2012-28040 Reso i
RESOLUTION NO� 2012 -28040 I `
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, AUTHORIZING THE MAYOR AND THE CITY CLERK TO
EXECUTE AMENDMENT NO. 1 TO THE FISCAL YEAR 2009/2010 STATE
HOUSING INITIATIVES PARTNERSHIP (SHIP) PROGRAM AGREEMENT
BETWEEN THE CITY OF MIAMI BEACH AND MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION ( MBCDC), IN A FORM ACCEPTABLE TO THE
CITY MANAGER AND THE CITY ATTORNEY, WHICH EXTENDS THE TERM OF
THE AGREEMENT THROUGH DECEMBER 31, 2012, AND PROVIDES $45,938.97
IN SHIP PROGRAM INCOME TO ONE INCOME - ELIGIBLE HOMEBUYER AND
REHABILITATION HOUSEHOLD IN NORTH BEACH.
WHEREAS, the State Housing Initiatives Partnership (SHIP) Program, administered through the Florida
Housing Finance Corporation, was established by the 1992 William E. Sadowski Affordable Housing Act to stimulate
the production of housing Statewide; and
WHEREAS, the City received a total of $43,691 of SHIP Program funds for FY 2009/10; and
WHEREAS, the Mayor and City Commission, via City Commission Resolution No. 2009 - 27174, authorized
the execution of an agreement with Miami Beach Community Development Corporation ( MBCDC), providing funding in
the amount of $39,321.90 to carry out SHIP Program activities; and
WHEREAS, MBCDC expended the funds in accordance with program requirements; and
WHEREAS, the Administration determined that $45,938.97 of interest income has accrued on the SHIP
Program pooled cash bank account, which is considered program income; and
WHEREAS, at the instruction of Florida Housing Finance Corporation, the FY 2009/2010 SHIP Agreement
shall be amended to extend the term through December 31, 2012'and the program income of $45,938.97 shall be
provided for affordable housing activities.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAM BEACH, FLORIDA, that the Mayor and City Commission hereby authorize the Mayor and the City Clerk to
execute Amendment' No. 1 to the Fiscal Year 2009/2010 State Housing Initiatives Partnership (SHIP) Program
Agreement between the City of Miami Beach and Miami Beach Community Development Corporation ( MBCDC), in a
form acceptable to the City Manager and the City Attorney, which extends the term of the agreement through
December 31, 2012, and provides $45,938.97 in SHIP Program Income to one income - eligible homebuyer and
rehabilitation household in North Beach.
Passed and adopted this a4?W day of OC / 06F� 2012.
N1.
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Jorge R. Exposito
ATTEST ; INCORp ORATED: + Vice -Mayor ��—
APPROVED AS TO
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ITY` CLERK
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T:\AGENDA\2012 \October 24 \Consent \SHIP FY 2009 -10 MBCDC Agreement Extension R �0 _ �Cit ome Date
COMMISSION ITEM SUMMARY
Condensed Title:
A resolution to execute an amendment to the FY 2009/2010 SHIP Program Agreement between the City and MBCDC,
to extend the term to December 31, 2012 and provide $45,938.97 in program income to assist one income - eligible
homebu er and rehabilitation household in North Beach.
Key Intended Outcome Supported:
Increase access to workforce or affordable housing.
Supporting Data (Surveys, Environmental Scan, etc.): According to the 2012 Community Satisfaction Survey,
34% of respondents find the availability of affordable housing to be the most important business challenge for
Miami Beach; trending up from 18% of respondents in the 2009 survey.
Issue:
Shall the City provide an extension of its FY 2009/2010 SHIP Program Agreement with MBCDC and allocate
$45,938.97 in program income to assist a North Beach household with home purchase and rehabilitation.
Item Summa /Recommendation:
On September 9, 2009, via Resolution No. 2009 - 27174, the City Commission allocated $39,321.90 of the FY2009/2010
SHIP funds to Miami Beach Community Development Corporation (MBCDC) to carry out the program's housing
activities. MBCDC successfully expended the funds in accordance with program requirements.
In September 2012, while preparing the SHIP annual report which includes a statement of interest income earned from
the SHIP account, the Administration determined that $45,938.97 had accrued on the SHIP bank account's pooled
cash. Uncertain as to the proper method and time frame for allocation of the program income, Staff sought technical
assistance from the Florida Housing Finance Corporation (the State) and asked if the City's issuance of a Request for
Proposals for the use of the program income would be a suitable plan of action for the funding. The State ask the City
to submit a plan to spend the program income funds by no later than December 31, 2012, and noted that the City's
FY2009/2010 contract with Miami Beach Community Development Corporation, includes a provision to carry out SHIP
activities including program income received during that fiscal year.
In order to carry out the State's instructions and comply with the SHIP Program rules, an Amendment to the SHIP
Agreement for Fiscal Year 2009 -2010 is necessary to extend the term of the Agreement through December 31, 2012,
and to allocate the $45,938.97 program income funds to MBCDC for use in furthering affordable housing activities. The
Administration recommends that the subject allocation be dedicated to the North Beach area and MBCDC has
committed to utilize the funding to provide assistance to a North Beach household.
Advisory Board Recommendation:
N/A
Financial Information:
Source o Amount Account Approved
Funds: $45,938.97 152 - 8000 - 361145
S 2 152- 5719- 000349
PROG
OBPI Total
Financial Impact Summary:
City Clerk's Office Legislative Tracking:
Anna Parekh
Sign-Offs:
Depa ment.Director Assi4ant ity.Manager Ci nager
AP MS KGB
(% 1
T:\AGENDA\2012 \October 24 \Consent \SHIP FY 2009 -10 MBCDC Agreement Extension SUMM
H AGENDA ITEM
DATE 10 -4-2--
/\AIAMIBEACH
City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov
COMMISSION MEMORANDUM
TO: Mayor Matti H. Bower and Members of the City Commission
FROM: Kathie G. Brooks, Interim City Manager A
DATE: October 24, 2012
SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, AUTHORIZING THE MAYOR AND THE CITY CLERK
TO EXECUTE AMENDMENT NO. 1 TO THE FISCAL YEAR 200912010 STATE
HOUSING INITIATIVES PARTNERSHIP (SHIP) PROGRAM AGREEMENT
BETWEEN THE CITY OF MIAMI BEACH AND MIAMI BEACH COMMUNITY
DEVELOPMENT CORPORATION ( MBCDC), IN A FORM ACCEPTABLE TO THE
CITY MANAGER AND THE CITY ATTORNEY, WHICH EXTENDS THE TERM OF
THE AGREEMENT THROUGH DECEMBER 31, 2012, AND PROVIDES
$45,938.97 IN SHIP PROGRAM INCOME TO ONE INCOME - ELIGIBLE
HOMEBUYER AND REHABILITATION HOUSEHOLD IN NORTH BEACH.
ADMINISTRATION RECOMMENDATION
Adopt the Resolution.
ANALYSIS
The State Housing Initiatives Partnership (SHIP) Program, administered through the Florida
Housing Finance Corporation, was established by the 1992 William E. Sadowski Affordable
Housing Act to stimulate the production of housing statewide. Annually, the Florida Housing
Finance Corporation allocates SHIP Program funds among participating jurisdictions on a
formula basis. The City has participated in the SHIP Program since fiscal year 1995/96.
Historically, and until 2009 when the economic recession dramatically affected the SHIP
Program, the City typically was allocated approximately $500,000 a year in SHIP funds for
eligible homeownership activities and rehabilitation of affordable housing. However, in Fiscal
Year 2009/2010 the City received a total of $43,691 of SHIP Program funds.
On September 9, 2009, via Resolution No. 2009 - 27174, the City Commission allocated
$39,321.90 of the FY2009/2010 SHIP funds to Miami Beach Community Development
Corporation ( MBCDC) to carry out the program's housing activities. The remaining balance
of $4,369.10 was allocated to the City for administrative expenses. MBCDC successfully
expended the funds in accordance with program requirements.
In September 2012, while preparing the SHIP annual report which includes a statement of
interest income earned from the SHIP account, the Administration determined that
$45,938.97 had accrued on the SHIP bank account's pooled cash. Uncertain as to the
proper method and time frame for allocation of the program income, Staff sought technical
assistance from the Florida Housing Finance Corporation (the State) and asked if the City's
issuance of a Request for Proposals for the use of the program income would be a suitable
plan of action for the funding. The State's response, which is attached hereto and marked
Commission Memorandum
October 24, 2012
Page 2 of 2
"Attachment 1," requests that the City submit a plan to spend the program income funds by
no later than December 31, 2012. The State further noted that the City's FY2009/2010
contract with Miami Beach Community Development Corporation, which is also attached
hereto and marked "Attachment 2," includes a provision (Article III Program Income) to carry
out SHIP activities including program income received during that fiscal year.
In order to carry out the State's instructions and comply with the SHIP Program rules, an
Amendment to the SHIP Agreement for Fiscal Year 2009 -2010 is necessary to extend the
term of the Agreement through December 31, 2012, and to allocate the $45,938.97 program
income funds to MBCDC for use in furthering affordable housing activities. Due to the U.S.
Department of Housing and Urban Development's determination that North Beach is the
City's "area of greatest need" in terms of affordable housing, the Administration recommends
that the subject allocation be dedicated to the North Beach area. MBCDC has committed to
utilize the funding to provide assistance to a North Beach household and has identified an
income - eligible North Beach participant from its waiting list for the funding.
CONCLUSION
The Administration recommends that the FY 2009/2010 State Housing Initiatives Partnership
(SHIP) Program Agreement between the City of Miami Beach and MBCDC be amended to
extend the term through December 31, 2012 and to allocate $45,938.97 in program income
to one income - eligible homebuyer and rehabilitation household in North Beach.
KGB/ /ARB
T:\AGENDA\2012 \October 24 \Consent \SHIP FY2009 MBCDC Agreement Extension - MEMO.doc
ATTACHMENT 1
Parekh, Anna
From: Aida Andujar [and ujar @flhousing.org]
Sent: Thursday, October 11, 2012 6:25 PM
To: Parekh, Anna
Cc: Bowman, Richard
Subject: RE: SHIP Program
Hi Anna, we would like to see a plan that has all funds spent 'no later than December 31, 2012. This is six months after
the expenditure deadline. In reviewing your files, I noted that the City has an existing contract with Miami Beach CDC for
fiscal year 2009 -2010 to carry out SHIP activities including program income received during that fiscal year. Since these
,are 2009 -2010 funds, what would prevent the'City from including these funds under the existing contract to help
expedite the expenditure of funds? If there are local policies or laws that prohibit this, please. provide this in writing as
part of the plan of action. The City must provide as much detail as possible when it prepares its plan of action to expend
these funds including explanations for anticipated delays. Include specific dates for completing activities that will
demonstrate how and when the funds will be expended. Thanks
Aida Andujar
Technical Advisor
Florida Housing Coalition
Phone: 954 - 252 -4898
Anduiar @flhousing.org
From: Parekh, Anna [ mailto : AnnaParekhC&miamibeachfl.gov ]
Sent: Thursday, October 11, 2012 5:13 PM
To: ' and ujar @ flhousing.org -
Cc: Bowman, Richard
Subject: Re: SHIP Program
Aida,
.Is the issuance of an RFP a suitable plan of action? This would take a minimum of three months to complete.
Ann
From: Aida Andujar [ mai Ito: andujarCa)flhousing.org
Sent: Thursday, October 11, 2012 04:49 PM
To: Parekh, Anna
Cc: Bowman, Richard
Subject: SHIP Program
Hi Anna, as you know, on Tuesday October 9 2012 at the request of Florida Housing Finance Corp. I made a site visit to
review the status of the City of Miami Beach SHIP program. At this time the City is in non - compliance with the
regulatory requirements of the program,. There are $45,938.97 in SHIP program income funds that should have been
spent by June 30, 2012. These funds are not spent or encumbered. The City must provide a plan of action to expend
these funds as quickly as possible. Please submit a plan of action for the expenditure of these funds no later than
October 17, 2012 so that I may forward this information to Florida Housing Finance Corp. Feel free to contact me if you
have any questions. .
Aida Andujar
Technical Advisor
Florida Housing Coalition
Phone: 954 - 2524898 1
Anduiar@flhousing.org
ATTACHMENT 2
SHIP AGREEMENT
SHIP Fiscal Year 2009 -2010
THIS AGREEMENT, entered into this fAda Y of
_: `u 20@9 b and between the
! _ _ Y
CITY OF MIAMI BEACH, a Florida municipal corporation, having its principal office at 1700
Convention Center Drive, Miami Beach, Florida, (hereinafter referred to as the City), and the
MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION, a not- for -profit Florida
corporation, with its principal office located at 945 Pennsylvania Avenue, Miami Beach, Florida
(hereinafter referred to as MBCDC.
)NTfNESSETH:
WHEREAS, the State Housing Initiatives Partnership (SHIP) Program, administered through
the Florida Housing Finance Corporation, was established by the 1992 William E. Sadowski
Affordable Housing Act to stimulate the production of housing Statewide; and
WHEREAS,' during the 2009 Legislative session, the Florida Homebuyer. Opportunity
Program (FHOP) was created to provide up to $8,000 or 10% of the home price (whichever is
less) in purchase assistance to first time homebuyers eligible to receive the federal first -time
homebuyer tax credit established through the American Recoveryand Reinvestment Act of 2009
that must be repaid by the applicant with his /her federal tax refund or within 36 months after the
home purchase date; and
WHEREAS, the City received a total of $43,691 of SHIP Program funds for Fiscal Year
2009/10; and
WHEREAS, this year's SHIP funds are to be used exclusivelyfor the FHOP initiative until the
tax credit program expires, on or about June 30, 2010; and
WHEREAS, staff consulted with the Florida Housing Coalition (FHC) regarding the limited
time given to implement the FY2009/10 Program and was advised that, considering that the home
purchase initiative is included in the current contract between the City and MBCDC, a Notice of
Funding Availability (NOFA) is not required to allocate FY2009/10 SHIP funds to MBCDC, in the
amount of $39,321.90, representing the State's allocation of $43,691 minus the City s allocation
of $4,369.10 for administrative expenses and;
WHEREAS, on September 9, 2009, the Mayor and City Commission approved Resolution
No. 2009 - 27174, authorizing the Mayor and the City Clerk to execute the following SHIP program
agreement between the City and MBCDC for the - implementation of the 2009 -2010 FHOP initiative.
NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties
hereto agree as follows:
ARTICLE 1
BACKGROUND
The Florida Homebuyer Opportunity Program (FHOP) was created during the State of
Florida 2009 regular legislative session. This funding ($30 million Statewide) is detailed in the
budget implementing bill under Specific Appropriation 1570A only to provide subordinate loans of up
to $8,000 on purchase assistance to prospective first -time homebuyers to applicants that are eligible
to receive the federal -first time homebuyer tax credit created through The American Recovery and
Reinvestment Act of 2009.
1
ARTICLE Il
BUDGET AND SCOPE OF SERVICES
MBCDC will utilize $39,321.90 of SHIP Fiscal Year 2009/2010 funds; as set forth in the
Scope of Services in Exhibit "A ", attached hereto and made a part hereof by reference (hereinafter
referred to as the Funds, which definition shall also include the allocation of anyadditional funds that
may be provided by the City or the State of Florida in the future as a result of an amendment or
modification of this Agreement), exclusively for dowh assistance, in an amount not to
exceed $8,000, to first time homebuyers eligible to receive the federal first -time homebuyer tax
credit.
ARTICLE 111
PROGRAM INCOME
MBCDC agrees that any SHIP Program income generated from the use of the Funds under
this Agreement, or funds repaid for any reason, after making all debt repayments to the City, or other
lender, if any, is to be used to further other affordable housing activities.
ARTICLE IV
SPECIAL PROVISIONS APPLICABLE TO FUNDS PROVIDED UNDER
THE FHOP PROGRAM
The parties acknowledge that the Funds provided under this program, which are distributed
through and operated under the SHIP Program require that the funding be used to provide up to
$8,000 or 10% of the home price (whichever is less) in purchase assistance to applicants that are
eligible to receive the federal first time homebuyer tax credit created through the American Recovery
and Reinvestment Act of 2009; the SHIP Program Rule; and the City's Local Housing Assistance
Plan. The assistance is to be repaid by the applicant with his/her federal tax refund, or within 36
months after the home purchase date. This initiative is to expire by June 30, 2010, extended from
the original date of November 30, 2009, and therefore the home purchase date must be prior to
June 30, 2010, unless the Program is extended. Once the FHOP initiative ends, MBCDC can use
any remaining FY2009 12010 funds to continue providing SHIP eligible activities in accordance with
SHIP Program rules and the City s Local Housing Plan, subject to compliance with Article III hereof.
MBCDC expressly agrees to the following terms and conditions in conformitywith the FHOP
Program Rule:
(a) Affordability Period. The period of time SHIP assisted units must remain affordable is for
a minimum of fifteen (15) years, in accordance with the SHIP Program Rules and the City of Miami
Beach Local Housing Assistance Plan (LHAP).
(b) Repayment of Funds. The Funds provided to applicants that are eligible to receive the
federal first time homebuyer tax credit shall be repaid by the applicant in its entirety to the City with
his /her federal tax refund, or within 36 months after the home purchase date. Concurrent with the
closing on the property, the owner shall execute a Promissory Note and a Mortgage Deed
incorporating the terms of this loan.
(c) The maximum income limit under the FHOP Program shall be an adjusted gross income
of $75,000 for single taxpayer households, or $150,000 forjoint - filing taxpayer households, which is
2 c
equal to that allowed under the American Recovery and Reinvestment Act of 2009.
(d) Income Taraeting There is no requirement to reserve thirty (30 %) percent of the funds
for awards to very-low income persons or thirty (30 %) percent of the funds for awards to low- income
persons.
(e) There is no requirement to expend seventy five (75 %) percent of funds for construction,
rehabilitation, or emergency repair and;
(f) The principal balance of the loans provided may not exceed ten (10 %) percent of the
home purchase, or $8,000 (whichever is less).
(g) MBCDC warrants and represents to the City that it maintains a financial management
system that conforms to the financial accountability standards of the Office of Management and
Budget (OMB) Circular A -110.
(h) Records MBCDC agrees to maintain all records sufficient to meet the requirements of
the SHIP Program Rule, including, but not limited to: SHIP Program records, project records, and
SHIP Program administration records. All records required herein shall be retained and made
accessible for a period of at least five (5) years after closing, as provided in the SHIP Program Rule,
and Florida Statutes Chapter 119.
(i) Prooegy Standards For the duration of this Agreement, and any amendments hereto,
housing that is assisted with FHOP funds, at a minimum, must meet the Housing Quality Standards
of CFR Section 882.109.
(k) Affirmative Marketing MBCDC acknowledges that it is unlawful to discriminate on the
basis of race, creed, color, religion, age, sex, sexual orientation, marital status, familial status,
national origin or handicap. MBCDC agrees to maintain affirmative marketing procedures and
requirements, in writing, for FHOP assisted housing, as set forth in Chapter 67 -37 F.A.C.
(1) Home Ownership Housing that is for purchase qualifies as affordable housing only if 1)
the housing has an initial purchase price, or appraised value after rehabilitation or repair, that does
not exceed ninety percent (90 %) of the average purchase price for the Miami -Dade Metropolitan
Statistical Area (MSA) of $329,268, for new and existing homes, and subject to change from time -
to -time, as determined by the Florida Housing Finance Corporation; 2) is the principal residence of
the owner who qualifies under the FHOP Program rules.
ARTICLE V
ELIGIBLE COSTS
MBCDC agrees that eligible costs for under this Agreement are limited to the Florida
Homebuyer Opportunity Program (FHOP) requirement of providing up to $8,000 or 10% of the
purchase price (whichever is less) in purchase assistance to first time homebuyers eligible to
receive the federal first -time homebuyer tax credit established by the American Recovery and
Reinvestment Act of 2009. Once the FHOP Program expires, MBCDC can utilize any unexpended
funds from this allocation' for approved, regular SHIP activities, subject to compliance with Article III
hereof.
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ARTICLE VI
METHOD OF PAYMENT
(a) The funds shall be paid to MBCDC on a reimbursement basis, for the down - payment
assistance provided to eligible individuals whose home purchase was used for a home closed prior
to the expiration of the FHOP Program, and with supporting documentation, that includes, at a
minimum, Closing Documents, a Promissory Note and Mortgage protecting the City, and a Mortgage
Deed that incorporates the payment requirements and any other pertinent information regarding
FHOP and SHIP requirements.
(b) Any payment or disbursement of Funds under this Agreement may be withheld at the
City Manager's (or his authorized designee's) sole discretion pending the receipt of, and approval by
the City, of all reports and documents which MBCDC is required to submit to the City pursuant to the
terms of this Agreement.
ARTICLE VII
SUBCONTRACTS
[intentionally Omitted]
ARTICLE VIII
CONDITIONS OF SERVICE
(a) MBCDC shall comply with the regulations of the SHIP.
(b) Equal Opportunity MBCDC shall comply and be governed by the Equal Opportunity and
Fair Housing laws. No person in the United States shall on the grounds of race, color, national
origin, religion, disability or sex be excluded from participation in, or be denied the benefits of or be
subjected to discrimination under any program or activity funded in whole or in part with SHIP
Program funds.
(c) Housing purchased or assisted with SHIP funds shall be subject to testing and
abatement activities for lead -based paint.
(d) MBCDC shall comply with those other statutes, regulations and executive orders, as
same may be amended, and as set forth in Exhibit "B ", attached hereto and herein incorporated by
reference.
ARTICLE IX
TERM OF AGREEMENT
This Agreement shall be deemed effective following approval by the Mayor and City
Commission and execution of same by the parties hereto, provided, however, that upon approval
and full execution, the term of this Agreement shall be deemed to have commenced retroactively to
October 1, 2009.
The City and MBCDC mutually agree that the Funds are reserved for MBCDC for the
designated time period as follows:
(a) The SHIP Funds allocated for Fiscal Year 2009/2010 for the FHOP initiative, in the
amount of $39,321.90 are to be used from the period of October 9, 2009, through June
4
30, 2010.
(b) The Funds must be expended by June 30, 2010. Upon expiration of the Agreement,
any unused portions will revert to regular SHIP, and MBCDC can use any remaining
Funds to continue providing SHIP eligible activities, subject to compliance with Article III
hereof.
ARTICLE X
[Intentionally omitted]
ARTICLE XI
AMENDMENTS
Any amendments, alterations, variations, modifications or waivers of any provisions to this
Agreement, including an increased allocation of Funds or extension of the Term, will only be valid
when they have been reduced to writing and duly signed the both parties hereto. Any changes
which do not substantially change the Scope of Services or increase the total amount payable under
this Agreement, shall be valid only when reduced to writing and signed by the City Manager (or his
designee) and MBCDC.
ARTICLE XII
CONFLICT OF INTEREST
(a) MBCDC shall comply with the standards contained within the SHIP Program Rule and
the FHOP initiative requirements.
(b) MBCDC shall disclose any possible conflicts of interest or apparent improprieties of any
party that is covered by the above standards. MBCDC shall make such disclosure, in writing, to the
City Manager or his /her authorized designee immediately upon MBCDC's discovery of such possible
conflict. The. City will then render an opinion which shall be binding on all parties.
(c) Related Parties MBCDC shall report to the City (through its City Manager or his /her
designee) the name, purpose, and any other relevant information in connection with any related -
party transaction. This includes, but is not limited to, dealing with a for - profit subsidiary or affiliate
organization, an organization with overlapping board of directors, or an organization for which
MBCDC is responsible for appointing members. MBCDC shall report this information to the City
prior to forming the relationship or, if already formed, shall report it immediately.
ARTICLE XIII
INDEMNIFICATION AND INSURANCE
MBCDC shall indemnify and hold harmless the City (through its City Manager or his /her
authorized designee) from any and all claims, liabilities, losses, and causes of action which may
arise out of an act, omission, negligence or misconduct on the part of MBCDC or any of its officers,
directors, employees, agents, servants, contractors, subcontractors, consultants and sub
consultants, , patrons, guests, clients, and /or invitees. MBCDC shall pay all claims and losses of any
nature whatsoever in connection therewith and shall defend all suits in the name of the City, when
applicable, and shall pay all costs and judgments which may issue thereon. This indemnification .
shall survive termination and /or expiration of this Agreement.
5
r
� I
MBCDC shall maintain, during the term of this Agreement, the insurance specified below.
(1) General Liability: $500,000 combined single limit for bodily injury and property damage, for
each occurrence.
(2) Contractual Liability: the policy must include coverage to cover the above indemnification.
(3) Automobile and vehicle coverage, in the amount of $500,000 per occurrence, shall be
required when the use of automobiles and other vehicles are involved in anyway in the performance
of the Agreement, including non -owned automobile coverage.
(4) Workers' Compensation Coverage as per statutory limits required by the State of Florida.
MBCDC shall submit to the City ORIGINAL certificates of insurance for the above
coverage, with the City of Miami Beach, Florida named as an additional insured. All insurance
coverage shall be approved by the City's Risk Manager prior to the release of any Funds under this
Agreement. Further, in the event evidence of such insurance is not forwarded to the City's Risk
Manager within thirty (30) days after the execution of this Agreement, this Agreement shall become
null and void, without further notice to MBCDC required, and the City shall have no obligation under
the terms thereof. In the event of such automatic termination, MBCDC shall immediately return the
entire amount of the Funds to the City.
ARTICLE XIV
REPORTS
(a) Progress Reports MBCDC agrees to submit quarterly progress reports to the City
Manager (or his /her authorized representative) describing the status of this Program 'and
achievement of the Program objectives (as provided, in the Scope of Services in Exhibit "A",
attached hereto). The progress reports shall be submitted no later than ten (10) days after the end
of each quarter, and shall continue until such time as all Funds are expended.
(b) It will be the responsibility of MBCDC to notify the City Manager (or his/her authorized
representative) in writing, of any action, law, or event that will impede or hinder the success of the
Program. After such notification MBCDC will take whatever actions the City deems appropriate to
ensure the success of the Program.
if the required reports described above are not submitted to the City, or are not completed in a
manner acceptable to the City, the City may withhold further payments until they are completed
and /or revised, or may take such other action as it may deem appropriate including, without
limitation, termination of the Agreement.
ARTICLE XV
AUDIT AND INSPECTIONS
At any time during normal business hours, and as often as the City Manager and /or his /her
authorized representatives may deem necessary, in their respective sole discretion, there shall be.
made available to the City, to audit, examine and make audits of, all contracts, invoices, materials,
payrolls, records of personnel, conditions of employment, and any or all other data or records
6
i
i;
relating to all matters covered by this Agreement. If during the course of its monitoring, the City
determines that any payments made to MBCDC do not constitute an allowable expenditure, the City
will have the right to deduct/reduce those amounts from their related invoices. MBCDC must
maintain records necessary to document compliance with the provisions of this Agreement, for at
least five (5) years after the close of the fiscal year in which the Funds reserved hereunder are fully
expended.
ARTICLE XVI
COMPLIANCE WITH LOCAL STATE AND FEDERAL REGULATIONS
MBCDC shall comply with all applicable Federal and State regulations, as applicable to
Program administration; specifically including, but not limited to, the SHIP Program Rule(s)
Additionally, MBCDC will comply with all State and local laws and ordinances hereto applicable.
ARTICLE XVII
MISCELLANEOUS CONDITIONS
(a) It is expressly understood and agreed by the parties hereto that monies contemplated by
this Agreement, to be used for compensation originated from grants under the FHOP initiative and
SHIP Program and are contingent upon approval of activities by the State of Florida.
(b) Title and paragraph headings are for convenient reference and are not a part of this
Agreement.
(c) In the event of conflict between the terms of this Agreement and any terms or conditions
contained in any attached document, the terms in this Agreement shall have precedence.
(d) No waiver or breach of any provision of this Agreement shall constitute a waiver of any
subsequent breach of the same or any other provision hereof, and no waiver shall be effective
unless made in writing.
ARTICLE XVIII .
ACCESS TO RECORDS
MBCDC agrees to allow access, during normal business hours, to all financial records to
authorized Federal, State or City representatives including, but not limited to, for the purposes set
forth in Article XV herein; and MBCDC agrees to provide such assistance as may be necessary to
facilitate the conduct of a financial or operational audit by any of these representatives. MBCDC
shall also allow access during normal business hours to all other records, forms, files, and
documents which have been generated in performance of this Agreement, to those personnel as
may be designated by the City, and or State and /or Federal representatives.
ARTICLE XIX
SEVERABILITY OF PROVISIONS
If any provision of this Agreement is held invalid, the remainder of this Agreement shall not
be affected thereby if such remainder would then continue to conform to the terms and requirements
of applicable law.
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ARTICLE XX
PROGRAM PUBLICITY
MBCDC agrees that any news release or other type of publicity pertaining to the project as
stated herein must recognize the City as the recipient funded by the Florida Housing Finance
Corporation, under the State Housing Initiatives Partnership (SHIP) Program for the FHOP Program,
and administered by the Office of Real Estate, Housing & Community Development of the City of
Miami Beach as the entity which provided funds for the particular project.
ARTICLE XXI
SUCCESSORS AND ASSIGNS
MBCDC agrees that this Agreement shall be binding upon the parties herein, their heirs,
executors, legal representatives, successors, and assigns.
ARTICLE XXII
INDEPENDENT CONTRACTOR
MBCDC and its employees and agents shall be deemed to be independent contractors and
not agents or employees of the City, and shall not attain any rights or benefits under the Civil
Service or Pension Ordinances of the City, or any rights generally afforded classified or unclassified
employees; further they shall not be deemed entitled to the Florida Workers' Compensation benefits
as an employee of the City.
ARTICLE =11
ASSIGNMENT
This Agreement may not be assigned or transferred by MBCDC without the prior written
consent of the City. The City may terminate this Agreement for cause in the event that MBCDC
does not strictly comply with the procedures established herein for obtaining City consent to
assignment or transfer as defined by this Article. A merger, dissolution, consolidation, conversion,
liquidation or appointment of a receiver for MBCDC, shall also be deemed an assignment of this
Agreement, and will require the prior written consent of the City thereto.
ARTICLE XXIV
TERMINATION FOR CAUSE AND /OR FOR CONVENIENCE
The City may place MBCDC in default of this Agreement and may suspend or terminate this
Agreement, in whole or in part, for cause. "Cause" shall include the following:
(a) Failure to comply and /or perform in accordance with any of the terms and conditions of
this Agreement, or any Federal, State or local regulation;
(b) Failure to submit any required report to the City or submitting any required report which is
late, incorrect, or incomplete in any material respect;
(c) Implementation of this Agreement, for any reason, is rendered impossible or infeasible;
(d) Failure to respond in writing within thirty (30) days of notice of same from City to any
concerns raised by the City, including providing substantiating documentation when requested by
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the City;
(e) Any evidence of fraud, waste or mismanagement as determined, by the City's monitoring
of project(s) under this Agreement, or any violation of applicable SHIP Program Rules and
regulations, or of any applicable City, State, County, and /or Federal laws, ordinances, code
provisions, ordinance and /or other regulations;
(f) MBCDC'S insolvency or bankruptcy, and
(g) An assignment or transfer of this Agreement or any interest therein which has not been
approved by the City pursuant to Article XXIII herein.
If the default complaint is not fully and satisfactorily cured within thirty (30) days of receipt of
such notice of default to MBCDC, at the expiration of said thirty (30) day period (or such additional
period of time as may be permitted by the City, in its sole discretion, as required to cure such default
in the event MBCDC is diligently pursuing curative efforts), this Agreement may, at the City's sole
option and discretion, be deemed automatically canceled and terminated, and the Funds shall
immediately become due and payable to the City. The City shall further be fullydischarged from any
and all liabilities, duties and terms arising out of, or accruing by virtue of, this Agreement. In the
event of a default for cause, the City may also; at its option, avail itself of any and all remedies
pursuant to 24CFR part 85.43, as amended from time to time, including suspension in whole or in
part, of any and all MBCDC's other grant award(s); recapture of those funds; and any other
remedies that may be available at law or in equity.
Notwithstanding this Article XXIV, this Agreement may be terminated by the City, in whole or
in part, without cause and for the City s convenience, upon the furnishing of thirty (30) days written
notice to MBCDC. In the event of termination for convenience by City, MBCDC herein
acknowledges and agrees that it shall not have any claim, demand, or cause of action of whatsoever
kind or nature against the City, its agents, servants and employees.
ARTICLE XXV
ADDITIONAL REMEDIES
In the event of termination of this Agreement, whether for cause or for convenience, the City
shall additionally be entitled to bring any and all legal and /or equitable actions, which it deems to be
in its best interest, in Miami -Dade County, Florida, in order to enforce the City's rights and remedies
against MBCDC. The City shall be entitled to recover all costs of such actions, including reasonable
attorney's fees. Further, the City and MBCDC hereby knowingly and intentionally waive the right to
jury trial in any action or proceeding that City and MBCDC may herein institute against each other
with respect to any matter arising out of or relating to this Agreement or the Funds.
ARTICLE XXVI
MAINTENANCE AND RETENTION OF RECORDS
MBCDC agrees that it will maintain all records required pursuant to Chapter67 -37, F.A.C., in
an orderly fashion in a readily accessible, permanent and secure location, and that it will prepare
and submit all reports necessary and to assist the City in meeting record keeping and reporting
requirements hereunder.
(a) Records shall be maintained for a period of five (5) years after the closeout of funds
under this Agreement except as provided herein in paragraphs (b) and (c) below.
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(b) If any litigation, claim, negotiation, audit or other action has been started before the
regular expiration date, the records must be retained until completion of the action and resolution of
all issues which arise from it, or until the end of the regular period specified in paragraph (a),
whichever is later;
(c) Records regarding project requirements that apply for the duration of the period of
affordability, as well as the written agreement and inspection and monitoring reports must be
retained for five years AFTER the required period of affordability.
ARTICLE XXVII
LIMITATION OF LIABILITY
The City desires to enter into this Agreement only if in so doing the City can place a limit on
the City's liability for any cause of action for money damages due to an alleged breach by the City of
this Agreement, so that its liability for any such breach never exceeds the sum of the Funds
reserved hereunder, less any amount of the Funds actually paid to MBCDC by the City at the time of
the alleged breach. MBCDC hereby expresses its willingness to enter into this Agreement with
MBCDC's recovery from the City for any damage action for breach of contract to be limited to a
maximum amount of the Funds, less any amount, in whole or in part, of the Funds actually paid to
MBCDC by the City at the time of the alleged breach. Accordingly, and notwithstanding any other
term or condition of this Agreement, MBCDC hereby agrees that the City shall not be liable to
MBCDC for damages in an amount in excess of the Funds, less any amount, in whole or in part, of
the Funds actually paid to MBCDC by the City at the time of the alleged breach, for any action or
claim for breach of contract arising out of the performance or non - performance of any obligations
imposed upon the City by this Agreement. Nothing contained in this paragraph or elsewhere in this
Agreement is in any way intended to be a waiver of the limitation placed upon the City's liability as
set forth in Florida Statutes, Section 768.28.
ARTICLE XXVIII
VENUE
This Agreement shall be governed by, and construed in accordance with, the laws of the State of
Florida, both substantive and remedial, without regard to principles of conflict of laws. The exclusive
venue for any litigation arising out of this Agreement shall be Miami -Dade County, Florida, if in state
court, and the U.S. District Court, Southern District of Florida, if in federal court. BY ENTERING
INTO THIS AGREEMENT, MBCDC AND THE CITY EXPRESSLY WAIVE ANY RIGHTS EITHER
PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR
ARISING OUT OF, THIS AGREEMENT
ARTICLE XXIX
ADDITIONAL CONDITIONS AND COMPENSATION
It is expressly understood and agreed bythe parties hereto that monies contemplated bythis
Agreement to be used for the purposes described herein, originated from grants of State Housing
Incentives Partnership (SHIP) Program funds forthe FHOP initiative, and must be implemented with
all of the applicable rules and regulations of the Florida Housing Finance Corporation. It is expressly
understood and agreed that in the event of curtailment or non - production of said SHIP Program
funds, that the financial sources necessary to continue to pay the Funds hereunder will .not be
available and that this Agreement will thereby automatically terminate effective as of the time it is
determined that said funds are no longer available. In the event of such determination, MBCDC
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agrees that it will not look to, nor seek to hold liable, the City or any individual member of the City
Commission thereof, personally for the performance of this Agreement and all parties hereto shall
be released .from further liability each to the other under the terms of this Agreement.
ARTICLE XXX
NOTICES
All notices shall be sent to the parties at the following addresses:
City: Anna Parekh, Director
Office of Real Estate, Housing & Community Development
City of Miami Beach
1700 Convention Center Drive
Miami Beach, FL 33139
MBCDC: Roberto Datorre, President
Miami Beach Community Development Corporation
945 Pennsylvania Ave.
Miami Beach, FL 33139
The above parties may change such addresses at any time upon giving the other party
written notification. All notices under this Agreement must be in writing and shall be deemed to be
served when delivered to the address of the addressee. All notices served by mail shall be
registered mail, retum - receipt requested.
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IN WITNESS WHEREOF, The parties hereto have caused this Agreement to be executed by
their duly authorized official(s), on the day and year first above written.
MIAMI BEACH COMMUNITY
ATTEST: DEVELOPMENT CORPORATION
Sec r tary Roberto e, resident
U rte t! ion(
"N�me Print Name
P
CITY OF MIAMI BEACH
ATTEST:
City Clerk atti Herrera Bo er, Mayor
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
J ttomey r ats
F:IRHCDI$ALLiHSG- CDWIARIA SIERRAIContracts\SHIP Agreement (MBCDC 2009 -10 FHOP).doc
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