Proposer shall incorporate a Ship's Store providing for sale any
necessary inventory or supplies to meet marine vessels' daily requirements such
as food, water, cleaning supplies, medical supplies, safety supplies, spare parts,
or any other customary equipment or supplies needed for the navigation, marine
recreation, maintenance, and operation of ship.
L Fuel Station
i. Construct a new fuel station to be located at the Property;
ii. Ensure that all fuel stations on site comply with Spill Prevention, Control,
and Countermeasure (SPCC) regulations, to the extent applicable.
g. Baywalk
Successful Proposer shall provide a continuous Baywalk within the Property
boundaries to serve as a waterfront promenade. This Baywalk must conform
with applicable regulatory restrictions and guidelines, including, but not limited
to, the Miami 21 Zoning Code.
All improvements must be constructed at the Successful Proposer's sole cost and
expense. All improvements are to be applied for, permitted, or otherwise approved as
required by applicable laws, codes and regulations by the Successful Proposer or the
Successful Proposer's authorized agents if applicable. However, the City may assist
the Successful Proposer by providing City documentation that may be required for
zoning changes, Planning, Zoning and Appeals Board ("PZAB") hearings, and grant
or financing applications, at the City's sole discretion, pursuant to availability and at
no cost to the City.
In the event the Successful Proposer is unable to develop any portion of the property
in the manner required by this RFP, for reasons outside of their control (such as
permit denials, regulatory denials, City Commission denials, etc.) they shall be
allowed to construct the remainin�o, portions of the Project at the City's sole discretion.
In such case the City may renegotiate a lower minimum annual rent. However, in no
event will the City accept a rent lower than fair market value, as determined by two
State -certified appraisers selected by the City. Additionally. the Successful Proposer
shall publish in a public space a marina waiting list weekly, indicating use of the
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business days of notification or such other time designated by the Contractin,j
Officer.
2. Evaluation Criteria
Pro sers shall be evaluated based on the following criteria "Evaluation Criteria'
1 1 if""
Overall Experience Qualifications
a Qualifications
Relevant business and Project team experien:c:e: in:similar projects
0
30
15
Operational history reflective of capacity to meet Project goal s
10
10
Availability of financiallbusiness references
5
Design & Operational Plan
Design and site utilization
Aesthetics & functionality of proposed improvements
Effective use of site during construction/redevelopment
25
15
5
5
Resiliency & Environmental Considerations
10
Long to resiliency of the Project
5
. . ........... —_
..... ........... . . . . .
Commitment to protection of environmental assets and history of
environmental stewardship _ . .....
5
Public Benefits
5
Benefits received by the Public
5
Financials and Proposed Revenues
Financial return to the City, including Base Rent and Percentage Rent
30
15
... ........ . . . ..........
Financial capability
10
Reasonableness of Revenue Forecasts
.
5
. ......... .
Each proposal will be reviewed to determine if the proposal is responsive to the
submission requirements outlined herein. Proposals that deviate from the City's
"Must", "Shall" or "Mandatory" requirements may be found non-responsive without
further evaluation.
The Committee members shall be appointed by the Trust Executive Director
("Executive Director"), who reserves the right to appoint voting members as well as
zltemates. Vo lesq tV2-r five ti)sv
ft,e�fpr�, Wif
R�IWA'20=1
ana memners of -The community, as deemed necessary, with the appropriate expertise
and/or knowledge
3. Negotiations
Negotiations will take into consideration terms most beneficial to the City/Trust
(from a monetary, technical, and managerial standpoint) until an agreement
acceptable to the City is agreed upon. The CityfT'rust reserves the right to request
from the Proposers: written clarifications-, non -material revisions to proposals, if
deemed necessary by the City-, and any supplemental information, such as additional
references, deemed necessary for proper evaluation of proposals.
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no proceeds will be realized upon transfer, as evidenced by documents submitted to the
City. Note: All leasehold improvements shall become the sole property of the City upon
the expiration or earlier termination of the Lease.
Additionally, the Lease will provide a review period to confirm compliance with the RFP
and other Lease requirements, including the redevelopment schedule. Proposer's failure
to achieve any of the development milestones is a Lease default, unless otherwise granted
a waiver by the City as specified in Section III.A.14. Such default entitles the City to
claim the Deposit and the Successful Proposer's leasehold interest shall revert to the City,
at the City's discretion. Further, the Lease shall provide that the City will be provided
with all correspondence and material associated with the permitting process on a regular
basis, including any studies and reports produced for the Project.
I 101i�/' I ii I I /
The City will perform, or cause to be performed, a complete background check and
investigation (including obtaining credit reports) of the proposing entity and its
principals. Proposers shall be required to submit a non-refundable fee in the amount of
Five Thousand Dollars ($5,000.00) in the form of a cashier's check or money order to
cover payment of a background check and credit reports along with their RFP proposal
submission ("Background Check Fee"). This shall be used to determine whether there is
any information that could deem the Proposer non-responsive or non -responsible per
Section II.G. In the event the cost of conducting the background and credit check exceeds
Five Thousand Dollars ($5,000.00), Proposers shall be required to compensate the City
for amounts paid within ten (10) days' notice from the City.
Proposers must submit forms providing the City with Proposer's consent to conduct
background screening on the Proposer and all Proposer's principals using the form
provided in Appendix 9 along with their proposal submission. For the purposes of this
solicitation, a principal shall be defined as any person, individual or entity having any
ownership or major operational role in the Proposer's Project. Proposers that include as
part of their team foreign nationals or foreign entities must frilly comply with all of the
requirements of the Patriot Act. Those Proposers who do not comply may be disqualified
from further consideration in this RFP process.
Once the Proposer has submitted the Registration Form (Appendix 2), the Proposer may
provide the City with the background and credit check Consent Forms (Appendix 9)
together with the Background Check Fee prior to the proposal submission deadline in
order to obtain preliminary review of the proposing entity's responsibility. Upon receipt
of the requested documents and fees. the City will review and provide its preliminary
determination within two (2) to three (3) weeks, subject to reasonable delays. Please note
that any responsibility determination provided to Proposers is preliminary based on the
information provided by Proposer, and may be changed in the event additional
information is revealed at a later date. The City reserves the right to deem a Proposer
non -responsible for any of the criteria specified in II.G.
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■ An analysis of projected revenues and operating expenses broken out for each
major component covering at a minimum the first fifteen (15) years of
operation.
■ A written statement indicating the total dollar amount to be spent on permanent
physical improvements to the Property, if any, including building
improvements, site improvements and equipment purchases associated with the
Project, as well as that required for all start-up costs and initial operating
expenses. The development/renovation cost estimates shall be itemized to
include significant line items within the major categories of hard, soft
(including pre -development fees), and financing costs, and allocated by Project
component, building and phase, as applicable.
10. FINANCIAL FEASIBILITY
Proposals shall include a detailed financial feasibility and cash flow analysis. The
financial feasibility of the Project shall be presented in a fashion to enable a clear
understanding of the financial inflows and outflows of the projected revenues and any
other financial returns over a projected fifteen (15) year period. The analysis should
include projected profit and loss runs, including revenues, operating expenses,
development costs, debt service, etc., and an integrated financial cash flow projection
showing the phased renovation, building, and completion schedule.
Proposers must include a fifteen (15) year pro -forma in excel spreadsheet format
including formulas. The pro -forma should include individual line items that support all
proposed/projected revenues and expenses, inclusive of line items for gross slip
revenue, gross marina operation revenue other than slip revenue, gross ship store
revenue, gross fuel revenue, gross revenue from any other proposed income streams,
individual line items associated for each of the corresponding percentage revenue
calculations that apply to these revenue sources and are to be paid to the City, and all
expenses. Please note that, for the pro -forma and other financial projections required
by this RFP, NPV shall be discounted at five percent (5%).
Gross revenue shall be defined as the total of all revenues, rents, income and receipts,
received by Proposer from any person whomsoever (less any refunds) of every kind
derived directly or indirectly from operation of the Property, including without
limitation, income from both cash and credit transactions.
11. FINANCIAL PLAN
a) Financing Plan
Proposals shall include a description of the total estimated cost of construction and
corresponding financing plan for the Project, including a description and estimate
of all sources of construction and permanent debt and equity funds to be used in the
Project. Estimated total construction costs should not be materially different than
proposed unless as a result of unknown on-site conditions that are not readily
observable or discoverable. Proposers shall ensure that target returns and other
financing considerations are presented. The City reserves the right to further
evaluate and/or reject financing commitments when the term, the identity of- the
financing source or other aspect of such financing is deemed not in the best interest
of the City/Trust or the Project.
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management capability to meet the below -mentioned threshold qualifications. As such,
where applicable, these qualification requirements shall be applied to the Proposer's
team as a whole, in a manner that is commensurate with each members' allocation of
responsibility.
The City has identified the following factors that shall serve as threshold qualifications
for this RFP process. The Proposer must meet the threshold qualifications outlined
below in Subsections a) through c), and include as evidence of its qualifications the
information required by Subsections d) through h):
a) Experience:
■ At the time of submission, Proposer and/or its principals shall possess and
have experience directly managing and/or operating a project of this scope
and size within the last fifteen (15) years; OR
■ Proposer and/or its principals shall possess and have a minimum of any five
(5) years of experience directly involved in the ownership and day-to-day
operation of a project of this scope and size within the last ten (10) years.
b) At the time of submission, Proposer and/or its principals, must have played a
leading role or must have had principal responsibility or other demonstrated
experience in the successful design, remodeling, renovation and build -out of a
project(s) of similar size and complexity as the Project and uses proposed.
c) Proposer and/or its principals must have had experience with the successful
financing of at least one (1) project of similar size or greater.
d) Proposer must provide resumes as well as a summary of the credentials and
experience of the persons to be used to qualify the Proposer for this RFP,
including each of the Proposer's principals as well as each member of the
Proposer's Business Team and Development Team.
e) Proposers must provide sufficient finds to conduct a background check as
required by Section III.E., and the Proposers must be deemed by the City to be
both "responsive" and 'responsible" pursuant to Section II.G.
f) Proposers must provide contact information for three (3) business references
for each principal, and at least one (I) financial reference, including contact
names, company and/or project names and contact telephone numbers of
individuals who can attest to the projects with which the individual has worked.
g) Proposers shall also provide evidence of financial wherewithal or financing
from a financial institution either on a reference letter or Letter of Commitment,
either of which must be attached as part of Appendix 3, showing the Proposer's
capacity to develop, maintain, and operate the proposed business operations.
The financial reference letter or Letter of Commitment must be on the financial
institution's letterhead stationery.
h) Proposers must comply with the background check requirements in Section
III.E. and submit executed consent forms for the Proposer and each principal
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on the applicable entity and individual consent forms attached hereto as
Appendix 9.
14. PROPOSAL ATTACHMENTS
(A) RFP Registration Form: Complete Registration Form attached hereto as
Appendix 2 and pay the applicable fees associated with this RFP, including:
(i) A background check Fee equal to Five Thousand Dollars ($5,000);
(ii) A Proposal Security equal to One Hundred Fifty Thousand Dollars
($150,000); and
(iii) Other fees shall be due after submission, on dates specified throughout this
RFP
a. Referendum Deposit — Due upon request after City Commission
approval;
(B) RFP Submission Form: Complete to its entirety the RFP Proposal Submission
Form attached hereto as Appendix 3. Please note that a "responsible proposal" is
one that has the capability in all respects to fully perform the requirements set forth
in the proposal and the proposed Lease. A "responsive proposal" is one that
conforms in all material respects to the Minimum Proposal Requirements of this
RFP. Any missing information may result in the disqualification of the Proposal
as non-responsive.
(C)Business Team Qualifications: Complete the Business Team form included as
Appendix 4. Resumes should be provided for all members of the Business Team.
(D) Development Team Qualifications: Complete the Development Team form
included as Appendix 5. Resumes should be provided for all members of the
Development Team.
(E) Certifications: Complete the appropriate Certification of Authority attached in
Composite Appendix 6.
(F) Disclosure/Disclaimer: Complete the Proposer's Disclosure/Disclaimer attached
hereto as Appendix 7.
(G)Consent Forms: Complete the Consent Form attached hereto as Appendix 9.
(H)Non-Collusion Affidavit: Complete the Non -Collusion Affidavit attached hereto
as Appendix 10.
(1) Proposer's Organizational History/Structure and Chart: In a narrative form,
please describe the Proposer's organizational and business history and explain why
the Proposer's background makes it ideal for this opportunity. Please also provide
a visual representation in the form of an organizational chart.
(.n Redlined Lease Agreement: Incorporate proposed revisions to the Form Lease
Agreement provided as Exhibit C.
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(K)Additional Information: Proposer may provide any additional information to
describe the Proposer's proposed Project or capability to implement the Project.
B. DEADLINE FOR RECEIPT OF INFORMATION/ CLARIFICATION
Pursuant to the Cone of Silence, any request for additional information or clarification must
be received in writing no later than 5:00 p.m. on March 11, 2019. Interested individuals
("Proposers") may e-mail or fax their requests to the attention of, Charles Johnson, III,
Senior Procurement Contracting Officer ("Contracting Officer") at the City of Miami,
Department of Procurement at E-mail: ciohnson kmiamigov.com.
C. RECEIPT OF RESPONSES
Provide one (1) original and eighteen (18) bound copies with tabs of the signed and dated
proposal, one (1) unbound copy without tabs for possible duplication needs, as well as one
(1) electronic copy submitted on USB Drive accompanied by the required documentation
to the Office of the City Clerk, Attn: Todd B. Hannon, 3500 Pan American Drive, First
Floor, Miami, Florida 33133 no later than 3:OOPM on April 18, 2019.
Responses must be clearly marked and labeled on the outside of the envelope/package
as "FEC Slip RFP No. 989387" Failure to submit a Response by the due date and time,
and at the location specified above, shall result in automatic disqualification.
39
Submitted into the public
record for
on 04/11/2019 City Clerk
Thursday,From: Suarez -Rivas, Rafael
,
To: • * lose
Slip—SurveyIr
Subject: FEC
Jose and Staff,
Good morning. What is the status of receipt of the survey? This has been discussed and including the
survey as an addendum was contemplated. Please advise. Thanks.
Rafael Suarez -Rivas, Chief Assistant City Attorney
Board Certified, City, County and
Local Government Law
City of Miami Office of the City Attorney
Telephone: 305-416-1818
Facsimile: 305-416-1801
rsuarez-rivas@miamigov.com
1 .�
Disclaimer: This e-mail is intended only for the individual(s) or entity(s) named within the message. This e-mail might contain
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in confidence to protect the attorney-client or work product privileges. Should the intended recipient forward or disclose this
message to another person or party, that action could constitute a waiver of the attorney-client privilege. If the reader of this
message is not the intended recipient, or the agent responsible to deliver it to the intended recipient, you are hereby notified
that any review, dissemination, distribution or copying of this communication is prohibited by the sender and to do so might
constitute a violation of the Electronic Communications Privacy Act, 18 U.S.C. section 2510-2521. If this communication was
received in error we apologize for the intrusion. Please notify us by reply e-mail and delete the original message. Nothing in
this e-mail message shall, in and of itself, create an attorney-client relationship with the sender. Under Florida law, e-mail
addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-
mail released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by
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Please consider the environment before printing this e-mail
Submitted into the public
record for item(s) DI.3
on 04/11/2019 , City Clerk
EXHIBIT 4
Submitted into the public
record for item(s) DI.3
on _ 04/11/2019 City Clerk
From: Johnson, Charles
Sent: Tuesday, March 05, 2019 9:13 AM
To: Suarez -Rivas, Rafael; Gomez Jr., Francisco (Frank)
Cc: Gell, Jose; Sanchez, Valeria; Blom, Richard; Diaz, Daylet; Perez, Annie; City of Miami City Clerk's
Office
Subject: RE: 1124837/ 18-1236
Thanks, Rafael.
We have not yet received the survey.
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2"d Avenue, 6th Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
ciohnson flmiamigov.com
"Seiwng, Enhancing, and Ti-anstorming our Communit}`
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
`Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
From: Suarez -Rivas, Rafael
Sent: Monday, March 4, 2019 7:09 PM
To: Johnson, Charles <CJohnson@miamigov.com>; Gomez Jr., Francisco (Frank)
<FGomez@miamigov.com>
Cc: Gell, Jose <JGell@miamigov.com>; Sanchez, Valeria <VSanchez@miamigov.com>; Blom, Richard
<RBlom@miamigov.com>; Diaz, Daylet <DDiaz@miamigov.com>; Perez, Annie
<AnniePerez@miamigov.com>
Subject: 1124837/ 18-1236
Here are my tracked changes to the draft.
Please have Frank review the insurance/ indemnity.
Submitted into the public
record for item(s) DO
on 04/11/2019 City Clerk
Do we have the survey yet? Thanks
Submitted into the public
record for item(s) DI -3
on 04/11/2019 City Clerk
EXHIBIT 5
Submitted into the public
record for item(s) Q1.3
on 04 /11/2019 City Clerk
From: Suarez -Rivas, Rafael
Sent: Thursday, March 21, 2019 10:23 A
: Sanchez, Valeria
Cc: Gell, Jose; Perez, Annie; Johnson, Charles; Mendez, Victoria; Jackson, Robin Jones; Diaz, Daylet
Subject: RE: Museum Park survey needed/ 18-1236
If you need something else from me please let me know. Thanks!
Rafael Suarez -Rivas, Chief Assistant City Attorney
Board Certified, City, County and
Local Government Law
City of Miami Office of the City Attorney
Telephone: 305-416-1818
Facsimile: 305-416-1801
rsuarez-rivas@miamigov.com
Disclaimer: This e-mail is intended only for the individual(s) or entity(s) named within the message. This e-mail might contain
legally privileged and confidential information. If you properly received this e-mail as a client or retained expert, please hold it
in confidence to protect the attorney-client or work product privileges. Should the intended recipient forward or disclose this
message to another person or party, that action could constitute a waiver of the attorney-client privilege. If the reader of this
message is not the intended recipient, or the agent responsible to deliver it to the intended recipient, you are hereby notified
that any review, dissemination, distribution or copying of this communication is prohibited by the sender and to do so might
constitute a violation of the Electronic Communications Privacy Act, 18 U.S.C. section 2510-2521. If this communication was
received in error we apologize for the intrusion. Please notify us by reply e-mail and delete the original message. Nothing in
this e-mail message shall, in and of itself, create an attorney-client relationship with the sender. Under Florida law, e-mail
addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-
mail released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by
phone or in writing.
Please consider the environment before printing this e-mail.
From: Sanchez, Valeria <VSanchez@miamigov.com>
Sent: Thursday, March 21, 2019 10:16 AM
To: Suarez -Rivas, Rafael <RSuarez-Rivas@miamigov.com>
Cc: Gell, Jose <JGell@miamigov.com>
Subject: FW: Museum Park survey needed
Good morning Rafael,
Please see the below answer from Michael Carozza.
Thank you,
Valeria Sanchez
Bayfront Park Management "[gust
301 North Biscayne Blvd.
Miami, Florida 331 32
Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
Phone: (305) 358-7550
Fax: (305) 358-1211
www.Bayfrontparkmiami.com
From: Gell, Jose
Sent: Wednesday, March 20, 2019 3:35 PM
To: Michael Carozza <michael.carozza@comcast.net>
Cc: Sanchez, Valeria <VSanchez@miamigov.com>; Johnson, Charles <CJohnson@miamigov.com>
Subject: RE: Museum Park survey needed
Thanks, Michael.
Pease send me a PDF as well, and don't forget the info so that I can leave a signed check.
Best,
Jose
Jose Gell
Interim Executive Director
Bayfront Park Management Trust
301 N. Biscayne Blvd.
Miami, Florida 33132
305-358-7550
www. bayfrontpa rkmiami.com
From: Michael Carozza[mailto:michaei.carozza@comcast.net]
Sent: Wednesday, March 20, 2019 3:08 PM
To: Gell, Jose <JGell@miamigov.com>
Subject: Re: Museum Park survey needed
CAUTION: This is an email from an external source. Do not click links or open attachments unless you
recognize the sender and know the content is safe.
Hi Jose,
Sorry for the late response. Had a medical emergency this morning but everything under control now. I
will have this done by tomorrow and send over CAD file ASAP.
Sent from my iPhone
On Mar 20, 2019, at 1:07 PM, Gell, Jose <JGeII @miamigov.com> wrote:
iubmitted into the public
record for itern(s) DI.3
on 04111L2019 City Clerk
Jose Gell
Interim Executive Director
301 N. Biscayne Blvd.
Miami, Florida 33132
305-358-7550
From: Ge|LJose
Sent: Tuesday, March 29, 2019 10:13 AM
To:' '
Cc: Rios, K8areano izqukenjo,Lizbe1 Sanchez,
Valeria
Subject: FW: Museum Park survey needed
Importance: High
Please update meonthe survey. Mylast day bFriday and | would like tomake sure tohave before then
and beable tosign the check aswell.
Thank you,
Jose
Jose Gell
Interim Executive Director
Bayfront Park Management Trust
301 N. Biscayne Blvd.
Miami, Florida 33l32
305'358-7550
From:
Sent: Monday, March ll,20294:46PM
To: Gell, Jose
Cc: Rios, Mareano Phillip, Karen
Subject: RE: Museum Park survey needed
Submitted into the public
record for item(s) D1.3
on 04/11/2019 City Clerk
CAUTION: This is an email from an external source. Do not click links or open attachments
unless you recognize the sender and know the content is safe.
Last I heard they finished the south side and are working on the North Drive. I will be in orientation
most of the day tomorrow but can upload what we have on Wednesday. The field work should be
completed in the next day or two.
From: Gell, Jose <JGell@miamigov.com>
Sent: Monday, March 11, 2019 4:21 PM
To: Michael Carozza <michael.carozza@comcast. net>
Cc: Rios, Mareano <M Rios@ miamigov,com>; Phillip, Karen <KarenP@miamifov.com>
Subject: RE: Museum Park survey needed
HM=,
Jose GeH
Interim Executive Director
Bay -front Park Management Trust
301 N. Biscayne Blvd.
Miami, Florida 33132
305-358-7550
VVy.bayfrontjqg1kmiam�.coirn
From: Michael Carozza [ii'naflwmichael.caLozza oLrn a 1,net]
Sent: Tuesday, March 05, 2019 9:48 PM
To: Gell, Jose E!<JGelI,Wrniai ' �� >
Subject: Re: Museum Park survey needed
CAUTION: This is an email from an external source. Do not click links or open attachments unless you
recognize the sender and know the content is safe.
Submitted into the public
record for item(s) DI -3 -
on 04111L2019 , City Clerk
11MITS11139111 M.
Let me know when you will be on-site so that I can alert staff and security.
Thanks,
Jose
Jose Gell
Interim Executive Director
Bayfront Park Management Trust
]0IN.Biscayne Blvd.
Miami, Florida ]]l]2
]05`}58-7550
From: Gell, Jose
Sent: Tuesday, February 26'20I9l037AK4
To:'
Subject: RE: Museum Park survey needed
Good morning, Michael.
Please proceed — NTE $3,2WOO
Thank you,
Jose
Jose Gell
Interim Executive Director
Bayfront Park Management Trust
]0lN.Biscayne Blvd.
Miami, Florida ]]l]Z
305'358-7550
From:
Sent: Monday, February 25'20298:l5PK4
To: Gell, Jose
CAUTION: This is an email from an external source. Do not click links or open attachments
Submitted into the public
record for item(s) Q1.3
on 04/11/2019 City Clerk
unless you recognize the sender and know the content is safe.
Good evening Jose,
So I think we can get away with everything for around $3200. That will allot me up to 5 days for field
work should I need it. I will have my office prepare a formal invoice, but in the meantime accept this
email as a not to exceed amount for the areas discussed.
Michael Carozza
From: Gell, Jose <LG&!!@miamigov.com>
Sent: Monday, February 25, 2019 5:27 PM
To: michael.carozza2comcast.net
Cc: Rios,Mareano<Mffigs�Smi �'m>
Subject: RE: Museum Park survey needed
Importance: High
Carlos Vasquez mentioned to me today that he sent you the last survey missing the new museum
landscaping component and the south side of the deep water slip.
TZ7rrCZ;-5F,-Q
mention it.
Jose GO
Interim Executive Director
Bayfront Park Management Trust
301 N. Biscayne Blvd.,
Miami, Florida 33132
305-358-7550
,I)ayf!�Qiajpa rkm ia
From: Gell, Jose
Sent: Friday, February 15, 2019 9:40 AM
Submitted into the public
record for item(s) DI.3
on 04/11/2019. City Clerk
To:'michael.carozza@comcast.net' <michaei.carozza@wcomcast.net>
Cc: Rios, Mareano <MRios@miamigov.com>
Subject: FW: Museum Park survey needed
Good morning, Michael.
Following up on our conversation.
Attached please find the survey from 2012 that you may have done.
Right now, my schedule is open on Tuesday morning through 2pm. I look forward to meeting and
discussing this project.
Thanks,
Jose
Jose Gell
Interim Executive Director
Bayfront Park Management Trust
301 N. Biscayne Blvd.
Miami, Florida 33132
305-358-7550
www.bayfrontparkmiami.com
Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
EXHIBIT 6
Submitted into the public
record for items) 13I,3
on_ 04/11/2019 City Clerk
From: Johnson, Charles
Sent: Tuesday, February 26, 2019 9:16 AM
To: Suarez -Rivas, Rafael; Gell, Jose; Sanchez, Valeria
Cc: Diaz, Daylet; City of Miami City Clerk's Office
Subject: RE: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC
Slip/ 18-1236
It would be ideal to have it reviewed in time to be issued with the next addendum to extend the
deadline and/or attach the survey.
Thanks.
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2nd Avenue, 6`" Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
ciohnsonpmiamigov.com
"SerNlIng, E1 hanclllg, and Transf0riiiing our Coninitiniw"
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
`Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
From: Suarez -Rivas, Rafael
Sent: Monday, February 25, 2019 5:59 PM
To: Johnson, Charles <CJohnson@miamigov.com>; Gell, Jose <JGell@miamigov.com>; Sanchez, Valeria
<VSa nchez@ miam igov.com>
Cc: Diaz, Daylet <DDiaz@miamigov.com>; City of Miami City Clerk's Office <Clerks@miamigov.com>
Subject: RE: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip/
18-1236
The survey is very important and you should plan on an addendum for an extension. In light of that
when do you need this reviewed by? Thanks.
Submitted into the ,
record
on ___QJ411/2019 City Clerk
Rafael Suarez -Rivas, Chief Assistant City Attorney
Board Certified, City, County and
Local Government Law
City of Miami Office of the City Attorney
Telephone: 305-416-1818
Facsimile: 305-416-1801
rsuarez-rival@miamigov.com
Disclaimer: This e-mail is intended only for the individual(s) or entity(s) named within the message. This e-mail might contain
legally privileged and confidential information. If you properly received this e-mail as a client or retained expert, please hold it
in confidence to protect the attorney-client or work product privileges. Should the intended recipient forward or disclose this
message to another person or party, that action could constitute a waiver of the attorney-client privilege. If the reader of this
message is not the intended recipient, or the agent responsible to deliver it to the intended recipient, you are hereby notified
that any review, dissemination, distribution or copying of this communication is prohibited by the sender and to do so might
constitute a violation of the Electronic Communications Privacy Act, 18 U.S.C. section 2510-2521. If this communication was
received in error we apologize for the intrusion. Please notify us by reply e-mail and delete the original message. Nothing in
this e-mail message shall, in and of itself, create an attorney-client relationship with the sender. Under Florida law, e-mail
addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-
mail released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by
phone or in writing.
Please consider the environment before printing this e-mail
From: Johnson, Charles <CJohnson@miamigoy.eom>
Sent: Monday, February 25, 2019 5:39 PM
To: Suarez -Rivas, Rafael <RSuarez-Rivas@miami ov.eom>; Gell, Jose <JGell@miamigov.eom>; Sanchez,
Valeria <VSanchez@miamigov.eom>
Cc: Diaz, Daylet <DDiaz@miamigov.eom>; City of Miami City Clerk's Office <Clerks@miamii;ov.com>
Subject: RE: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip/
18-1236
Thanks, Rafael.
Jose indicated last week that he is in regular contact with the surveyor, and that he will be able to
provide us with a timeline shortly. We will re-evaluate all deadlines once the survey is completed.
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2 d Avenue, 6th Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
cjohnson&miamigov.com
"Sei-ving, Enhancing, and TralIS1, >r1111li ; (nnr C()ntnttiIII(A ,
Submitted into the public
record for item(s) Q1.3
on 04/11/2019 City Clerk
for the use of the person(s) named •ox d that any
dissemination,duplication of this communication is strictly prohibited. If you are not
intended, destroy all copies
message. Thank you.
fgj #V k : N,• h, • #,,
communication may be subject to public disclosure.
From: Suarez -Rivas, Rafael
Monday2019, February5:33 PM
To: Johnson, Charles <CJohnsonCcDmiaM1gpy&M>; Gell, Jose <JGell@nniamigov.com>; Sanchez, Valeria
Cc: Diaz, Daylet <21� �aznii�ami ov�.com>; City of Miami City Clerk's Office <Clerks@ rn�a migov.corn>
N
Rafael Suarez -Rivas, Chief Assistant City Attorney
R=
Daylet Diaz, Administrative Assistant 1, (305) 416-1842
Disclaimer: I his e-rnuaill is 'intended only for the iriftiduai(s) or eintilty(s) rnairnned uraiithirn the rnessage, Fhis e-rrnaill might cont,a irn
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in confidence to protect,, the attorney-client or worllu product prrvfleges. ahoLdd the intended recipient forward or disclose tlMs
nnessage to another person or party, that action could constiituute e waiver of the attoirrney-clliient priiviillege. If the treader of this
nnessage is not the intended rec:ipieint, or the agent responsible to deliveir A to the'inteirnded recipient, your are hereby notified
that any review, disserrnirnabon, d'ustribuuboi o or copying of this coirnurnuu.unication is prohibited by the sender and to do so might
constitute a vioWion of the O lec:troinic: Carhnrnmunicahons Prlivac:y Act, to U.S.C. section 2510 2521- If this conrm unicahon was
received in error we apoiogize for the iintruusion. Nease notify us by reply e.. mail and delete the origMalf message. Nothn ng in
this e -mad message shalll, in and of itself, create an attorney-cl"uent relationship with the serndii:H% Under Florida law, e-mail
addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-
mail released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by
phone or in writing.
Please consider the erMiroirrrnnent before printiing thus e-ir na l 1.
BoardLocal
Government Law
City of Miami Office of the City Attorney
Telephone: 305-416-1818
Facsimile: 305-416-1801
R=
Daylet Diaz, Administrative Assistant 1, (305) 416-1842
Disclaimer: I his e-rnuaill is 'intended only for the iriftiduai(s) or eintilty(s) rnairnned uraiithirn the rnessage, Fhis e-rrnaill might cont,a irn
legally prirrilleged and confiidenI:W irnforrnatlon. If you piropedy received this e-rrrnail as a cllient or retained expert, please hold it
in confidence to protect,, the attorney-client or worllu product prrvfleges. ahoLdd the intended recipient forward or disclose tlMs
nnessage to another person or party, that action could constiituute e waiver of the attoirrney-clliient priiviillege. If the treader of this
nnessage is not the intended rec:ipieint, or the agent responsible to deliveir A to the'inteirnded recipient, your are hereby notified
that any review, disserrnirnabon, d'ustribuuboi o or copying of this coirnurnuu.unication is prohibited by the sender and to do so might
constitute a vioWion of the O lec:troinic: Carhnrnmunicahons Prlivac:y Act, to U.S.C. section 2510 2521- If this conrm unicahon was
received in error we apoiogize for the iintruusion. Nease notify us by reply e.. mail and delete the origMalf message. Nothn ng in
this e -mad message shalll, in and of itself, create an attorney-cl"uent relationship with the serndii:H% Under Florida law, e-mail
addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-
mail released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by
phone or in writing.
Please consider the erMiroirrrnnent before printiing thus e-ir na l 1.
Submitted into the public
record for item(s) D1.3
on 04/11/2019 , City Clerk
From: Johnson, Charles <CJohnson�miamigov.com>
Sent: Monday, February 25, 2019 5:31 PM
To: Suarez -Rivas, Rafael <RSuarez-Rivas@miamigov.com>
Cc: Diaz, Daylet <DDiaz miamigov.com>; City of Miami City Clerk's Office <Clerks@miamigov.com>
Subject: FW: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip
Good afternoon, Rafael.
I am following up on the review of the Sample Lease Agreement for the FEC Slip RFP — Matter #18-1236.
Once reviewed, we will issue the updated document via addendum to the RFP. I have attached a copy in
Word. Please let me know if anything else is needed.
Thanks.
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2"d Avenue, 6th Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
c ohnson ,miamigov.com
"Seiiing, 1'.nhaiiciiig, and i-alist01-1111lig 0111- Coll 1111111I1ty"
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
*Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
From: Johnson, Charles
Sent: Friday, January 18, 2019 4:21 PM
To: Suarez -Rivas, Rafael <RSuarez-Rivas miamigc
Cc: Perez, Annie <AnniePerez@miamigov.com>; Calderon, Yadissa <ycaideron@miamigov.com>; Diaz,
Daylet <DDiaz@miamigov.com>
Subject: RE: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip
Certainly.
Submitted into the public
record for item(s) DU
on 04/11/2019 City Clerk
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2nd Avenue, 6 th Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
dohnson@_miami_qov.com
"Servirig, Enharicing, wid Trausfoniiiiig our Coirauwrity"
for the use of the person(s) named above. If you are not the inten�ed recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
communication may be subject to public disclosure.
From: Suarez - Rivas, Rafael
Sent: Friday, January 18, 2019 4:16 PM
To: Johnson, Charles <fJohD§onLa gy corn>
miam.,'gg
Cc: Perez, Annie <A niePerez0mia ">; Diaz,
aldero
n, Yadissa <ycalderonffl—m
Daylet <DDi Orniar
Thank you so very much for all your help. I am working on 2 things we need to finish . This would be next
week. The sample Lease I think can travel under this RFP if it will be included in the RFP; otherwise a
separate LSR. Can you please please provide the matter number on these communications?
Rafael Suarez -Rivas, Chief Assistant City Attorney
Board Certified, City, County and
ra
Local Government Law
City of Miami Office of the City Attorney
Telephone: 305-416-1818
V
4
Facsimile: 305-416-1801
Lrsuarez-.dv.2s @.m' * ov-com
.0 ... ....... !2MJL__
Submitted into the public
record for item(s) 13I.3
on 04/11/2019 City Clerk
Disclaimer: This e-mail is intended only for the individual(s) or entity(s) named within the message. This e-mail might contain
legally privileged and confidential information. If you properly received this e-mail as a client or retained expert, please hold it
in confidence to protect the attorney-client or work product privileges. Should the intended recipient forward or disclose this
message to another person or party, that action could constitute a waiver of the attorney-client privilege. if the reader of this
message is not the intended recipient, or the agent responsible to deliver it to the intended recipient, you are hereby notified
that any review, dissemination, distribution or copying of this communication is prohibited by the sender and to do so might
constitute a violation of the Electronic Communications Privacy Act, 18 U.S.C. section 2510-2521. If this communication was
received in error we apologize for the intrusion. Please notify us by reply e-mail and delete the original message. Nothing in
this e-mail message shall, in and of itself, create an attorney-client relationship with the sender. Under Florida law, e-mail
addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-
mail released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by
phone or in writing.
Please consider the environment before printing this e-mail
From: Johnson, Charles <CJohnson@miamigov.com>
Sent: Friday, January 18, 2019 4:09 PM
To: Suarez -Rivas, Rafael <RSuarez-Rivas@miamigov.com>
Cc: Perez, Annie <AnniePerez@miamigov.com>; Calderon, Yadissa <ycalderon@miamigov.com>
Subject: FW: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip
Importance: High
Good afternoon, Rafael.
I have attached the final draft of the RFP for Jose's approval, with the understanding that there will be
issues that will be addressed via addendum once more information/documentation is provided by the
Trust, and subject to your review.
I have also attached all relevant exhibits and appendices, including the Sample Lease, which will also be
subject to future adjustment.
Please provide any needed changes so we can begin work on Addendum #1.
Additionally, should the Sample Lease be submitted via LSR as a separate item?
Thanks again for all of your assistance.
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2 d Avenue, 6th Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
ciohnson miamigov.com
Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
"Serving, Eiihanciilg, and Transtornting otir C'oittitttntity„
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
*Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
From: Johnson, Charles
Sent: Friday, January 18, 2019 4:00 PM
To: Gell, Jose <JGell@miamigov.com>
Cc: Perez, Annie <AnniePerez@miamigov.com>; Napoli, Joe <JNapoli@miamigov.com>; Bridgeman,
Sandra <SBridgeman@miamigov.com>
Subject: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip
Importance: High
Good afternoon, Jose.
I have attached for your review and approval, the final draft of the above mentioned RFP, with all
current Exhibits and Appendices. In order to issue this RFP today, we will need your approval as the
Executive Officer of the requesting Agency. Please provide your approval or any needed changes as
quickly as possible.
If you have any questions, please let me know at once.
Best,
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2nd Avenue, 6th Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
ciohnson(cr_.miamigov.com
" ci-ving, Enhancing, and Transf(Rlnng OUr C )nInlinlity"
CONFIDENTIAL COMMUNICATION
Submitted into the public
record for item(s) D1.3
on #. __ City Clerk
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
'Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
Submitted into the public
record for item(s) DI.3
on 04/11/2019 City Clerk
EXHIBIT 7
Submitted into the public
record for item(s) DI -3
on 04/11/2019 , City Clerk
From: Johnson, Charles
Sent: Monday, February 25, 2019 5:31 PM
To: Suarez -Rivas, Rafael
Cc: Diaz, Daylet; City of Miami City Clerk's Office
Subject: FW: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC
Slip
Good afternoon, Rafael.
I am following up on the review of the Sample Lease Agreement for the FEC Slip RFP — Matter #18-1236.
Once reviewed, we will issue the updated document via addendum to the RFP. I have attached a copy in
Word. Please let me know if anything else is needed.
Thanks.
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2nd Avenue, 6'h Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
ciohnson P_miamigov.com
"Sehl'lllg, Eiiii;tiiclllg, all(1 ,hl'111si0I'llllllg otic Coll in 11111ity"
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
'Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
From: Johnson, Charles
Sent: Friday, January 18, 2019 4:21 PM
To: Suarez -Rivas, Rafael <RSuarez-Rivas@miamigov.com>
Cc: Perez, Annie <AnniePerez@miamigov.com>; Calderon, Yadissa <ycalderon@miamigov.com>; Diaz,
Daylet <DDiaz@miamigov.com>
Subject: RE: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip
Certainly.
Submitted into the public
record for item(s) DI.3
on 0411112019, City Clerk
Matter number is 18-1236.
Thanks again!
SeniorCharles Johnson, III, MBA
Procurement Contractin. Officer
City of Miami — Procurement Dept.
444 SW 2 nd Avenue,6 1h Floor
Miami, FL 1
Phone: (305) .;.400-5373
r r . rs s
"Serviiig, Eiihancing, and TransfOr11nng 011r Coninitllllty"
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
*Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
From: Suarez -Rivas, Rafael
Sent: Friday, January 18, 2019 4:16 PM
To: Johnson, Charles cCJohnson@miamigov.com>
Cc: Perez, Annie cAnniePerez@miamigov.com>; Calderon, Yadissa cycalderon@miamigov.com>; Diaz,
Daylet cDDiaz@miamigov.com>
Subject: RE: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip
Thank you so very much for all your help. I am working on 2 things we need to finish . This would be next
week. The sample Lease I think can travel under this RFP if it will be included in the RFP; otherwise a
separate LSR . Can you please please provide the matter number on these communications?
Rafael Suarez -Rivas, Chief Assistant City Attorney
Board Certified, City, County and
Local Government Law
City of Miami Office of the City Attorney
b Telephone: 305-416-1818
Facsimile: 305-416-1801
x rsuarez-rivas@miamigov.com
Submitted into the public
record for
on + 1
Disclaimer: This e-mail is intended only for the individual(s) or entity(s) named within the message. This e-mail might contain
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that any review, dissemination, distribution or copying of this communication is prohibited by the sender and to do so might
constitute a violation of the Electronic Communications Privacy Act, 18 U.S.C. section 2510-2521. If this communication was
received in error we apologize for the intrusion. Please notify us by reply e-mail and delete the original message. Nothing in
this e-mail message shall, in and of itself, create an attorney-client relationship with the sender. Under Florida law, e-mail
addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-
mail released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by
phone or in writing.
Please consider the environment before printing this e-mail.
From: Johnson, Charles <CJohnson@miamigov.com>
Sent: Friday, January 18, 2019 4:09 PM
To: Suarez -Rivas, Rafael <RSuarez-Rivas@miamigov.com>
Cc: Perez, Annie <AnniePerez@miamigov.com>; Calderon, Yadissa cycalderon@miamigov.co_m>
Subject: FW: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip
Importance: High
Good afternoon, Rafael.
I have attached the final draft of the RFP for Jose's approval, with the understanding that there will be
issues that will be addressed via addendum once more information/documentation is provided by the
Trust, and subject to your review.
I have also attached all relevant exhibits and appendices, including the Sample Lease, which will also be
subject to future adjustment.
Please provide any needed changes so we can begin work on Addendum #1.
Additionally, should the Sample Lease be submitted via LSR as a separate item?
Thanks again for all of your assistance.
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2nd Avenue, 6" Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
cjohnson&miamigov.com
Submitted into the public
record for item(s) D1.3
on 04/11/2019 City Clerk
6 Semiii ,T, Enhancing, wid rraiisfbniiiiig 011r Coiiiiiiwilty"
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
*Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
From: Johnson, Charles
Sent: Friday, January 18, 2019 4:00 PM
To: Gell, Jose <JGell@miamigov.com>
Cc: Perez, Annie <AnniePerez@miamigov.com>; Napoli, Joe <JNapoli@miamigov.com>; Bridgeman,
Sandra <SBridgeman@miamigov.com>
Subject: ACTION REQUIRED - Final Draft - RFP 989387 - Lease Develop Operate and Manage FEC Slip
Importance: High
Good afternoon, Jose.
I have attached for your review and approval, the final draft of the above mentioned RFP, with all
current Exhibits and Appendices. In order to issue this RFP today, we will need your approval as the
Executive Officer of the requesting Agency. Please provide your approval or any needed changes as
quickly as possible.
If you have any questions, please let me know at once.
Best,
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2"d Avenue, 6th Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
ciohnsonpmiamigov.com
"Servillg, Enhancing, and 1 i-aiistOrniing 011r Coniiiiiiiii(y"
Submitted into the public
record for item(s) DI.3
on _k4111/2019 City Clerk
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
message. Thank you.
"Please Note:
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
Submitted into the public
record for it ()
on 04/11/2019 . City Clerk
LEASE AGREEMENT
BETWEEN
THE CITY OF MIAMI
AND
CONTRACTOR
FOR THE LEASE OF CITY -OWNED PROPERTY
LOCATED AT
MAURICE A. FERRE PARK
/ A
MUSEUM PARK
801
BISCAYNE BOULEVARD
MIAMI, FL 33132
Submitted into the public
record for item(s) DI.3
on 04/11/2019, City Clerk
EXHIBIT 8
Submitted into the public
record for item(s) 13I.3
on 04/11/2019 City Clerk
From: Suarez -Rivas, Rafael
Sent: Monday, March 04, 2019 7:09 PM
To: Johnson, Charles; Gomez Jr., Francisco (Frank)
Cc: Gell, Jose; Sanchez, Valeria; Blom, Richard; Diaz, Daylet; Perez, Annie
Subject: 1124837/ 18-1236
Here are my tracked changes to the draft.
Please have Frank review the insurance/ indemnity.
Do we have the survey yet? Thanks
Submitted into the public
record for itemmb
on City Clerk
Submitted into the public
record for item(s) D1.3
on 04/21/2019 1 City Clerk
Page ii ot'2
Submitted into the public
record for item(s) Q1.3
on 04/1112019 1 City Clerk
TABLE OF CONTENTS
PAGE
ARTICLE ) INCORPORATION, EXB!BDS,&DE[[N[Tk)NS_—'-----.-----_.\
i\
Incorporation byReference ................................................................................
......... 2
12
Exhibits ..................... ...................... .................................... ........................
.............. 2
1.3
Dcfinbion.............. ............................................................... .................
................... 2
1.4
Priority ofDocuments ......................................... ..................................................
ll4A
ARTICLE
l|LEASE OF PREMISES ............................ ............................. ........................
...... |\
2]
Lease o[Premisc.....................................................................................................
l>
22
Purpose of Use and Occupancy .............................................................. ......
........ l2A'
2.3
Suitability o[Premises .................................................................. .............................
|2
24
Limited Representations byLnssor—........ ............................. ..............................
l342
ARTICLE
III TERM .... ......................................................... .....................................................
B
3]
Term o[Lease ................ .......................................... ............................. ...................
|3
32
Option mRenew ...................... .......................................... .........................
......... l44-3.
ARTICLE
|YRENT, SECURITY DEPOSIT, & FINANCIAL RECORDS ...........................
l4L31
4]
Base Rent and Percentage Rent ....... ............................ —... ..................................
l -1f4
42
Parking Facilities ....................................................................................................
lbf---
4.3
Security Deposit ................... ................................... .............................................
lbf-5
4.4
Earnest Money Deposit ..........................................................................................
l84-7
4.5
Lessee's Financial Records ....................................................................................
l8-4-7
4�6
Reports h}Lessee .......... .......... ...... —....................................... —...............
.... 19-M
47
Right mExamine Financial Records ......................................................................
l9+x
4.8
Audit .............................. ......................................................... ...............................
|9
49
Lien for Rent & Other Charges ................................ ....................... .............
....... �l2-0
4]0
Affordable Housing Contribution .................................................... ....................
-, 12-0
ARTICLE
YCONSTRUCTION & LEASEHOLD |MPK0Y6ME,NTS...................
................. Z\
5]
Lessee's Obligation mConstruct & Maintain |eosch"NImprovements ...................
I|
52
Conceptual Plan ...................................................................... ..... .............
............ Z|
5.3
Construction Plans ......................................... ......................... —..........................
�2-24
5.3.1
Sobmiokm----------------------------------'—��
5.3.2
Construction Plans AprouJ.............................................................................
—�l2�2
5.3.3
Lessee So|d/Responsible ...................................... ...............................................
Z3
54
Possession Date .................................................. —.............. ...............................
2 12,4
Page
Submitted into the public
record i i'. ,, D1.3
on 04/11/2019 City w
F gATM
5.5 Development Schedule........................................................................................... 2423
5.6 Review....................................................................................................................25211
5.7 Payment and Performance Bond............................................................................ 25321
5.8 Contractor's Insurance............................................................................................ 262a
5.9 Conveyance of Improvements................................................................................ 26
5.10 Premises to Remain Free of Liens.............................................................................. 26
5.11
Lessor's Approval................................................................................................... 2734
ARTICLE
VI CONDUCT OF BUSINESS BY LESSEE ........................................................
2734
ARTICLE
VII MAINTENANCE, REPAIR AND ALTERATION OF PREMISES
.................. 27
7.1
Lessee's Maintenance Obligations.............................................................................27
7.2
Lessee's Repair Obligation.....................................................................................
282-7
7.3
Changes/Alterations/Signs........................................................ ..............................
282-7
7.4
Capital Expenditure Fund.......................................................................................
292-9
ARTICLE
VIII INSURANCE AND INDEMNITY.................................................................
392-4
8.1
Insurance on the Premises......................................................................................
3<}
8.2
Delivery of Insurance Policies................................................................................
2924
8.3
Adjustment of Loss.................................................................................................
3029
8.4
Indemnification of Lessor.... .... ............ .................................................................
3024
8.5
Waiver of Subrogation............................................................................................
31344
8.6
Release of Lessor................................................................................................._3
11-44
ARTICLE
IX SERVICES AND UTILITIES...............................................................................
31
9.1
Lessee to Provide and Pay for Utilities......................................................................
31
9.2
Lessor Not Liable for Failure of Utilities...............................................................
"34
ARTICLE
X SUBLEASES. ASSIGNMENTS AND TRANSFERS ...........................................
32
10.1
Subleases. Assignments and Transfers.......................................................................
32
10.2
Procedure for Transfer................................................................................................
33
10.3
Additional Consideration Pa,able to Lessor..........................................................
'43 <J
10.4
Definitions..................................................................................................................34
10.5
Acceptable fransfers..............................................................................................
:ice}
10.6
Information as to Owners. Etc....... ................... .............................. ..............
10.7
Effectuation of fransfers.............. ......................... .....................................................
36
10.8
Criteria for Consent for Transfer ......................
10.9
Liability of l.cssec....................................................................................................
Page ii
Submitted into the public
record for item(s) DI -3 -
on 04/1112019 City Clerk
TABLE OF CONTENTS
PAGE
10.10
Acceptance of Rent from Transferee......................................................................
383-7
10.11
Transfers of the Lessor's Interest...........................................................................
38:3-7
10.12
Mortgages of Leasehold Interest................................................................................
38
ARTICLE XI COMPLIANCE WITH LAWS..........................................................................
41440
11.1
Compliance with Laws...........................................................................................
.11440
11.2
Labor Peace Agreements........................................................................................
4.1440
11.3
Minimum Wage Requirements .................. ........................ ....... ..............................
4_244 -
ARTICLE XII ENVIRONMENTAL LIABILITY...................................................................
4-14-I
12.1
Definition of Terms................................................................................................4244-
12.2
Lessee's Environmental Covenant.........................................................................
4342-
12.3
Survival of Obligations............................................................................................1342
ARTICLE X111 DAMAGE OR DESTRUCTION OF PREMISES...........................................134?
13.1
Definitions..............................................................................................................4343
13.2
Duty to Repair. Restore or Replace Premises after Damage...................................134?
13.3
Performance of Restoration Work..........................................................................
4443
13.4
Intentionally Deleted..............................................................................................
4544
13.5
Lessee's Rigllt to Terminate...................................................................................
.1544
13.6
Payment for Construction of Restoration Work .....................................................
.1544
13.7
Collection of insurance Proceeds...........................................................................
1544
13.8
Unused Insurance Proceeds and Deposits..............................................................
444
ARTICLE
XIV EMINENT DOMAIN.....................................................................................
4544-
14.4
'total Condemnation...............................................................................................
4544
14.2
Partial Condemnation..............................................................................................1643
14.3
Adjustment of Rent Upon PartialTaking...............................................................
474€,
14.4
Deposit of Condemnation Award %k ith Escrow Agent. ............ - ............................
.. 1 -11, -14
14.5
Temporary Taking..................................................................................................
4744~
ARTICLE XV PAYMENT OF TAXES. ASSESSMENTS AND OTHER IMPOSITIONS..
-1746
15.1
Payment of Taxes and Impositions; Contest Rights ...............................................
4-4€j
15.2
Installment Pa}ments of Ad Valorem Taxes and Impositions ...............................
4847
15.3
Payment in Lieu of I'axes.......................................................................................
484-7
15.4
Proof ofl'asment.....................................................................................................0-4
ARTICLE
XVI DEFAIILT......................................................................................................
194#
16.1
lessee Default.........................................................................................................11)49
Page iii
recordSubmitted into the public
o DI -3
on 04/11Z2019
16.2
Remedies of Lessor................................................................................................ 5049
16.3
No Waiver by Lessor..............................................................................................
51--4%
16.4
Late Payment Fee...................................................................................................
523
16.5
Additional Guarantees............................................................................................
5254
16.6
Remedies Cumulative.............................................................................................
52
16.7
Lessor Default.........................................................................................................
5354
ARTICLEXVII
ACCESS........................................................................................................
5
17.1
Right of Entry.........................................................................................................
53-55-2
17.2
Access Agreements.................................................................................................
53
ARTICLE
XVIII DAMAGE TO LESSEE'S PROPERTY......................................................
5455-2
18.1
Loss and Damage....................................................................................................
5_1-5-1
ARTICLE
XIX HOLDING OVER & SUCCESSORS............................................................
54-5--4
19.1
Holding Over.. ... ......... ....... ......... ............. .................................... .....................
54S3
19.2
Successors...............................................................................................................54
ARTICLE
XX EQUAL EMPLOYMENT OPPORTUNITIES ................................................
55
20.1
Equal Employment Opportunities..........................................................................
55
20.2
Community Small Business Enterprise- Intentionally Deleted ..............................
55,54
20.3
Non-Discrimination................................................................................................554
ARTICLE
XXI MISCELLANEOUS.......................................................................................
55
21.1
Accord and Satislaction..........................................................................................
sa_
21.2
Public Records........................................................................................................
21.3
Entire Agreement....................................................................................................
5E>-Sa
21.4
Independent Parties.................................................................................................5i
21.5
Notices ................................... ............................. ....................................................
5i?H
21.6
Captions and Section Numbers...............................................................................
58
21.7
Partial lnvaliditv.....................................................................................................58
21.8
Estoppel Certificate ................................................................................................
21.9
Waiver .... ................................................................................................................
;8-7
21.10
Time is of the Essence............................................................................................
5tii
21.11
No Discrimination..................................................................................................
;t>�fi
21.12
Governing Lavv. Venue. & Attorney's Fees...........................................................
5 �5fi
21.13
Waiver of Counterclaims........................................................................................
.
21.14
Waiver ofJur,� Trial...............................................................................................
59-5#;
Page h
Submitted into the public
record for item(s) D1.3
on 04/11/2019 City Clerk
TABLE OF CONTENTS
PAGE
21]5
Quiet Enjoyment .................................................................. ..................................
b0-,t�g
21.16
Surrender ofPossession ................................ .............................. ..........................
b0 --W
21.17
Joint and Several Liability .................................. ....... ..... ................................
bL) _5 4
21.18
Third Party Beneficiary .....................................................................................
.... ±0---�4
21.19
Radon .................... ......................................................................................... .......
b1�v
2120
NoLiability for Act oJother Party .........................................................................
by-'�4
2\2l
Rights, Privileges and Immunities; Covenants .............................................. ........
bl4u
2122
Review ofStatemcmw—.............................. —.................... ....................................
b140
2123
Brokers ................................................................ ...................................................
±df0
2124
Consents ..................................................................................................................
bl4A
2125
Memorandum ofLease ...................................... ....................................................
b2u
2126
City uoLessor Only .................................................... ............. .............................
6244
2127
Access to Premises _-------------------
Submittedintothepublic
record for item(s) D1.3 -
on 1 1 +. City Clerk
LEASE AGREEMENT
THIS LEASE AGREEMENT ("Lease'), made this day of 20
by and between the CITY OF MIAMI, a municipal corporation of the State of Florida having
its offices at 3500 Pan American Drive, Miami, Florida 33133 ("Lessor" or "City") and
a Florida company having its principal
offices at . Florida 33 (`Lessee'). The Lessor
and Lessee (together the "Parties"), hereby recite:
Whereas, the City is the owner in fee simple of certain upland and submerged lands
located in the City of Miami, Miami -Dade County. Florida referred to herein as the "Premises,"
as specifically set forth in Exhibit A.; and,
Whereas° in response to the Request for Proposals 4989387. Lease of Waterfront
Property for Marina at the FEC Slip at City of Maurice A. Ferre Park, ("RFP"). Lessee submitted
to Lessor a proposal, which was approved by the City Commission on by Resolution
No. : and, -
Whereas. Bayfront Park Management Trust ("Trust" or " f3PMT`°), an agency and
instrumentality of the City. who operates and manages these City owned Premises has reviewed
and approved thisip_-oposed Lease by Trust Resolution passed on : and,
Whereas. this Lease was negotiated pursuant to the authority expressly conferred by the
City of Miami Charter and Code, general laws of the State of Florida, and the City Commission
Resolution No. which authorized the execution of this Lease: and .-
Whereas. this Lease was approved by referendum on by a majority
of City of Miami voters voting in such election as required by City of Miami Charter; and. .
Whereas. it is the mutual desire of the Parties that the Premises be leased and demised by
Lessor to Lessee for the purposes set forth in this Lease. subject to and upon the express terms
and conditions contained herein. The Parties believe. intend, and affirm that this Lease is
consistent in all material respects with the RFP; and. .
Now therefore. in consideration of the foregoing and of the rent. covenants. and
agreements hereinafter set forth, the Parties do hereby covenant and agree as follows:
Any word contained in the text ofthis Lease shall he read as the singular or the plural and
as the masculine. feminine or neuter gender as may be applicable in the particular context. More
Page 1
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record for
on 04/1112019,
specifically, however, for the purposes of this Lease, the following words shall have the
meanings attributed to them herein in subsection 1.3.
1.1 Incorporation by Reference
The foregoing Recitals are hereby incorporated into this Lease by this reference as if set
out in full in the body of this Lease.
®'
Attached hereto and forming a part of this Lease are the following Exhibits:
Exhibit A -
Survey/Legal Description of Premises
Exhibit B
Monthly Gross Revenue Report
Exhibit C
Contractor Insurance Requirements
Exhibit D --
Leasehold Insurance Requirements
Exhibit E --
Phasing Plan
Exhibit F
Memorandum of Lease
Exhibit G --
Permanent Improvements
MONIMMEM
1.3.1 'Acceptable Operator" means an entity or entities possessing: (A) a
minimum of five (5) years ofexperience meeting all of the following : (i) directly managing and
operating a similar establishment or the applicable key component(s) thereof (e.g.. marina
component. restaurant component) during the fifteen (15) year period immediately prior to the
date hereof, and oHii) directly involved in the ownership and day to day operation of a similar
establishment or the applicable key component(s) thereof (e.g., marina component. restaurant
component) during the ten (10) year period immediately prior to the date hereof; and
(iii)involved in the management and operation for each use proposed: and (B) the threshold
criteria outlined in the RFP: and C) a good reputation in the business community; and
(D) adequate financial resources and personnel necessary for the performance of all of Lessee's
applicable obligations under this Lease in a manner consistent with the quality. reputation and
economic viability of the Lessee's business at the Premises.
1.3.2 "Additional Rent" means any and all additional sums. charges. or amounts
of whatever nature to be paid by Lessee to Lessor in accordance with the terms of this Lease.
whether or not such sums, charges or amounts are referred to as Additional Rent.
1.3.3 "Anticipated Repair Cost" shall have the meaning set forth in Section 7.4.
1.3.4 "Applicable Law(s)" means all laws. Federal. Florida Statutes. Codes.
Cite of Miami and Miami -Dade County ordinances, regulations, orders. judgments. decrees and
injunctions Rom courts having jurisdiction over the Premises and Parties, rules. and requirements
of Federal. State and local boards and agencies with jurisdiction over the Premises and Parties.
including the 1!S Arm, Corp of Engineers. as applicable. now existing or hereafter enacted.
Page 2
Submitted into the public
record for item(s) DI.3
on 04/11/2019 , City Clerk
EXHIBIT 9
Submitted into the public
record for
on 04/1112019 , City Clerk
From: Suarez -Rivas, Rafael
Sent: Wednesday, March 06, 2019 1:06 PM
T: Johnson, Charies; Gell, Jose
Cc: Perez, Annie; City of Miami City Clerk's Office; Blom, Richard; Calderon, Yadissa; Flagg, Thomas
Subject: RE: 1124837/ 18-1236
.,.- • • ,., L, . . . - • •
other miscellaneousPlease issue the least number of Addenclums. As this is City is City
*wned land and a long term lease the City is the prospective awarding authority and Lessor. Upon
reflection the issue of where and ,the rent is bears certain clarification.
Suarez -Rivas, Chief Assistant City Attorney
Board Certified, City, County and
Local Government Law
City of Miami Office of the City Attorney
Telephone: 305-416-1818
Facsimile: 305-416-1801
rsuarez-rivas@miamigov.com
• • t
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From: Johnson, Charles <CJohnson@L9jAM gov.com>
Sent: Wednesday, March 6, 2019 12:20 PM
To: Gell, Jose <JGell@miamigov.com>; Suarez -Rivas, Rafael eRSuarez-Rivas@miarnigov.com>
Ce: Perez, Annie eAnniePerez@miamigov.com>; City of Miami City Clerk's Office
cClerks@miamigov.com>
Subject: RE: 1124837/ 18-1236
Good afternoon, Jose.
This is excellent news. We will begin to work on the revised timeline based upon this information.
Thanks.
i.ubmitted into the public
record for
•04/11/2019 City Clerk
From: Gell, Jose
Sent: Wednesday, March 6, 2019 9:26 AM
To: Johnson, Charles <CJohnson@miamigov.com>; Suarez -Rivas, Rafael <RSuarez-
Rivas@miamigov.com>
Subject: RE: 1124837/ 18-1236
Gentlemen,
The surveyor is on site today. Only two areas need to be added to the current survey. We should have
this by the end of next week.
I'll let you know as soon as I have any other information.
Thank you,
Jose
Jose Gell
Interim Executive Director
Bayfront Park Management Trust
301 N. Biscayne Blvd.
Miami, Florida 33132
305-358-7550
www.bayfrontparkmiami.com
From: Johnson, Charles
Sent: Tuesday, March 05, 2019 9:13 AM
To: Suarez -Rivas, Rafael <RSuarez-Rivas@rniamigov.com>; Gomez Jr., Francisco (Frank)
<FGomez@miamigov.com>
Cc: Gell, Jose <JGell@@miamigov.com>; Sanchez, Valeria <VSanchez@miamigov.com>; Blom, Richard
<RBlom@miamigov.com>; Diaz, Daylet <DDiaz@miamigov.com>; Perez, Annie
<AnniePerez@miamigov.com>; City of Miami City Clerk's Office <Clerks@miamigov.com>
Subject: RE: 1124837/ 18-1236
Thanks, Rafael.
We have not yet received the survey.
Charles Johnson, III, MBA
Senior Procurement Contracting Officer
City of Miami — Procurement Dept.
444 SW 2nd Avenue, 6t" Floor
Miami, FL 33130
Phone: (305) 416-1924 Fax: (305) 400-5373
ciohnsongmiamigov.com
Submitted into the public
record for items)D__ 1,3
on _ 04/11/2019 City Clerk
"Serving, Eril1micl 1g, and rl rausforuilug our Coui Citi ll","
CONFIDENTIAL COMMUNICATION
The information contained in this transmission may contain privileged and confidential information. It is intended only
for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any
review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the
intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original
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"Please Note_
Due to Florida's very broad public records law, most written communications to or from City of Miami employees
regarding City business are public records, available to the public and media upon request. Therefore, this e-mail
communication may be subject to public disclosure.
From: Suarez -Rivas, Rafael
Sent: Monday, March 4, 2019 7:09 PM
To: Johnson, Charles <CJohnson@miamigov.com>; Gomez Jr., Francisco (Frank)
<FGomez@miamigov.com>
Cc: Gell, Jose <JGell@miamigov.com>; Sanchez, Valeria <VSanchez@miamigov.com>; Blom, Richard
<RBlom@miamigov.com>; Diaz, Daylet <DDiaz@miamigov.com>; Perez, Annie
<AnniePerez@miamigov.com>
Subject: 1124837/ 18-1236
Here are my tracked changes to the draft.
Please have Frank review the insurance/ indemnity.
Do we have the survey yet? Thanks
Submitted into the public
record for item(s) DI.3
on 04/11/2019 , City Clerk
EXHIBIT 10
Submitted into the public
record for item(s) DI -3
on 04/11/2019 City Clerk
opinion. This is not a one-time deal, Jose. This has now become an annual event and I just
have a problem with that. 2010, that's 8 years. Doesn't he have room? I think he's got some
kind of Museum, or art gallery or something?
JOSE GELL: Yes. I think it's on 21St Street and his sculptures live outside his building.
COMMISSIONER CAROLLO: What my opinion is that we need to put this out for bid to see if
there's anybody else that wants to put any sculptures—see what people are willing to pay for it.
But, I think for $100 a day, it's wrong for us to keep doing this. That's my opinion.
STEPHEN KNEAPLER: Do we have anything in writing with him?
JOSE GELL: At the moment, no. We're waiting for this to be approved.
STEPHEN KNEAPLER: So why don't we just tell him we want more money. I mean, he's doing
it for a commercial purpose.
JOSE GELL: Sure.
STEPHEN KNEAPLER: He's not doing it out of the generosity of his heart.
COMMISSIONER CAROLLO: What do we usually charge others for similar space and please
don't tell me Jose that it's 4 feet by 4 feet.
JOSE GELL: No. We'll look at what we've charged him in the past; or what we've charged in
the past, Commissioner, and we'll come up with a better (crosstalk)
COMMISSIONER CAROLLO: Well, bring it to us at the next meeting -1 meant what time is Art
Basel coming here?
JOSE GELL: Art Basel is the first week of December, so he was looking to put these up on
November 19th and have them up for our, you know, Holiday Tree area.
COMMISSIONER CAROLLO: Our first meeting in November is when?
JOSE GELL: The 27th
STEPHEN KNEAPLER: Let's assume he didn't put them up, how does that hurt the park?
COMMISSIONER CAROLLO: It doesn't.
STEPHEN KNEAPLER: Why don't you just tell him it's going to cost him five hundred bucks a
day? He can afford it.
BPMT 10/23/18 TRANSCRIPT – PAGE 6
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JOSE GELL: We can work with that.
RAFAEL SUAREZ-RIVAS: Its policy and I know-- all I want to say if that if you are going to
convey something that You're not going to delegate the director to come up with a fee-- you
should have a fee if you all decide that you're going to convey that it is "X" so it is clear What is
the request. You want "X" or I'd like you to have an amount that you will direct, you know, by
motion or by (inaudible) the director to request.
COMMISSIONER CAROLLO: 21 days, you said?
JOSE GELL: Yes.
COMMISSIONER CAROLLO: IT make a motion for $1,000 a day and that we put a request for
proposal for the following (inaudible) year and that you bring this up to us in November, so we
can put it out for the next five year period and the commission can approve it unless people
want to do it for one year. You can put in the RFP if it's one year, each year we can approve it
and for 5 years than the commission approves it, and they can choose.
ALEX CARDENAS: Second.
COMMISSIONER CAROLLO: There is a motion for $1,000 a day, and there is a second by
Alex. Is there any further discussion? Hearing none, and we have a roll call?
JOSE GELL: Absolutely. Marie?
MARIE LOUISSAINT: yes.
JOSE GELL: Ralph?
RALPH DUHARTE: Yes.
JOSE GELL: Kneapler?
STEPHEN KNEAPLER: Yes.
ALEX CARDENAS: Yes.
MARY LUGO: Yes.
CRISTINA PALOMO: Yes.
COMMISSIONER CAROLLO: We now have number 2 under item 4, Museum Park FEC slip
RFP review.
BPMT 10/23/18 TRANSCRIPT — PAGE 7
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JOSE GELL: Thank you Commissioner. In your pocket is a revised RFP. You all looked at this
last month and made some suggestions and I want to thank Rafael for spearheading this. Those
changes are in the RFP which includes a change to the initial year term to 10 years with three
five-year options to renew. There is a revised section on fee proposal (crosstalk)
COMMISSIONER CAROLLO: The RFP for 10 years --three five -years --you're not going to get
anybody to bid on that. I mean, I'm being blunt. You (inaudible) put it out for the 10 years and
three five -years because The kind of investment that anybody is going to make there, for
whatever they come up with, you know, No one is going to bid on that for such a short time, so, I
would open it up that we come up with some reasonable time, so, I would say no less than 50
years And then, you know, maybe multiple 10 -year extensions.
STEPHEN KNEAPLER: That's the current thinking the city is doing anyways As far as their
leases, which makes sense to get a return in your investment.
COMMISSIONER CAROLLO: And I want to be clear. Look, we might use some of that money
for some of the things we need, but the bulk of that money if not all of it, is going to be a past
due from us to the city. That is city property. We are just the caretakers of it. Beginning this
fiscal year that just passed and starting into this one, the city needs all of the money that you
could bring and not to mention the next fiscal year. We recently approved another one of the
employee's contracts with firefighters and we are still working on the police and in order for us to
finalize those contracts, we are going to be digging in even deeper into the reserves that we
have. Not in the regular general fund budget but the reserves and we are going to be facing a
big one comes early next year, which is the judgment on a suit that the city lost with Flagstone
and who knows how much that is going to be. That's not even including what we already have
been told for a fact that we are going to have a deficit for the following fiscal year and I have to
assume that there is probably more that is there. But, the bottom line is that whatever we
approve here, the city of Miami commission is going to have to approve because it is going to
be more than a year. So, (inaudible) Rafael, you tell us how to change it. I would put a 50 year
lease with three ten-year options.
RAFAEL SUAREZ-RIVAS: So if you're making that as a motion to amend the proposed RFP to
change the proposed term to a 50 year initial term with three ten-year options to renew, that's a
total possible term of 80 years, so (crosstalk)
COMMISSIONER CAROLLO: The lease in the RFP that went out in the Virginia Key Marina;
that was for how many years?
RAFAEL SUAREZ-RIVAS: That was for 50 years with renewals that I believe --that I can't
remember frankly, Commissioner. They were either 10, or 5, but I there were few renewals.
COMMISSIONER CAROLLO: There were numerous renewals.
RAFAEL SUAREZ-RIVAS: You know, there were numerous renewals, correct.
BPMT 10/23/18 TRANSCRIPT — PAGE 8
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COMMISSIONER CAROLLO: The main part was 50 years.
RAFAEL SUAREZ-RIVAS: Yes.
COMMISSIONER CAROLLO: Okay, so this is in that same spirit of what's been tested already.
RAFAEL SUAREZ-RIVAS: And that would be --right, a motion to, you know, direction of the
board to change the terms from 10 to 50 years and for 3, 10 years options to renew. Options to
renew normally are exercised by mutual agreement and the operator cannot be in default, they
have to be in good standing and I'll just (inaudible) that of course not just commission approval
but per the charter, this will require a referendum approval.
COMMISSIONER CAROLLO: Yeah.
RAFAEL SUAREZ-RIVAS: It's not mentioned in this memo but it is required by the charter
(crosstalk)
STEPHEN KNEAPLER: I don't like that language in our mutual agreements. Pretend you're
renegotiating the lease every 10 years. You should go back and see what (inaudible) in Virginia
Key, and we should go back and see what it says there (inaudible). Our mutual agreement
(crosstalk)
RAFAEL SUAREZ-RIVAS: Well, no, no, I agree. Maybe let me just be totally clear, the option
to renew is requested by the operator and this city accepts it. It doesn't mean a renegotiation.
STEPHEN KNEAPLER: Okay.
RAFAEL SUAREZ-RIVAS: What it means is that they have to ask for it, we have to agree and
they can't be in default. You know, if they're late on their payments or they don't have their
insurance, they're not going to be renewed. That's what I was trying to say. Okay?
STEPHEN KNEAPLER: Fair enough.
COMMISSIONER CAROLLO: Before we make this into an amendment, let's see if there's
anything else that we have to delete or add. What's going to be expressed, key points, by the
Executive Director and then maybe there are some areas that anyone of you might have looked
at that, that you'd like to discuss or make new changes on?
JOSE GELL: Thank you commissioner. We'll look at fee-- it's the next item that was changed.
There is an option --I shouldn't say an option, there is a designation for a flat monthly fee and a
percentage of monthly gross Received guarantee at the FEC slip. There are termination rights
for convenience, so that's another thing that was in there, and you all asked to make sure that
the RFP included the right to accept or reject any proposal
BPMT 10/23/18 TRANSCRIPT — PAGE 9
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COMMISSIONER CAROLLO: That is correct.
STEPHEN KNEAPLER: The flat monthly fee, that's going to be difficult. We should put in there
exactly what the minimum fee, or rent, or whatever the heck it is a month that we want and the
percentages on top of that.
COMMISSIONER CAROLLO: Well, that is the most common way of doing the structuring of
these deals, the way you described it. The other way that you mentioned, Jose, is more of the
unusual way, but I would submit that to the will of this board. Whichever way it wants to go.
STEPHEN KNEAPLER: I say we should have a minimum annual guarantee grant fee whatever
terminology you want to use and the percentages.
COMMISSIONER CAROLLO: Well, I wouldn't begin with the minimum annual guarantee rent
of beginning with five million dollars it's going to be too much, what that's what stimulated me to
bring this forward when I heard those numbers, but if anybody wants to start with less and hope
to get more it is fine, but I think it has to be a high number here.
CRISTINA PALOMO: Has there been a study conducted as to the market value in Virginia key
and similar Arrangements?
COMMISSIONER CAROLLO: Well, you're looking at two different (inaudible) all together.
What happened in Virginia key, is the city said this is what we want. Here, we are asking people
to come up with their own ideas and be creative. So, you know, it's hard to judge it that way.
Once they give us that, we'll certainly do what you're saying and figure out what the market
value would be based upon what they present to us, and then we negotiate rates from there,
But right now we are leaving it open or anything that anyone wants to present as long as it is not
going to be noise -related or Ultra on the water, or something of that nature that is going to be
different than what I think we want to see here.
STEPHEN KNEAPLER: Should we do an appraisal to establish based upon various uses?
COMMISSIONER CAROLLO: I think we are wasting our monies now because we don't know
what someone is going to come up with. So, the appraisal I think for market value to make sure
that we're getting the amount that would be fair to us should be done after we get something
STEPHEN KNEAPLER: The charter says that anyway, doesn't it?
COMMISSIONER CAROLLO: We have to do that afterwards, so that's another reason that it
doesn't make sense to do it now.
RALPH DUHARTE: How much space are we talking about, the whole slip?
BPMT 10/23/18 TRANSCRIPT — PAGE 10
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COMMISSIONER CAROLLO: The whole slip.
RALPH DUHARTE: I think five million dollars would be very low. We're talking about $40,000 a
month. I mean (crosstalk)
COMMISSIONER CAROLLO: No. We're talking
DR. JORGE SUAREZ-MENENDEZ: $400,000
COMMISSIONER CAROLLO: Yeah.
RALPH DUHARTE: Forty
DR. JORGE SUAREZ-MENENDEZ: Four hundred
RALPH DUHARTE: Four hundred
DR. JORGE SUAREZ-MENENDEZ: There better be somebody out here with an exotic use --
that's a lot of money.
STEPHEN KNEAPLER: We're not getting that (inaudible) anything now.
DR. JORGE SUAREZ-MENENDEZ: That's a huge slip (inaudible)
(Crosstalk)
RALPH DUHARTE: How many acres are there?
COMMISSIONER CAROLLO: If I remember correctly it was somewhere between 9, 9.5 Acres.
STEPHEN KNEAPLER: It's a thousand feet by how many, Jose?
JOSE GELL: It's a thousand on each side by about 250.
COMMISSIONER CAROLLO: It's a little more than a thousand each side.
DR. JORGE SUAREZ-MENENDEZ: How many boats can you fit in it?
COMMISSIONER CAROLLO: Again, it depends on what plan they put in, how big of boats
they want. That would vary.
STEPHEN KNEAPLER: DERM has a hundred foot restriction.
JOSE GELL: Yes, that's correct.
BPMT 10/23/18 TRANSCRIPT —PAGE 11
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STEPHEN KNEAPLER: That doesn't mean that can't be changed but that's difficult.
JOSE GELL: Absolutely.
RAFAEL SUAREZ-RIVAS: Any-- the RFP of course like all others would be subject to
compliance with all applicable regulations including DERM, Shoreline Review committee,
permitting, zoning, Etc.
RALPH DUHARTE: Army Core of Engineers probably would have something to do with it.
RAFAEL SUAREZ-RIVAS: Army Core of Engineers as well. So you have, the board has asked
for a minimum annual guarantee rent to be-- obviously that's a minimum, it could be better. Five
million dollars (inaudible) was there any discussion about whether you don't want to include just
in case a (inaudible) percentage of gross? Like less than-- I'm just asking.
STEPHEN KNEAPLER: I think it depends upon the use.
RAFAEL SUAREZ-RIVAS: Okay.
STEPHEN KNEAPLER: Whatever it is I think we should have the item reviewed (inaudible) so
people know what they're bidding on. So they can include the financials.
COMMISSIONER CAROLLO: We put 5 million dollars which might be high, I don't know.
You're looking at $416,666.667 so that is what you are looking at per month
DR. JORGE SUAREZ-MENENDEZ: Can you do it by the linear foot?
COMMISSIONER CAROLLO: Even by the linear foot it is hard because you can stock up
things in so many different ways so if you don't want to go with a minimum that is so high, you
could go with a lesser one and see what comes in.
STEPHEN KNEAPLER: It's a lot of money.
COMMISSIONER CAROLLO: It's a lot of money but you don't want to give it away because
this is one of a kind. Right in the smack heart of downtown Miami, next to an area that
supposedly, if we are to believe what we hear from the county, some 23 million people come by
here every year. Anybody want to throw out a number that you would like to see as a minimum
amount that we want in the bid?
STEPHEN KNEAPLER: We can't even do it by use because then it will be all over the place.
COMMISSIONER CAROLLO: The use is --They're going to come and tell us.
BPMT 10/23/18 TRANSCRIPT — PAGE 12
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STEPHEN KNEAPLER: I hope.
COMMISSIONER CAROLLO: The only thing that I would include in there and be very specific,
Rafael, is that anything that anyone bids on, it is their full responsibility to go out and get any
and all permits (crosstalk)
RAFAEL SUAREZ-RIVAS: Approvals, permits
COMMISSIONER CAROLLO: Approvals, everything
RAFAEL SUAREZ-RIVAS: Yes, that is stock language we have, but certainly it is very
significant in this case-- yep, approvals, permits, you know, governmental consents, you know,
agencies consents (crosstalk)
COMMISSIONER CAROLLO: Look, I would say that we go with a minimum of 3 million dollars,
that's 250,000 a month. No less than and let's see what happens.
RAFAEL SUAREZ-RIVAS: So it's a minimum, either by acclamation or by vote, it's 3 million as
opposed to 5 million as the minimum annual guarantee. let me ask, as you vote on this, let me
just mention one procedural thing as a matter of protocol, the chair correctly said that the
commission would need to approve this because it is a multi-year, and referendum, but it's
incumbent of me to tell you because you may not know this because this is sort of a separate
agency, normally, what the procurement process has been the last few years is that any
significant RFP would go to the commission prior to its issuance, and I would certainly
recommend that you do that here. Thank you.
COMMISSIONER CAROLLO: Well, why has that been the policy in procurement for something
like this?
RAFAEL SUAREZ-RIVAS: The policy has been, and I cannot speak for the director or the
administration, but I think it's been to avoid Commissioners saying that they were unaware of
things, that this was a major decision that they didn't know about it, that they were in the dark.
COMMISSIONER CAROLLO: Well you are going to have one commissioner that is going to
say that anyway.
RAFAEL SUAREZ-RIVAS: I'm just, you know, I'm not, I'm not telling you (crosstalk)
COMMISSIONER CAROLLO: Rafael, look, we've been taking this can around for a while. At
this point in time, it is something that if you were going to be giving us that opinion, you should
have said it to us from the beginning. You basically had City staff do most of the work on this, as
I believe, is that correct Jose?
JOSE GELL: That's correct.
BPMT 10/23/18 TRANSCRIPT — PAGE 13
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COMMISSIONER CAROLLO: So, if Commissioners want to change something, if we see
anything that comes in that is worth approving, then they can deal with it after we approve it
here.
RAFAEL SUAREZ-RIVAS: Right.
COMMISSIONER CAROLLO: I'm not going to be wasting anymore time waiting for a weak,
want to be strong mayor so then make a decision on what to do, not to do, all that I care about
is bringing in some extra money to the city of Miami. Frankly, not too many people give a damn
in bringing money to the cause. They only worry about spending it.
RAFAEL SUAREZ-RIVAS: No, I understand and I am not telling you it is strictly required I just
thought it would be now-- because you're improving it now, so (crosstalk)
STEPHEN KNEAPLER: Are we here for any other reason than to say okay, we can spend $200
next month on light bulbs? That's a bunch of baloney.
RAFAEL SUAREZ-RIVAS: No, you're here on things as well. I'm just telling you, look, I would
not be doing my job (crosstalk)
STEPHEN KNEAPLER: But we already went through this. I guess, subject to the City
commission approval.
COMMISSIONER CAROLLO: Yeah. Listen, if they get a deal (crosstalk)
RAFAEL SUAREZ-RIVAS: It Is by law it is required that you have to reach an approval. I have
no doubt about that. Okay? I want to be very in factually clear.
COMMISSIONER CAROLLO: Rafael, There's been no doubt about that either. We've been
saying this all this time. But what I am a little flabbergasted at hearing is, after we have been
discussing this all this time that you bring this up. And look, I don't give a, you know, baloney
about what anybody in the second floor thinks. This is about the city of Miami and if they don't
like it it's too bad. They should have said something.
RAFAEL SUAREZ-RIVAS: With your allowance, all I meant to say, it's the protocol, you're not
the city, you're not (crosstalk)
COMMISSIONER CAROLLO: Okay, the protocol, who's done something like this before? Give
me the protocol.
RAFAEL SUAREZ-RIVAS: Well, Normally, for example (crosstalk)
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COMMISSIONER CAROLLO: No, not normally. Tell me who has done something in the fashion
that you are suggesting, which is not what we have to do, what you are saying.
RAFAEL SUAREZ-RIVAS: The department of procurement.
COMMISSIONER CAROLLO: Of course the Department of procurement Just for the city, but
you said the protocol is for the commission to deal with it first and for somebody to bring it to the
commission first, and tell me who has done that before in something like this that we are putting
out?
RAFAEL SUAREZ-RIVAS: I just meant it's a major RFP, so, I'm not telling you (crosstalk)
COMMISSIONER CAROLLO: Well, so, you don't have any legal precedent that's been done
before. Well, I'm going to give you the only legal precedent that's there and you saw how it
ended up, and that's why I brought it over there, so we wouldn't get the blame on it, and that
was with ultra. But that's a whole different story. So, if it's going to become even a problem now,
when we are trying to find new found money for the city. But the city hasn't even thought of
doing anything with that property, except, you know, let Mickey use it. And I don't know who
else, for chump change. I'm sorry, but I appreciate your opinion and your suggestion but we're
going to move forward.
RAFAEL SUAREZ-RIVAS: Right, I'm not telling you it is legally required, I'm just, you know,
what's required is that they approve the agreement.
COMMISSIONER CAROLLO: And we've been saying this all along, so that's not an issue.
RAFAEL SUAREZ-RIVAS: Okay. All right.
COMMISSIONER CAROLLO: Anyway, We're back at discussing what minimum amount we are
going to ask for, for someone to bid. I'm willing to bring it even back to 3 million a year what's
250,000 a month. And maybe we can make a motion in this issue before we move on with any
other areas that we have to look at. Is there a motion for a minimum of $250,000 a month that
we accept?
ALEX CARDENAS: Motion for a minimum of $250,000 a month
COMMISSIONER CAROLLO: There is a motion by Alex
MARY LUGO: Second.
COMMISSIONER CAROLLO: Second. Any discussion in the minimum of 250?
CRISTINA PALOMO: I personally would like, as a board member, just to see some comparing
information of what other similar properties have gotten.
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COMMISSIONER CAROLLO: the closest that you could have and again, there is no
comparison because you are asking people to bring your ideas and suggestions there. So, you
are not comparing Apples to Apples. Oranges to oranges.., but, on the Marina Virginia key, I
believe the minimum that it is talking about is (crosstalk)
STEPHEN KNEAPLER: 2-2
COMMISSIONER CAROLLO: Yeah, 2 million and 3 hundred thousand.
STEPHEN KNEAPLER: What's the percentage they sell?
COMMISSIONER CAROLLO: With the percentages it brings you up 3 million, right?
STEPHEN KNEAPLER: Yeah (crosstalk)
CRISTINA PALOMO: And how does the size of that Marina compare to what we have here;
how much can be docked there? It's larger than this space, correct?
STEPHEN KNEAPLER: Yeah but you know, I would agree with you a hundred percent but you
never know what other use someone would come in and make the big Dollar in there The
problem we would run is that if nobody bids then we would have to reconvene And sharpen the
pencil a little bit.
CRISTINA PALOMO: That breaks down to $8,333 per day, so that business is not one that I
am familiar with, but I don't know if that is a sustainable figure to even ask
COMMISSIONER CAROLLO: Well, we are going to find out really quick. I will tell you that one
of the people, when I got the idea of doing this that came to me, they were interested in paying
us 5 million dollars a year. Is that real, is it not? I don't know. We are going to see now. And do
you know, this is open, no games at all so anybody in the world can come in and bid on this.
This is not loaded up for anybody
STEPHEN KNEAPLER: I think what we do is-- can we put this on The Fast Track?
RAFAEL SUAREZ-RIVAS: Well, you know, I can only tell you that the Law Department always
will respond very sufficiently. I am not in charge of procurement. I am not in charge of Real
Estate and I am not in charge of (inaudible). I suggest you direct that question to staff.
STEPHEN KNEAPLER: My point is the sooner we get it out, the sooner we'll find out where we
are at, and if we have to reconvene, we reconvene but we need to send out the balloons first.
COMMISSIONER CAROLLO: Well, let's try to get over at 250 there is a motion and there is a
second. It is acceptable at 250 a month, 3 million a year to this board as a minimum that we will
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accept so that we can then go over the rest and put this out. Now, there is a motion and there is
a second. Is there any further discussion on that? Hearing none all in favor say aye.
BOARD OF DIRECTORS: Aye
COMMISSIONER CAROLLO: Any nays? No nays.
CRISTINA PALOMO: Nay only because I would like more information.
COMMISSIONER CAROLLO: Okay. There's one nay. Any Others? Okay. It passes 7 to 1.
RAFAEL SUAREZ-RIVAS: And you change the term to 50 (crosstalk)
COMMISSIONER CAROLLO: Well, what we are voting on now it's just the 250 a month, 3
million a year amount. Let's go through the remaining key parts of this lease that anybody might
want to make any changes, or additions, and then we'll include the 50 -year and then the two or
three ten year option. And then we can hopefully vote for the rest of it all together. I actually just
wanted to get over the hump of what amount we were going to ask because that is the key part.
Without that, you know, we are kind of wasting our time on everything else.
RAFAEL SUAREZ-RIVAS: Okay.
COMMISSIONER CAROLLO: Jose, What else stands out to you that you want to bring out?
JOSE GELL: I will reiterate the goals of this, as the commissioner stated, it is to have it as
broad and open to any proposer that would like to submit a proposal. The other thing is criteria
points, on how each proposal gets reviewed and proposers relevant experience and
qualifications and past performance in related projects, that's 35%. And this is on 100 point
system. Development management and operational plans and approach is 45 points. Fee
proposal is 20 points, so that is 100, so each proposal will be evaluated on such criteria.
STEPHEN KNEAPLER: No minority participation?
MARIE LOUISSAINT: Or for local.
JOSE GELL: I believe (crosstalk)
COMMISSIONER CAROLLO: All that can be negotiated afterwards, before we sign the lease
with them. The part that I think that frankly is way too low, is the fee proposal. The fee proposal
is important. Especially if they are going to put, which I don't want to include here, a big chunk of
change it should guarantee this deal. I tend to do something similar, like we did when we
approved recently, at the dockage here, that they pay upfront $300,000. I'm not talking about
300,000 right here. I am talking about a percentage that would be in comparison to whatever we
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get in a yearly fee. I think the fee proposal needs to be higher, I don't know if you would want to
go a third, a third, a third. Or if you think the fee should be more.
STEPHEN KNEAPLER: What do you mean by that? Money up front on an annual base?
COMMISSIONER CAROLLO: Not only money up front on an annual basis that is going to be
required from anyone that we choose but the biggest amount of money that we are going to get
because if we are going to not go with someone that is going to give us the biggest fee, and-- I'll
give you an example. Somebody offers 5 million and then somebody else offers three, right
now the way it is structured, the five million only gets 20%. so let's say the one that offered three
has a little more experience in a few other areas and qualifications in other projects, we are
going to give them more so they can conceivably easily win this paying us 2 million dollars less
a year. And that doesn't add up to me. I don't know if it does for the rest of you. So I would like
to put out a high of 50% in fee proposal, and 25 and 25 on the others. Or, you know, at least 30
in the development, management and operational plan approach, and 20 on relevant
experience and qualifications and past performance of previous projects.
MARIE LOUISSAINT: What are you asking for the fee proposal to be?
COMMISSIONER CAROLLO: Well, on the fee proposal I want to give it 50%.
MARIE LOUISSAINT: 50%?
COMMISSIONER CAROLLO: Yes. And then the development, management and operational
plans approach, we should give it 30%. And the proposer relevant experience and qualifications
at 20%. And look, as you all can see I have not micromanaged this. I have left that to staff and
procurement to try to work it out and that is why I am making the changes here. all that I want is
to try to bring the most that we can to the city and if we can use some of it too, you know, better
these park s, all the better too.
MARIE LOUISSAINT: I guess my problem with the fee proposal being at 50, it goes back to the
fact that-- it boils down to how much they are giving but not really their qualifications.
COMMISSIONER CAROLLO: Well, if you are putting qualifications at 20 and the development
of operational management approach that is really strong. And you are really putting-- one and
two, it's almost like one that we divided into two parts. We're giving that 50%. So we are really
giving 50% to fee and 50% to the others.
STEPHEN KNEAPLER: Yes but a 50% fee almost guarantees success if you think about the
mathematics of it.
COMMISSIONER CAROLLO: Not necessarily.
MARIE LOUISSAINT: What do you mean guarantees success?
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STEPHEN KNEAPLER: Well you know it's a hundred points oh, so the person that gives us the
highest fee
MARIE LOUISSAINT: That's who's going to win
STEPHEN KNEAPLER: Someone else could get the other two at fifty percent but not have the
fee so it's a standoff.
RAFAEL SUAREZ-RIVAS: And if I may, I don't want to get into policy, I just want to remark it as
a point in procurement, normally the fee you can make it higher. You can make it a more
significant point allocation but when you have the fee so robust that it is overarching everything
else, then you get issued a bid that is driven by price and price only as opposed to an RFP
which is supposed to be mixed.
CRISTINA PALOMO: Is a third, third, third a reasonable structure to go with?
RAFAEL SUAREZ-RIVAS: Well, All I can tell you is when it is a --That's up to the board. That's
up to the board and the officials But all I can tell you is when one is so much more robust than
the others, you know, someone might call that out.
MARIE LOUISSAINT: Well, for me, I think the development is key. I mean having that have the
highest points because that's going to tell you what the use is. You know. So I think it's
important to know what the use is. How they plan on operating and I don't know. That to me
should be the highest.
ALEX CARDENAS: As a compromise, keeping the fee one of the higher priorities that we are
looking at, if maybe having the fee at 40, while keeping development still a priority between one
and two, maybe we can entertain the thought of 40 on the fee, 35 on development, and 25 on
proposer relevant experience and qualifications.
COMMISSIONER CAROLLO: 25 you're saying on the --
ALEX CARDENAS: 25 on point number one, qualifications and experience, 35 on
development, but it won't over reach the 40%.
COMMISSIONER CAROLLO: I would accept that at 25, 35, and 40.
STEPHEN KNEAPLER: At least if one person wins the other two and doesn't win the fee, they
theoretically win.
COMMISSIONER CAROLLO: Yes.
MARIE LOUISSAINT: I'm sorry, fee is what?
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STEPHEN KNEAPLER: Because we have a minimum anyway.
MARIE LOUISSAINT: 40?
COMMISSIONER CAROLLO: Yes. At 25, 35 and 40. 40 would be the fee, 35 for development,
and 25 for experience and qualifications.
STEPHEN KNEAPLER: I'm open to that.
COMMISSIONER CAROLLO: Okay, there's a motion by Alex. There's a second by Mr.
Kneapler. Before we move on I want everybody to express themselves. Marie, anything more?
MARIE LOUISSAINT: I guess because I've bid on stuff before, and I've lost because of the fee,
I mean, you know, because somebody bid high, it's not my preference.
COMMISSIONER CAROLLO: But it's pretty close to what you're asking.
MARIE LOUISSAINT: Yes.
COMMISSIONER CAROLLO: And, I think what we are all basing the agreement in is that
number one should be the one that we put the least amount on.
MARIE LOUISSAINT: Absolutely.
COMMISSIONER CAROLLO: I'm in agreement with that too. Anyway, in this particular one,
there is a motion and there is a second. Hearing no further discussion, all in favor say "aye".
BOARD OF DIRECTORS: Aye.
COMMISSIONER CAROLLO: Any "nays"? Ok, this is unanimous. We got another one that we
got out of the way. Let me do one more to get out of the way. This key --another key point, and
that's how many years. We are talking about a minimum of 50 years. I'm open to whatever
amounts of extensions this board might want but if we don't give at least 50 years we are not
going to get anyone bidding on this. So, I mentioned two or three 10 year extensions but I'll
open it up to this board to suggest anything else.
DR. JORGE SUAREZ-MENENDEZ: I think 50 years is a lot. No?
COMMISSIONER CAROLLO: Not for the investment that people are making.
DR. JORGE SUAREZ-MENENDEZ: What's the investment?
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COMMISSIONER CAROLLO: We don't know. We don't know what idea they're coming with,
but whatever idea (crosstalk)
STEPHEN KNEAPLER: You have to grow a (inaudible) which is a total 80 year lease, you have
to change that to 75 (crosstalk). But you got to get your initial investment so you don't bid it or
you bid whatever you want to bid and let the best person win.
MARIE LOUISSAINT: Even if somebody bids and we don't like it, we don't have to accept it.
So, I think 50 years is reasonable.
COMMISSIONER CAROLLO: Okay. I think we are okay in the 50 years, how many 10 year
extensions do you want to give; two, three?
MARY LUGO: Three.
COMMISSIONER CAROLLO: Three? Okay. Is there a motion for a 50 year lease with 3 10 -
year extensions?
STEPHEN KNEAPLER: So moved.
DR. JORGE SUAREZ-MENENDEZ: Second.
COMMISSIONER CAROLLO: There is a motion by Kneapler, second by Dr. Suarez -
Menendez. All in favor signify by saying "aye"
BOARD OF DIRECTORS: Aye.
COMMISSIONER CAROLLO: There's no "nay". Okay, we got the three big ones out of the way.
What else do we have here that we need to discuss that you think are big points, Jose?
JOSE GELL: Everything else, Commissioner, is pretty much boilerplate. The big things, as we
have already mentioned, is accepting or rejection of the proposals. And, we talked about that it
needs City commission approval and referendum, and those are really the large points.
MARIE LOUISSAINT: Excuse me, I want to just go back to what Mr. Kneapler mentioned
about the minority for participation and I mentioned the local participation and we kind of
brushed over it. I want to make sure that the language is there.
JOSE GELL: Yes. It's on page 53. The last page. What they do is, they do the hundred point
scale system, and then if there is a local preference, or if they're local, in the City of Miami, they
get 5 extra points.
MARIE LOUISSAINT: Okay.
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RAFAEL SUAREZ-RIVAS: Yes. That's the local preference and that is for a business that has
an office within the city, and I happen to know that that was clarified some years ago to say,
within the city prior to 6 months of submission, to avoid the issue of people that would come and
like open a store in the city the day before, so that is what is there. Okay?
CRISTINA PALOMO: How about if it is in Dade County but not the city of Miami?
RAFAEL SUAREZ-RIVAS: We are not the county. We are the city. Our local preference is
within the city limits.
COMMISSIONER CAROLLO: That's right.
STEPHEN KNEAPLER: But it's not limited to that, it's just a preference.
RAFAEL SUAREZ-RIVAS: Right. It's not limited, it's just a preference.
COMMISSIONER CAROLLO: Alright. Is there any further discussion before we approve the
overall RFP to go out? Hearing no further discussion, is there a motion to approve the RFP to
go out?
MARY LUGO: Motion.
COMMISSIONER CAROLLO: Motion by Mary Lugo.
ALEX CARDENAS: Second.
COMMISSIONER CAROLLO: Second by Alex. All in favor signify by saying "aye".
BOARD OF DIRECTORS: Aye.
COMMISSIONER CAROLLO: There's no "nays". It's approved unanimously. Director's Report,
Bayfront and Museum parks (crosstalk)
RAFAEL SUAREZ-RIVAS: As amended.
COMMISSIONER CAROLLO: As amended. General reports and discussion.
JOSE GELL: Thank you, Commissioner. I just want to touch base, we are interviewing for the
finance director position. We've had two interviews and a third one this week. Those
interviewing are Karen Phillip of HR and myself and Ritchie Blum from the commissioner's office
sit in on the interviews as well. And they have been somewhat favorable so far, those few
interviews we've had. I want to talk about the global agreement, we submitted for
reimbursement a $270,000 project of the floating dock. It's gone through City Finance. It's at
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