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1st Amndmt to Interlocal Agmt draft FIRST AMENDMENT TO INTERLOCAL AGREEMENT THIS FIRST AMENDMENT TO INTERLOCAL AGREEMENT (the First Amendment or the Amendment) is made and entered into this day of , 2010, by and between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation of the State of Florida (the City), and THE SCHOOL BOARD OF MIAMI -DADE COUNTY, FLORIDA, a body corporate and politic existing under the laws of the State of Florida, (the Board). WITNESSETH WHEREAS, the Board is the owner of certain land and facilities located in the City of Miami Beach, Florida, and known as Miami Beach Senior High School (the School); and WHEREAS, since approximately 2005, the Board has been in the process of constructing a replacement School on the existing School land (the Project) and is now completing the final phase of the Project; and WHEREAS, as part of the Project, the City and Board agreed that the Board would design and construct certain improvements within certain portions of the public right -of -ways along Prairie Avenue and Dade Boulevard (the Improvements); and WHEREAS, in conjunction with the Board's agreement to design and construct the Improvements, the City and Board also agreed to exchange the following easements: 1. a permanent easement granted by the City to the Board in order for the Board to construct, operate, and maintain a bus drop -off area along Dade Boulevard (the City Easement); and 2. a permanent access easement granted by the Board to the City over a portion of the School property, to access Fire Station No. 2 and the Public Works yard from Dade Boulevard, as well as to access that portion of the City's water and sewer system located within the School property; and WHEREAS, the City and Board's respective rights and obligations as to the design and construction of the Improvements and the conveyance of the aforestated easements were memorialized in an Interlocal Agreement; and WHEREAS, accordingly the City's draft of the Interlocal Agreement was presented to the Mayor and City Commission at its regular meeting on March 14, 2007, and approved pursuant to Resolution No. 2007 - 26478; a true and correct copy of the Interlocal Agreement approved by the City Commission is attached and incorporated as Exhibit "A" hereto; and WHEREAS, notwithstanding the preceding, at its meeting on May 18, 2005, pursuant to Board Agenda Item F -5 the Board approved a different version of the Interlocal Agreement (containing different language pertaining to the type and description of some of the Improvements that the Board was responsible for designing and constructing, which was not included in the version of the Agreement approved by the City Commission on March 14, 2007); and WHEREAS, the Board proceeded with the construction of the Project without objection from the City notwithstanding the fact that a final and fully executed version of the Interlocal Agreement had not been signed by the parties; and WHEREAS, as the Board is now completing the final phase of the Project, there is a need to address and finalize the parties' remaining obligations under the Interlocal Agreement (including, without limitation, the design and construction of the remaining Improvements and the conveyance of the respective easements); execute a final version of the Interlocal Agreement; and, concurrent therewith, execute certain amendments to said Interlocal with regard to the remaining Improvements; and WHEREAS, accordingly, the City and the Board have negotiated and hereby recommend execution of this First Amendment to the Interlocal Agreement, which provides the following: 1. in consideration for the Board's payment of $215,000.74 (not to be exceeded), the City will agree to assume the design and construction of certain remaining Improvements, as set forth and defined herein; 2. concurrent with the parties' execution of this First Amendment, the City and the Board have also agreed to execute, and thereby ratify, the terms (as amended herein) of the version of the Interlocal Agreement that was approved by the City Commission pursuant to Resolution No. 2007-26478 (attached as Exhibit "A" hereto) and 3. the Amendment will also clarify the parties' ongoing obligations with regard to the exchange of the respective easements; and WHEREAS, at its meeting of May 12, 2010, pursuant to Agenda Item F-4, Board Action No. , the Board authorized its Superintendent to finalize negotiations with the City with regard to the terms and conditions of the proposed Amendment; and that at its meeting of May 18, 2005, pursuant to Agenda Item F -5, .Board Action No. , the Board authorized the Superintendent to execute and ratify an Interlocal Agreement on behalf of the 2 Board to provide the necessary improvements along Dade Boulevard and Prairie Avenue, as set forth therein. NOW, THEREFORE, in consideration of the mutual covenants hereinafter contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged; the parties hereto agree as follows: 1. The parties agree that the above recitals are true and correct and are incorporated herein by reference: 2. Upon approval of this First Amendment by the Mayor and City Commission, and concurrent with the City and Board's execution thereof, the City and Board shall also, as a condition of this First Amendment, execute the Interlocal Agreement approved by the City Commission on March 14, 2007, pursuant to Resolution No. 2007 -26478 (attached as Exhibit "A" hereto), which Agreement, as amended herein, shall be the agreement which governs and binds the parties as to their respective remaining obligations to each other regarding the Project; including the design and construction of the remaining Improvements and the grant and conveyance of the City Easement and the Board Easement. Upon execution by the City and Board, a fully executed copy of the Interlocal Agreement shall replace and supercede the copy attached and incorporated as Exhibit "A" hereto. 3. Article II of the Interlocal Agreement, entitled "Term," shall be amended to provide that, pursuant to acknowledgment and agreement of the parties herein, the Commencement Date of the Agreement shall be as of the date that the Agreement was approved by the City Commission, or March 14, 2007. 4. Article III of the Interlocal Agreement, entitled "Improvements," is amended as follows: ARTICLE III IMPROVEMENTS The Project which is being executed by the Board, requires that certain improvements within the public rights -of -way along portions of Prairie Avenue and Dade Boulevard be made. The following improvements, w " beiRghave been designed and constructed by the Board, ar-e-speGifisallyand as defined in the drawings referenced in Exhibit "B " "B-1", attached hereto and incorporated herein (said improvements may also be referred to herein as the Board Improvements):, parties agrec and _ - -. .._- - -.- ■ - e-.- - 3 improvements along Prairie Avenue: e - - - .trian crossing at two locations (at 23 4 et and orth dge of student parking), at the Board's Cole expense; 2,1. Estate fencing along School property with a landscaping strip between the fence and the parking lot as illustrated in attached Exhibits B 1 and 434, (except in front of the Fine Arts Building) at the Bo ll s ore expcnce;_ • -e- - - - - _e- - - e .. - • m - e.. -' - - e - • and adjacent public right of way, at the Board's sole expense. 6.Milling & resurfacing of Prairie Avenue to shift center line of road 4' West, at the City's sole expense, which will result in an overall width - A -- - •' Improvements along Dade Boulevard: 7 2. Construction of new bus drop -off area, where the City will grant the City Easement to accommodate the bus drop -off area; &-3. Relocation of existing trees to public right -of -way; 6' sidewalk parallel to School property and southernmost edge of walk occurring 10' from back of existing Dade Boulevard curb; 45. Pedestrian crossing markings with ADA compliant concrete ramps; 44-6. Irrigation system in public right - of-way with own water meter, electronic controller, etc., to be conveyed to the City; 427. Construction of new one -way shared entry drive to School service yard and City's public works yard. Board will grant a permanent access easement to City, via the Board Easement, for access purposes. The City shall have the opportunity to seek and obtain permission to convert the one -way shared entry drive into a two -way drive by obtaining approval from relevant authorities (Le.: Miami -Dade County Public Works Traffic Division). The Board further agrees to fully cooperate with the City in facilitating and obtaining such permission from all relevant authorities; and 8. New landscaping in adjacent public right-of-way as per permitted Upon approval of this First Amendment by the City Commission; execution of same by the parties hereto (as well as execution by the parties of the version of the Interlocal Agreement that was approved by the City on March 14, 2007, pursuant to Resolution No. 2007 - 26478); and the City's receipt of payment by the Board, in the amount of $215,074, the City agrees to design and construct the 4 following improvements (also referenced to in this Amendment as the "City Work," as same are more specifically defined in the drawings referenced in Exhibit "B -2" attached hereto and incorporated herein, and which drawings have been mutually agreed upon and approved by the City and Board): Improvements along Prairie Avenue: 1. Construction of new parent drop -off with decorative pavers, including sidewalk at the locations illustrated in the drawings referenced in Exhibit "B -2 ", a paver pedestrian crossing at two locations (at 23 street and north edge of student parking); 2. Irrigation system in public right -of -way with own water meter, electronic controller, etc.; 3. Landscaping, consisting of 4' high shrubbery (adjacent to property line in school property) and 12' -14' high shade trees at 20' o. c. (in swale area) from a tree species pallet as approved by the City, and new sod turf on adiacent public right -of -way; and 4. Milling & resurfacing of Prairie Avenue to shift center line of road 4' West, at the City's sole expense, which will result in an overall width reduction of Prairie Avenue of 8'. 5. Exhibit "B" (entitled "Scope of Services ") of the Interlocal Agreement is deleted in its entirety, and is replaced with Exhibit "B -1" (referencing the approved scope of work and drawings for the Improvements which been designed and constructed by the Board), and Exhibit "B -2" (referencing the approved scope of work and drawings for the remaining Improvements to be constructed by the City (i.e. the City Work), upon receipt of payment by the Board, in the amount set forth herein). 6. The City agrees that it shall indemnify, hold harmless, and defend the Board, from and against any and all claims, suits, actions, damages, or cuases of action arising from or in connection with the City Work, to the extent of the limitations included within Section 768.28, Florida Statutes; provided, however, that nothing in this Agreement is intended to, nor shall, operate as a waiver of the sovereign immunity on behalf of the City. 7. Article IV of the Interlocal Agreement has been intentionally omitted. 8. Article V (a) of the Interlocal Agreement is amended to add the following subsection (3): 3. As pre - condition to the granting of the Board easements to the City, the City shall provide the Board the location of all City utilities within the Board property including without limitation, the ones located in the School's play field and the ones along Dade Boulevard. 5 9. Article V (b) of the Interlocal Agreement is amended to add the following subsection (2): 2. In addition to the easement from the City to the Board along Dade Boulevard, the City shall also grant the Board an easement along Prairie Avenue for the entire area identified as the parent drop off. 10. Each party hereby acknowledges approval of the respective Easement forms attached to this Agreement as Exhibit "C" and incorporated herein by reference. 11. The second paragraph of Article VI of the Interlocal Agreement deleted in its entirety and replaced with the following new paragraph: The City further agrees to maintain the irrigation system(s) within the rights -of -way along Prairie Avenue, and, upon a acceptance of same and conveyance by the Board, the irrigation system along Dade Boulevard. 12. Except as amended herein, all other terms and conditions of the Interlocal Agreement shall remain unchanged and in full force and effect. [REMAINDER OF PAGE LEFT INTENTIONALLY BLANK] 6 IN WITNESS WHEREOF, the City and Board have caused this Agreement to be executed by their respective and duly authorized officers the day and year first hereinabove written. CITY: BOARD: CITY OF MIAMI BEACH, FLORIDA THE SCHOOL BOARD OF MIAMI -DADE COUNTY, FLORIDA By / / • / ,! _' , By Ma Herrera Bow-r, T ayor Alberto M. Carvalho Superintendent of Schools ATTEST: (046. By: if Robert Parcher, City Clerk TO THE BOARD: APPROVED AS TO FORM AND TO TH ITY: LEGAL SUFFICIENCY: APPROV Z AS TO FORM AND LEGAL SUF IENCY: By: School Board Attorney By: City Attorney APPROVED AS TO FORM & LANGUAGE & Fnt3 EXECUTION C ,./.40 - - . . r ..��" ;t g' ttome ate 7 COMMISSION ITEM SUMMARY Condensed Title: A Resolution to execute the First Amendment to the Interlocal Agreement between the City of Miami Beach and the School Board of Miami -Dade County, Florida, providing for the City's design and construction of certain improvements along Prairie Avenue and funding of such improvements by the School Board of .Miami - Dade County in the amount of $215,074. Key Intended Outcome Supported: Increased Community Satisfaction with City Government. Supporting Data (Surveys, Environmental Scan, etc.): According to the 2009 Customer Satisfaction Survey, 64.9% of respondents rated the value of City services for the tax dollars spent as excellent or good. Issue: Shall the City Commission approve the Resolution? Item Summary /Recommendation: On March 14, 2007, the Mayor and City Commission approved the City's draft of an Interlocal Agreement (ILA) between the City and the School Board of Miami -Dade County (the Board). The Agreement provided for the following: 1. Certain improvements to be designed and contracted by the Board, at its expense, along Dade Boulevard and Prairie Avenue 2. A permanent easement granted by the City to the Board in order for the Board to construct, operate, and maintain a bus drop -off area along Dade Boulevard (the City Easement). 3. A permanent access easement granted by the Board to the City over a portion of the School property, to access Fire Station No. 2 and the Public Works yard from Dade Boulevard, as well as to access that portion of the City's water and sewer system located within the School property. The improvements along Dade Boulevard were completed as part of the High School Project; however, the improvements along Prairie Avenue, were not completed because the City had to build stormwater improvements from 23 Street to Dade Boulevard including a stormater pump station and there were disagreements as to the amount of contributions from the Board to finish the Board's construction obligations on Prairie Avenue. In a Board meeting on May 12, 2010, the Board authorized its Superintendent to finalize negotiations with the City with regard to the proposed Amendment; following meetings between the representatives of the City and the Board, the Board has also opined that the action delegated to the Superintendent also includes the authority to execute and ratify the final version of the ILA on behalf of the Board. The proposed First Amendment to the ILA was negotiated between the City and the Board's staff and drafted by the City Attorney's Office. THE ADMINISTRATION RECOMMENDS APPROVAL OF THE RESOLUTION. Advisory Board Recommendation: N/A Financial Information: Source of Amount Account Funds: 1 2 OBPI Total Financial Impact Summary: City Clerk's Office Legislative Tracking: Fred Beckmann, ext 6012 Si • n -Offs: De • artment • 're_ • r Assistant Ci t ana • er Ci ana • er FH T:\AGENDA\2010 \October 2 \Consent \School Board ILA Amendment UMM.doc . STEM C7 D MIA AGENDA 0- DATE / Z 7 I 0 MIAMI BEACH Mi i B h Florida 33139 www.miamibeachfl.gov of Miami Beach, 1700 Convention Center Drive, am Beach, ov g COMMISSION MEMORANDUM TO: Mayor Matti Herrera Bower and Members of the City Commission FROM: Jorge M. Gonzalez, City Manager DATE: October 27, 2010 SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE FIRST AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND THE SCHOOL BOARD OF MIAMI -DADE COUNTY, FLORIDA, AS ORIGINALLY APPROVED BY THE CITY COMMISSION ON MARCH :14, 2007, PURSUANT TO RESOLUTION NO. 2007 - 26478; SAID AMENDMENT PROVIDING, IN PART, FOR THE CITY'S DESIGN AND CONSTRUCTION OF CERTAIN REMAINING PUBLIC IMPROVEMENTS ALONG PRAIRIE AVENUE (AS ORIGINALLY CONTEMPLATED PURSUANT TO THE MIAMI BEACH SENIOR HIGH SCHOOL EXPANSION PROJECT), SUBJECT TO FUNDING OF SUCH IMPROVEMENTS BY THE SCHOOL BOARD, IN THE AMOUNT OF $215,074. ADMINISTRATION RECOMMENDATION Adopt the Resolution. ANALYSIS Approximately five years ago, the School Board of Miami -Dade County (the "Board ") commenced construction on improvements and expansions to Miami Beach Senior High School (the "School "). At that time, the City learned that the Board had plans to make certain improvements on Prairie Avenue and on Dade Boulevard, both utilizing City property and /or City right -of -ways, without the previous approval of the City. The City asked the Board to cease construction activities until such time as the various issues could be reviewed and agreed upon between the City and the Board. As a result of the City's intervention, the original Board plans for School site improvements were altered to incorporate several items that were intended to mitigate the impact of the School construction on the adjacent neighborhood. Among the items which were incorporated into the site plan by the Board were: • An estate fence at the perimeter of the School property on Prairie Avenue • Landscape on the School side of the estate fence on Prairie Avenue in order to screen the parking lot and to act as a litter capture buffer • Enhanced tree plantings in the swale area adjacent to the estate fence on the City right -of -way on Prairie Avenue • The addition of a sidewalk on Prairie Avenue Commission Memorandum — School Board ILA Amendment October 27, 2010 Page 2 of 4 The City and Board also came to agreement upon a new bus lane and bus drop -off area on Dade Boulevard, and a shared access to the eastern side of the School property (adjacent to Fire Station #2). The parties agreed to memorialize their respective responsibilities and obligations in an Interlocal Agreement. However, an issue which was in dispute at the time of the meetings to address the Board improvements was which party would be responsible for maintenance of landscape; specifically on Prairie Avenue. The Board's position was that, as the City had required the landscape, the City should be responsible. However, at the time, the City stated its intention not to accept responsibility for the maintenance of the landscape improvements on Prairie Avenue. The Board proceeded to approve an Interlocal Agreement on May 18, 2005, which incorporated all of the enhancements to Prairie Avenue discussed previously, as well as the aforestated easements (for the bus lane and the shared eastern access). The version of the Interlocal Agreement which was approved by the Board also included language that held the City responsible for maintenance of landscape on Prairie Avenue. As this language was not consented to by the City at the time, the Interlocal Agreement was not presented for approval to the City Commission. Notwithstanding the above, in order that construction of the School not be delayed, the City consented to the Board proceeding with construction of the proposed improvements, pending further discussion regarding outstanding issues. As construction progressed, the Board undertook several of its building and site improvements, some of which included the removal of a number of trees on Prairie Avenue, in preparation for construction of the planned Prairie Avenue drop off lane, the estate fence, and required landscaping. This particular activity, as well as the overall site construction activity, triggered a new level of concern and interest among adjacent residents who, through the Bayshore Homeowners Association (BHA), expressed their displeasure with planned improvements for the School; both to the Board and to the City. The renewed expression of concern by the BHA occurred in . mid 2006 and, since that point in time, the City and various BHA representatives and Board representatives have met to discuss the BHA concerns and possible further mitigation efforts. While the BHA raised a series of concerns and questions about site improvements, the principle points of discussion and concern focused on planned Prairie Avenue improvements and, specifically, a parent drop off lane to be constructed adjacent to Prairie Avenue, and the landscape treatment which would be implemented. The BHA concerns were principally focused upon the visual and operating impact associated with the School and undertaking additional improvements to further mitigate what they believed to be a serious neighborhood impact. To address the concerns of the BHA, the City and Board agreed that, of the improvements to be constructed on Prairie Avenue, the Board would assume cost responsibility for construction except the planned reduction in width and repaving of Prairie Avenue. The road expenses would be borne by the City. Based on the above, the City presented the Inter local Agreement to the Mayor and City Commission at its regular meeting on March 14, 2007, and it was approved pursuant to Resolution No. 2007 - 26478. However, as the version of the Agreement approved by the City was not the version previously approved by the Board in 2005, the City and Board have not executed a final Interlocal Agreement (which is one of the actions that will occur if the City Commission approves the First Amendment before it today) Commission Memorandum — School Board ILA Amendment October 27, 2010 Page 3 of 4 The Agreement provided for the Board to design and construct the following proposed improvements: 1. Certain improvements to be designed and contracted by the Board, at its expense, along Dade Boulevard and Prairie Avenue (as further defined in nos. 1 -7 below). 2. A permanent easement granted by the City to the Board in order for the Board to construct, operate, and maintain a bus drop -off area along Dade Boulevard (the City Easement). 3. A permanent access easement granted by the Board to the City over a portion of the School property, to access Fire Station No. 2 and the Public Works yard from Dade Boulevard, as well as to access that portion of the City's water and sewer system located within the School property (the Board easement). In order to be ready for the start of the school year, the Board proceeded with the construction of the following improvements along Dade Boulevard, which have now been completed: 1. Construction of new bus drop -off area. 2. Relocation of existing trees to public right -of -way. 3. 6' sidewalk parallel to School property and southernmost edge of walk occurring 10' from back of existing Dade Boulevard curb. 4. Pedestrian crossing markings with ADA compliant concrete ramps. 5. irrigation system in public right -of -way with own water meter, electronic controller, etc., (to be conveyed to the City). 6. Construction of new one -way shared entry drive to School service yard and City's public works yard. 7. New landscaping in adjacent public right -of -way. The required improvements along Prairie Avenue have, to date, not been completed by the Board, because the City had to first install stormwater improvements along Prairie Avenue, from 23 Street to Dade Boulevard, including the construction of a new stormwater pump station, which have now been completed. There was also a disagreement as to the amount of funding the Board was to provide for the construction improvement obligations along Prairie Avenue. As the Board is now completing the final phase of the School, there is a need to address and • finalize the parties' remaining obligations including, without limitation, the design and construction of the remaining improvements and the conveyance of the respective easements; the execution of a final version of the original Interlocal Agreement; and, concurrent therewith, the execution of the proposed Amendment to the Interlocal Agreement. The proposed First Amendment to the Interlocal Agreement provides the following: 1. In consideration for the Board's payment of $215,000.74 (not to be exceeded), the City will agree to assume the design and construction of certain remaining improvements along Prairie Avenue. 2. Concurrent with the parties' execution of this First Amendment, the City and the Board also agree to execute, and thereby ratify, the terms (as amended) of the version of the Interlocal Agreement that was approved by the City Commission pursuant to Resolution No. 2007 -26478 3. The Amendment will also clarify the parties' ongoing obligations with regard to the exchange of the respective easements. At its meeting on May 12, 2010, the Board authorized its Superintendent to finalize negotiations with the City with regard to the proposed Amendment. Following meetings between the Commission Memorandum — School Board ILA Amendment October 27, 2010 Page 4 of 4 representatives of the City and the Board; the Board has also informed the City that the action delegated to the Superintendent also includes the authority to execute and ratify the final version of the Interlocal Agreement on behalf of the Board. Upon approval of the First Amendment by the City Commission; execution of same by the parties hereto (as well as execution by the parties of the version of the Interlocal Agreement that was approved by the City on March 14, 2007, pursuant to Resolution No. 2007 - 26478); and the City's receipt of payment by the Board, in the amount of $215,074, the City agrees to undertake design and construct the following remaining improvements along Prairie Avenue: 1. Construction of new parent drop -off with decorative pavers, including sidewalk at the locations, a paver pedestrian crossing at two locations (at 23 street and north edge of student parking). 2. Irrigation system in public right -of -way with own water meter, electronic controller, etc. 3. Landscaping, consisting of 4' high shrubbery (adjacent to property line in school property) and 12' -14' high shade trees at 20' o.c. (in swale area) from a tree species pallet as approved by the City, and new sod turf on .adjacent public right -of -way. 4. Milling & resurfacing of Prairie Avenue to shift center line of road 4' West, which will result in an overall width reduction of Prairie Avenue of 8'. The First Amendment also provides for the conveyance of the following easements between the City and the Board: 1. Easement(s) from Board to City for permanent access to City ,Public Works property through school property, and for access to City's water and sewer system (located within school's property); and 2. Easement(s) from City to Board for bus drop -off along Dade Boulevard, and for parent drop -off area along Prairie Avenue. In full disclosure, it should be noted that neither the original Interlocal Agreement (the City's approved version from 2007), or the proposed First Amendment, addresses the issue of the Board's still - unfulfilled monetary contribution for its share of remediation required pursuant to the drainage issues that arose on Prairie Avenue, as a result of construction of the School. In order to get the original Interlocal Agreement and this First Amendment executed, and address the remaining issues and obligations of the parties thereunder, the City and Board have separated the Prairie Avenue drainage issue from the discussion. However, the Board's contribution with regard to the City's remediation of the Prairie Avenue drainage issues (caused by the School construction) is still an important issue, and remains outstanding. CONCLUSION The Administration recommends that the Mayor and City Commission approve and authorize the Mayor and City Clerk to execute the First Amendment to the Interlocal Agreement between the City of Miami Beach and the School Board of Miami -Dade County, Florida, providing for the City's design and construction of certain remaining public improvements along Prairie Avenue, subject to funding of such improvements by the School Board of Miami -Dade County, in the amount of $215,074. JMG /JGG /FHB T:\AGENDA\2010 \October 27 \Consent \School Board ILA Amendment MEMO.doc Exhibit "A" Resolution and City Interlocal Agreement 8 Exhibit "B -1" Board Improvements filed with the City of Miami Beach { { 9 Exhibit "B -2" City Work 10