2012-27994 Reso RESOLUTION NO. i 2012 -27994
t �
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 A JOINT PARTICIPATION .
AGREEMENT A. UTILITY WORK BY HIGHWAY CONTRACTOR'
AGREEMENT, UTILITY WORK BY A CONTRACTOR MEMORANDUM OF
AGREEMENT, AND A STORMWATER PUMP STATIONS AND POLLUTION .
CONTROL • STRUCTURES MAINTENANCE MEMORANDUM • OF
AGREEMENT, WITH THE FLORIDA DEPARTMENT 'OF TRANSPORTATION,
FOR THE CONSTRUCTION OF DRAINAGE IMPROVEMENTS ALONG 10"
STREET, FOR WATERMAIN IMPROVEMENTS ALONG ALTON ROAD, AND
FOR MAINTENANCE OF PUMP STATION•. AND POLLUTION - CONTROL
STRUCTURES, AS PART OF THE STATE ROAD 907 / ALTON . ROAD
PROJECT FROM 5 STREET TO MICHIGAN AVENUE.
WHEREAS, the Florida Department of Transportation (FDOT) is planning to construct
improvements on .Alton Road /State Road (S.R.) 907 from 5 Street to Michigan Avenue,
(Project); and
WHEREAS, the Project will improve the quality -of -life along the Alton Road corridor by
including construction of watermain and - stormwater drainage improvements along Alton Road
and intersecting side streets which will help alleviate flooding along.Alton Road and enhance the
City's utility infrastructure system; and
WHEREAS, in order for FDOT to include the construction of the necessary drainage and,
watermain improvements as part of the Project, the execution of various agreements with FDOT
is required; and
WHEREAS, a Joint Participation Agreement (JPA) with FDOT is necessary to allow_ the
City to construct the proposed FDOT drainage elements along 10 Street (at FDOT's cost) as
part of the City's 10t Street Seawall and Street =End project, thus ensuring that the• City's 10
Street improvements are not disturbed by the subsequent Alton Road Project; and
WHEREAS, a Utility Work by Highway Contractor Agreement is necessary to allow the
FDOT to relocate and upgrade the City's water, main system along the corridor as part of the
Project; and
WHEREAS, a Utility Work by Highway Contractor. Memorandum of Agreement is
necessary to create an escrow account established by FDOT, with an advance deposit, for the
purpose of upgrading the City's water main system along the corridor as part of the Project; and
WHEREAS, a Stormwater Pump Stations and Pollution Control Structures Maintenance
Memorandum of Agreement is required for the City to assume maintenance responsibilities of
the three (3) proposed pump stations and pollution control structures to be constructed as part
of the Project:
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF
THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission hereby approve and
authorize the • Mayor and City Clerk to execute a Joint.Participation-Agreeme.nt, a Utility Work by
Highway Contractor Agreement, Utility Work by a Contractor Memorandum of Agreement, and
a Stormwater Pump Stations and Pollution Control Structures Maintenance Memorandum of
Agreement, with the Florida Department of Transportation, for the construction of drainage
improvements along 10 Street, for watermain improvements along : Alton. Road, and for
maintenance of pump station and pollution control structures, as, part, of the State Road
907 /Alton Road : Project from. 5 th Street to Michigan Avenue.
PASSED AND ADOPTED THIS A DAY OF 1 2612..
ATTEST:
MA R.
..q
CITY CLERK
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T:\AGENDA\20120- 12- 12 \FDOT Agreeme s*r Road' m 5 eet higan Avenue RESO:doc
:INCORP ORATED:
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APPROVED AS TO
FORM &LANGUAGE
FnH ECUTION
orne c ' Date
COMMISSION ITEM SUMMARY
Condensed Title:
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 A Joint Participation Agreement A Utility Work By
Highway Contractor Agreement, Utility Work By A Contractor Memorandum Of Agreement, And A
Stormwater Pump Stations And Pollution Control Structures Maintenance Memorandum Of Agreement, With
The Florida Department Of Transportation, For The Construction Of Drainage, Improvements Along 10
Street, For Watermain Improvements Along Alton Road, And For Maintenance Of Pump Station And
Pollution Control Structures, As Part Of The State Road-907 /Alton Road Project From 5 th Street To Michigan
Avenue.
Key Intended Outcomes Supported:
Maintain Miami Beach public areas and rights-of-way citywide
Supporting Data - 2009 Community Survey: N/A
Issue:
Shall the Mayor and City Commission Approve the Resolution?
Item Summa /Recommendation:
The Florida Department of Transportation, (FDOT) is planning - to construct improvements on Alton
Road /State Road (SR) 907 from 5`" Street to Michigan Avenue (Project). Construction is scheduled to begin
'in-April 2013 and be completed in 2015: The Project will include roadway, sidewalk, curb and gutter
reconstruction, significant drainage improvements, 'including construction of three,(3) stormwater pump
stations, decorative roadway and pedestrian lighting, landscaping, irrigation, and bonded aggregate
improvements. In order for FDOT to include; the construction of the necessary stormwater drainage.and
watermain improvements as part of the Project,.the execution of the below agreements is required.
The execution of a Joint Participation Agreement (JPA) with. FDOT will allow the City to construct the
proposed FDOT drainage elements along 10 Street .(at FDOT's cost) as part of the City's 10 Street
project, thus.ensuring that City's 10 Street improvements are not adversely impacted by the subsequent
Alton Road project. I .
The execution of the Utility Work by Highway Contractor Agreement and Memorandum of Agreement are
required for FDOT to construct the proposed City watermain relocations and upgrades along the corridor as
part of the Alton Road Project. Pursuant to this agreement, the cost to be endured by the City is of
$2,680,670:52
FDOT requires that the City enter into a Stormwater Pump Stations and Pollution Control Structures
Maintenance Memorandum of Agreement (MMOA) for the maintenance of the three -(3) proposed pumps
stations and pollution control structures to be constructed as part of the Project.. FDOT will install pump
stations and pollution control structures in accordance with the design plans and the City will be responsible
for the annual maintenance of these drainage features while FDOT will be responsible for the pump station
structures and control panels; will pay for the construction of the pump stations; for the power (electricity) to
operate the stations; for major repairs of the pump components including pumps, motors, and impellers; and .
for the replacement of the pumps. FDOT will also.provide the City with two generators and a spare pump.
THE ADMINISTRATION RECOMMENDS APPROVAL OF THE RESOLUTION
F Adylsory Board Recommendation: N/A
Financial Information:
Source of funds #.. Amount. ;;Account, Approved
Financial Impact Summary: Funding for this project is recorrimended in the Fiscal Year 2012113
Capital Improvement Pro ram Budget
City Clerk's Office Legislative Tracking:
Jose R. Gonzalez, Transportation Manager, Ext.6768
Sigh-offs:
bep e° Director Ass`istant.City Manager Ci anager
arf
HB G GB
T' AGENDN2 1 9- 12- 12TDOT Agreement for Alton Roa from 5` Street to Michigan Avenue SUMMARY'
. AGENDA ITEM C 7P-
MIAMIBEACH DATE 2' Z
I
- i
MIAMI BEACH
City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov
COMMISSION MEMORANDUM
TO:_ Mayor Matti Herrera Bower and Members of the City'Commission
FROM: Kathie G. Brooks, Interim City Manager �c!�
DATE: September 12, 2012
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 A JOINT PARTICIPATION AGREEMENT, A UTILITY WORK BY
HIGHWAY CONTRACTOR AGREEMENT, UTILITY WORK BY A CONTRACTOR
MEMORANDUM OF AGREEMENT, AND A STORMWATER PUMP STATIONS AND
POLLUTION CONTROL STRUCTURES MAINTENANCE MEMORANDUM OF
AGREEMENT, WITH THE FLORIDA DEPARTMENT OF TRANSPORTATION, FOR THE
CONSTRUCTION OF DRAINAGE IMPROVEMENTS ALONG 10 STREET, WATERMAIN
IMPROVEMENTS ALONG ALTON ROAD, AND MAINTENANCE OF PUMP STATION
AND POLLUTION CONTROL STRUCTURES,' A& PART OF THE STATE ROAD
907 / ALTON ROAD PROJECT FROM 5 STREET TO MICHIGAN AVENUE.
ADMINISTRATION RECOMMENDATION
The Administration recommends approving the Resolution.
FUNDING
Funding for the Maintenance Memorandum of Agreement will be provided from the Stormwater
Fund Operating budget in FY. 2014/15 when it's: anticipated when the pump stations .will be
operational.
BACKGROUND
The Florida Department of Transportation (FDOT) is,planning construction improvements on Alton
Road /State Road (SR) 907 from 5 Street to. Michigan Avenue (Project). Project construction is
scheduled to begin in April 2013 and be completed in July 2015. The Project will include roadway,
sidewalk, and curb and gutter reconstruction, significant drainage improvements including
construction ' o - f three (3) stormwater pump stations at 5th St reet, 10 Street, and 14 - Street,
decorative lighting, landscaping, irrigation, and bonded aggregate improvements.
I,n order for FDOT to include the construction o_ f the necessary drainage and watermain '
improvements as part of the Project, the execution of various FDOT agreements is required to
- stipulate funding sources and responsibilities among the . parties. The following additional
i
Commission Memorandum — FDOT Agreements for Alton Road from 5 th Street to Michigan Avenue- i
September 12, 2012 I
Page 2 of 4
{
agreements require City Commission approval and are further described below: a Joint Participation 1
Agreement, a Utility Work by Highway Contractor Agreement, a Utility Work by Highway Contractor
Memorandum of Agreemenf, and a Maintenance Memorandum of Agreement.
ANALYSIS
Joint Participation Agreement (JPA) for 10 Street Drainage Improvements
FDOT is proposing to construct a pump station. at the intersection of Alton Road and 10 Street.
This work will include the installation of a box culvert along 10 Street which will serve as the new
outfail for the proposed FDOT drainage system along Alton Road.
As a separate project, the City is proposing to construct a new seawall and street -end improvements
at 10 Street west of Alton Road to enhance 10 Street. This City's project is scheduled to begin
construction in October 2012 and end construction prior to commencement of the FDOT project
on Alton Road. In an effort to ensure coordination between the FDOT project and City project and
minimize the construction impacts to residents along 10 Street, a JPA FDOT and the City
is. being recommended for City Commission approval. The JPA with FDOT will allow the City to
incorporate the proposed FDOT drainage elements along 10 Street (at FDOT's cost) as part of the
City's 10 Street project, thus ensuring that the City's 10 Street improvements are not disturbed by
-the subsequent Alton Road project.
FDOT will provide funding'in the amount of $64,185 to the City to cover the portion of construction
along 10 Street pertaining to the Alton Road project.
Utility Work by Highway Contractor Agreement
As part of the FDOT. project, relocation of the City -owned water main system along-Alton Road is
required. Considering the age and condition of the existing City utility infrastructure, staff determined
that it would be advantageous to the City to upgrade the existing water main system as part of the
FDOT project. In addition, the Project will also include upgrading the water main laterals that
service the side streets along the Project corridor.
The Utility Work by Highway Contractor will allow FDOT to construct the proposed water main .
improvements as part of the Alton Road project.'. These improvements will have a•cost to the City of
$2,680,670.52
Utility Work by Highway Contractor Memorandum of Agreement
This Agreement creates an escrow account established by FDOT with'an advance deposit in the
amount of $2,680,670.52 funded by the City for the'purpose of the construction of new water main
system on Alton Road Avenue from 5 th Street to Michigan Avenue as part of the Project.
Stormwater Pump Stations and Pollution Control Structures Maintenance Memorandum of
Agreement (MMOA)
One of the primary elements of the Project is the construction of three (3) new siormwater pump
stations. These pump stations will take care of flooding that occurs at various locations along the
Alton Road corridor due to rainfall and /or tidal influences. These pump stations will drain FDOT
right -of -way and City right -of -way. (The contributing areas of these pump stations is only 39% FDOT
Commission Memorandum — FDOT Agreements for Alton Road from 5 th Street to Michigan Avenue .
September 12, 2012
Page 3 of 4
right -of- way.)..,
FDOT had proposed sharing the entire cost of the pump stations; wherein FDOT would pay 39 %,
and the City would pay 61 % of the cost. Through negotiations, the City agreed that it will maintain
the pumps and pollution control structures. FDOT' will maintain the pump station structures and
control. panels. FDOT will pay for the construction of the pump stations; for,the power (electricity) to
operate the•stations; for major.repairs of the pump components including- pumps, motors, and
impellers; and for the replacement of the pumps. FDOT will also provide the City with two generators
and a spare pump.
City. staff conducted a cost - benefit analysis comparing paying the maintenance cost relative'to
paying a 61 % share of the entire cost of the pump stations. The annual cost of maintenance is
estimated to be $35,000. Excluding initial capital costs which will be paid by FDOT; the entire annual
cost of the pump stations is estimated to be:
Operating cost (Electricity)' 167 kW x 90 hours x $0.28 /kW -hr = $ 4,200 _.
Maintenance? $115,000 x'6 x 5% _ $34,500
Major Repair3 [$115,000 /pump x 6 pumps / 5 years] /4" = $34,500 '
Replacement $115,000 /pump x 6 pumps / 20 years = $57,500
Total $130
' assume 30 cfs pump station at 80% efficiency, running 90 hours /year
2 assume annual maintenance at 5 % of capital cost
s assume major-repair needed every five years at % cost of replacement
4 assume expected life of pumps is 20 years
The City's 61 % of the $130,700 annual operating and maintenance cost share would have been
. approximately $80,000. Therefore, it is to ' the City's financial benefit to pay for the annual
maintenance of the.pump stations, at an estimated cost of $35,000, in lieu of cost sharing total
annual cost of operating and maintaining the pump stations.
City maintenance of the pump stations is mutually beneficial to the City and FDOT. In addition to the
savings, the City will have control over the operation of the pump stations and will be connected to
the City's Utility Control Room at the. Public Work's Yard via the Supervisory Control and - Data
Acquisition system. FDOT does not have the appropriate staff for this activity and typically has the
municipalities, in* whose jurisdiction it has installed pump stations, maintain.them.
FDOT requires that the City enter into a MMOA for the maintenance of the proposed pumps stations
and pollution control structures. Pursuant to the MMOA, FDOT will construct the pump stations and
pollution control structures in accordance with the design plans and the City will be responsible for -
the maintenance of said enhancements. Further,. FDOT will be responsible for the cost of powering
the stations and the maintenance of the control panel and, pump station structures.
It is anticipated that funding to support , this MMOA in the estimated amount of $35,000 will be first
needed in FY 2014/15.
CONCLUSION
The City considers Alton Road.to be a primary north -south arterial and important gateway corridor,
serving the mobility needs of residents and visitors. The Administration strong_ ly believes that the
proposed stormwater drainage..and watermain improvements to be constructed as part of the FDOT
Commission Memorandum — FDOT Agreements for Alton Road from 5" Street to Michigan Avenue .
September 12, 2012
Page 4 of 4
Alton Road Project are critical to the sustainability and quality -of -life of the City. The proposed
stormwater drainage and watermain improvements along Alton Road will require execution of the
above Agreements in order for FDOT to construct the improvements as part of.the Project. As such,
the Administration recommends approving the .Resolution authorizing the aforementioned
Agreements with FDOT.
Attachments:.
A: Joint Participation Agreement (JPA) .
B. Utility Work by Highway Contractor Agreement
C. ' Utility Work by Highway Contractor Memorandum of Agreement
D. Stormwater Pump Stations and Pollution Control`Structures Maintenance Memorandum of
Agreement (MMOA) -
JGG /FH /JRG /JFD
T:\AGENDA\2012 \9 -12 -12 TDOT Agreements for Alton Road from 5 1h Street to Michigan Avenue
Attachment A
A Number:
JOINT PARTICIPATION AGREEMENT
BETWEEN
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION
AND THE
CITY OF MIAMI BEACH
THIS AGREEMENT is made and entered into this day of ,.
20 , between the _State of Florida Department of Transportation, a component agency of the
State of Florida, hereinafter referred to as the `DEPARTMENT', and the City of Miami Beach, a
municipal corporation of the State of Florida, existing under the Laws of the State of Florida,
hereinafter referred to as the `CITY'.
` RECITALS:
WHEREAS, the DEPARTMENT has jurisdiction over'and maintains the State Road
(S.R.)'907 /Alton Road corridor in the CITY; and
WHEREAS, the CITY has drafted design plans -for the construction of drainage
improvements on S.R: 907 /Alton Road at 10` Street, hereinafter referred to as the `PROJECT',
the ,individual elements of which are outlined in the attached Exhibit "A ", `Scope of Services',
which is herein incorporated by reference; and
WHEREAS, the DEPARTMENT has programmed funding for the PROJECT under
Financial Project Number 249911- 4- 58 -01, and has agreed to reimburse the CITY for eligible
PROJECT costs up to .a maximum limiting amount, as outlined ' in the attached Exhibit "B ",
`Financial Summary', which,is herein incorporated by reference; and
WHEREAS, the CITY has agreed to supervise and inspect all aspects of PROJECT
construction and administration; and
WHEREAS, the parties hereto mutually recognize the need for entering into an
Agreement designating and setting forth the responsibilities of each party; and
WHEREAS, the parties are authorized to enter into this Agreement pursuant to Section
339.08(e) and 339.12, Florida Statutes (F.S.);
NOW, THEREFORE, in consideration of the premises, the mutual covenants and other
valuable considerations contained herein, the receipt and sufficiency -of which are hereby
acknowledged, the parties agree as follows:
f
• I
Page 1 of 11
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach
Financial Project Number 1249911-4-58-01
1. INCORPORATION OF RECITALS
The foregoing recitals are .true and correct and are incorporated into the body of this
Agreement, as if fully set forth herein.
2. GENERAL REQUIREMENTS
a. The CITY shall be responsible for assuring that the PROJECT complies with
all applicable Federal, State and Local. laws rules, regulations, guidelines and
standards.
b. The CITY shall submit this Agreement to its CITY Commission for
` ratification or approval by resolution. A copy of said resolution is attached
hereto as' Exhibit "C ", `City of Miami Beach Resolution', and is herein
incorporated by reference.
c. The CITY shall administer, supervise and inspect all aspects of PROJECT
construction.until completion, and, as. further defined in Exhibit "A ", `Scope
of Services'.. The CITY'shall complete the. PROJECT on or before April 1'
p p ,
2013. All aspects of PROJECT construction and administration are subject to
DEPARTMENT standards and specifications and must be in compliance with
all governing laws and ordinances.
d. The CITY shall not execute any contract or obligate itself in any manner
requiring the disbursement of DEPARTMENT funds, including consulting or
construction contracts or amendments thereto, with any third party with '
respect to the PROJECT without . the prior written approval of the
DEPARTMENT. The DEPARTMENT specifically reserves the, right to
review qualifications of any consultant or contractor and to app_ rove or
disapprove CITY employment of same.
e. This Agreement and any interest herein shall not be' assigned, transferred or
otherwise encumbered by the CITY ' under any circumstances without prior
written consent of the DEPARTMENT. However, this Agreement shall run to
the DEPARTMENT and its successors.
f. The CITY shall have the sole responsibility for resolving claims and requests
for additional work for the PROJECT. The CITY will make a reasonable
commercial effort to obtain the DEPARTMENT input in , its decisions.
g. The DEPARTMENT shall reimburse the CITY for eligible PROJECT costs as
defined in Exhibit "B ", `Financial Summary' and in accordance with the
financial provisions in Section 3 of-this Agreement.
h., The CITY shall comply with all federal, state, and local laws and ordinances
applicable with work or payment of work thereof, and will not discriminate - on
Page 2 of 11
Joint Participation' Agreement between the Florida Department of Transportation and the City of Miami Beach
Financial Project Number # 249911- 4 -58 -01 .
the grounds of race, color, religion, sex, national origin, age or disability in the
performance of work under this Agreement.
3. FINANCIAL PROVISIONS
a. Eligible PROJECT costs may not exceed SIXTY FOUR THOUSAND ONE
HUNDRED EIGHTY FIVE DOLLARS ($64,185.00),' as outlined in Exhibit
"B ", `Financial Summary'. If additional funding is required, contingent upon
DEPARTMENT approval, a supplemental agreement between the
DEPARTMENT and the CITY authorizing the additional funding shall be
executed to such costs being incurred. .
b. The DEPARTMENT agrees to pay the CITY for the herein described services
at a compensation as detailed in this Agreement.
c. The CITY shall. furnish the services with which to construct the PROJECT.
Said PROJECT consists of services as detailed in Exhibit "A" of this
Agreement.
d. Payment shall be made only after receipt and approval of goods and services
unless advance payments are authorized by the Department's Comptroller
under Section 334.044(29), F.S., or by the Department of Financial Services.
under Section 215.422(14), F.S. .
e. The CITY shall provide the following quantifiable, measurable and verifiable
units of deliverables. Each deliverable must specify the required minimum
level of .service to be performed and the criteria for evaluating successful
completion. Said deliverables consists of (list deliverables):
i. Drainage Improvements
f. Invoices shall be submitted by the CITY in detail sufficient for a proper pre -
audit and post audit thereof, based on quantifiable, measureable and verifiable
units of deliverables as established in Section e above and Exhibit "A ".
Deliverables must be received and accepted in writing by the
_ DEPARTMENT's Project Manager prior to payments.
g. Supporting documentation must establish that the deliverables were received
and accepted in writing by the CITY and that the required minimum level of
service to be performed based on the criteria for evaluating successful
completion as specified the above Section e has been met.
h. Travel'costs will not be reimbursed.
i. CITY providing goods and services to -the DEPARTMENT should be aware
of the following time frames. Upon receipt, the DEPARTMENT has five (5)
working days to inspect and approve the goods and services. The
Page 3 of 11
Joint Participation Agreement benveen the Florida Department of Transportation and the City ofilfiami Beach
Financial Project Number' 249911- 4 -58 -01
DEPARTMENT has twenty (20) days to deliver a request for payment
(voucher) to the Department of Financial Services. The twenty (20) days are
measured from the latter of the date the invoice is received or the goods or
services are received, inspected, and approved.
j. If payment is not available within forty (40) days, a separate interest penalty at
a rate as established pursuant to Section 55.03(1), F.S., will be due and
payable, in addition to the invoice amount, to the CITY. Interest penalties of
less than one (1) dollar will not be enforced unless the CITY requests
payment. Invoices that have to be returned to the CITY because of CITY
preparation errors will result in a delay in the payment. The invoice payment
requirements do not start until a properly completed invoice is provided to the
DEPARTMENT.
k. A Vendor Ombudsman has been established within the Department of
Financial Services. The duties of this individual include acting as an advocate
for the CITY who may be experiencing problems in obtaining timely
payment(s) from a state agency. The Vendor Ombudsman may be contacted
at 850 -413 -5516 or by calling the Department of Financial Services Hotline 1-
877- 693 -5236. .
1. Records of costs incurred under the terms of this Agreement shall be
maintained and made available upon request to the DEPARTMENT at all
times during the period of this Agreement and for five (5) years after final
payment is made. Copies of these documents and records shall be furnished
to the DEPARTMENT upon request. Records of costs incurred include the
CITY's general accounting records and the project records, together with
supporting documents and records, of the contractor and all subcontractors
performing work on the project, and all other records of the contractor and
subcontractors considered necessary by the DEPARTMENT for a proper audit
of costs.
m. In the event this contract is for services in excess of $25,000.00 and a term for
a period of more than 1 year, the provisions of Section 339.135(6)(a), F.S.,
are hereby incorporated:
"The DEPARTMENT, during any fiscal year, shall not expend money, incur
any liability, or enter into any contract which, by its terms, involves the
expenditure of money in excess of the amounts budgeted as available for
expenditure during such fiscal year. Any contract, verbal or written, made in
violation of this subsection is null and void, and no money may be paid on
such contract. The DEPARTMENT shall require a statement from the
Comptroller of the Department that such.funds are available prior to entering
into any such contract or other binding commitment of funds. Nothing herein
contained shall prevent the making of contracts for periods exceeding 1 year,
but any contract so made shall be executory only for the value of the services
to be rendered or agreed to be paid for in succeeding fiscal years; and this
Page 4 of 11
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach
Financial Project Number # 249911- 4 -58 -01
paragraph. shall be' incorporated verbatim in all contracts of the
DEPARTMENT which are for an amount in excess of TWENTY FIVE
THOUSAND DOLLARS ($25,000.00) and which have a term for a period of
more than 1 year."
n.. The DEPARTMENT's obligation to pay is contingent upon an annual
appropriation by the Florida Legislature.
o. Vendors /Contractors:
i. Shall utilize" the U.S. Department of Homeland Security's E- Verify
system to verify the employment eligibility of all new employees hired
by the Vendor /Contractor during the term of the contract; and
ii. Shall expressly require any subcontractors performing work or
providing services pursuant to the state contract to likewise utilize. the
U.S. Department of Homeland Security's E- Verify system to verify
the" employment. eligibility of all new employees hired by the
subcontractor during the contract term.
4. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the laws of the State
of Florida.
5. AMENDMENT
This Agreement may be amended by mutual agreement of the.DEPARTMENT and the
CITY expressed in writing, executed and delivered by each party.
6. INVALIDITY
If any part of this Agreement shall be determined to be invalid or unenforceable, the
remainder of this Agreement shall not be affected thereby, if such remainder continues to
conform to the terms and requirements of applicable law.
r"
7. COMMUNICATIONS
a. All notices, requests, demands, consents, approvals and other
communications which are required to be served or given hereunder, shall be
in writing and hand - delivered or sent by either registered or certified U.S.
mail, return receipt requested, postage prepaid, addressed to the party to
receive such notices as, follows:
Page 5 of 11
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach
Financial Project Number # 249911=4 -58 -01 ,
To DEPARTMENT: Florida Department of Transportation
1000 Northwest 111 Avenue, Room 6202A
Miami, Florida 33172 -5800
Attn: Michelle Meaux, JPA Coordinator
Ph: (305) 470 -5112; Fax: (305)
To CITY: City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: Elizabeth Wheaton, Public Works
Ph:305- 673 -7080 x6121; Fax: 305- 394 -4770
b. Either party may, by notice given as aforesaid, change its address for all
subsequent notices. Notices given in compliance with this section shall be
deemed given when placed in the mail.
8. EXPIRATION OF AGREEMENT
The CITY agrees to complete the PROJECT on or before April 1, 2013. If the CITY
does not complete the PROJECT within this time period, this Agreement will expire
unless an extension of the time period is requested by the CITY and granted in writing by
the DEPARTMENT's District Six Secretary or Designee. Expiration of this Agreement
will be considered termination of the PROJECT.
9. INVOICING`
The CITY will invoice the DEPARTMENT on a monthly basis for completed work. The
CITY must submit the final invoice on this PROJECT to the DEPARTMENT within 120
days after the expiration of this Agreement. Invoices submitted after July 30, 2013, will
not be paid.
10. ENTIRE AGREEMENT
This Joint Participation Agreement is the entire Agreement between the parties hereto,
and it may be modified or amended only by mutual consent of the parties in writing.
11. INDEMNIFICATION
Subject to Section 768.28, Florida Statutes, as may be amended from time to time, the
CITY shall promptly indemnify, defend, save and hold harmless the DEPARTMENT, its
officers, agents, representatives and employees from any and all losses, expenses, fines,
fees, taxes, assessments, penalties, costs, damages, judgments, claims, demands,
liabilities, attorneys fees, (including regulatory and appellate fees), and suits of any
nature or kind whatsoever caused by, arising out of, or related to the CITY's exercise or
attempted exercise of its responsibilities as set out in this AGREEMENT, including but
Page 6 of 11
Joint Participation Agreement between the Florida Department of Transportation and the Ciry of Alliamt Beach
Financial Project Number 9 249911- 4-58 -01
not limited to, any act, action, neglect or omission by the CITY, its officers, agents,
employees or representatives in any way pertaining to this agreement, whether direct or
indirect, except that neither the CITY nor any of its officers, agents, employees or
representatives will be liable under this provision for damages arising out of injury or,
damages directly caused or resulting from the sole negligence of the DEPARTMENT.
The CITY's obligation to' indemnify, defend and pay for the defense of the
DEPARTMENT, or at the DEPARTMENT's option, to participate and associate with the
DEPARTMENT in the defense and trial of any claim and any related settlement
negotiations, shall be triggered immediately upon the CITY's receipt of the
DEPARTMENT'S notice of claim for indemnification. The notice of claim for
indemnification shall be deemed received if the DEPARTMENT sends the notice in
accordance with the formal notice mailing requirements set forth in Section 5 of this
AGREEMENT. The DEPARTMENT'S failure to notify the CITY of a claim shall not
release the CITY. of the above duty to defend and indemnify the DEPARTMENT.
The CITY shall pay all costs and fees related to this obligation and its enforcement bythe
DEPARTMENT. The indemnification provisions of this section shall survive termination
or expiration of this AGREEMENT, but only with respect to those claims that arose from
acts 'or circumstances which occurred prior, to termination or expiration of this
AGREEMENT.
The CITY's evaluation of liability or its inability to evaluate liability shall not excuse the
CITY's duty to defend and indemnify the DEPARTMENT under the provisions of this
section. Only an adjudication or judgment, after the highest appeal is exhausted,
specifically finding the Department was solely negligent shall excuse performance of this
provision by the CITY.
Page 7 of I I
Joint Participation Agreement between the Florida Department of Transportation and the City of Alliaini Beach
Financial Project Number # 249911- 4 -58 -01
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, on the day
and year above written.
CITY OF MIAMI BEACH: STATE OF FLORIDA, DEPARTMENT
OF TRANSPORTATION:
BY: BY:
CITY MAYOR. DISTRICT SECRETARY
ATTEST: ATTEST:
(SEAL) CITY CLERK (SEAL) EXECUTIVE SECRETARY
LEGAL REVIEW:
ORNEY DISTRICT CHIEF COUNSEL
i
Page 8 of 11
Joint Participation Agreement behveen the Florida Department of Transportation and the City of Miami Beach
Financial Project Number 4 249911- 4 -58 -01
EXHIBIT "A"
SCOPE OF SERVICES
R
The PROJECT shall consist of installing a drainage concrete box culvert outfall from the 10
Street seawall to 120 feet east of the seawall. The PROJECT shall include the construction of
120 feet of four (4) feet by six (6) feet concrete box culvert along loth Street. This box culvert
will serve as a new outfall for S.R. 907 /Alton Road drainage system. The installation shall
follow the Florida Department of Transportation Roadway Design Standard Index 292, Standard
Precast Concrete Box Culverts and Section 410 and section 415 -5.11 of the Florida Department
of Transportation Stan dard Specifications for Road and Bridge Construction. The box culvert
shall be installed at an invert elevation as approved by the Department and as shown on the plans
hereon In addition, the PROJECT shall include dredging of a ten (10) foot by ten (10) foot
portion of Biscayne Bay immediately adjacent to the seawall in front of the outfall and
construction of a ten (10) foot by ten (10) foot area of rip rap immediately adjacent to the seawall
in front of the outfall within Biscayne Bay as shown in the attached permit sketch. This rip rap
area shall be constructed at an' elevation as approved by the Department and as shown in the
attached permit sketch. The PROJECT shall also include the installation of a manatee grate at `"D'
the outfall as shown on the plans hereon. The CITY agrees to construct the project in accordance
with the plans and specifications as approved by the Department, attached hereto and
incorporated herein by reference.
PROJECT Limits: S.R. 907 /Alton Road at 10th S' treet
FDOT Financial Project Number: 249911- 4 -58 -01
County: Miami -Dade
FDOT Project Manager: Daniel Iglesias, P.E. 305- 470 -5266
CITY Project Manager: Elizabeth Wheaton, Environmental Management Division
305- 673 -7080 extension 6121
Page 9 of I I
Joint Participation agreement between the Florida Department of Transportation and the City of Miami Beach
Financial Project Number # 219911- 4 -58 -01
EXHIBIT "B"
FINANCIAL SUMMARY
Estimated PROJECT costs and deliverables for reimbursement are below - listed:
Financial Project Number 249911- 4 -58 -01
PROJECT Construction:
10th Street Intersection
rITEM -NO 'Ya K DESCRIPTION, f r- 1
UNIT QUANTITY UNIT PRICE, AMOUNT
°Drainage AIton.Road.a`ntl.1Oth:Street :4
Backfl '- 'Prevent6rs fo`r:Existtn 6:5' X 3' Box Culv.erf Outfall
120 -4 SUBSOIL EXCAVATION Cy 392 $18.60 $7,291.20
CONC CLASS 2, CULVERTS (FROM
400 -2 -1 • DISSIPATOR BOX TO WALL ) Cy 51 $850.00 $43,350.00
530 -3 -3 RIP RAP, BANK AND SHORE °' `
TN 16.2 $114.00 $1,846.80
415 -1 -6 MANATEE GRATE 8'X3' EA 1 $1,784.00 $1,784.00
N/A HATCH, PEDESTRIAN 36 "X48" EA 1 $2,132.15 $2,132.15
334 -1 SUPERPAVE ASPHALTIC CONCRETE TN 13 $83.00 $1,079.00
10" CONCRETE COVER SLAB
353 -70 REPLACEMENT
SF
$405.00 $3
DESCRIPTION - COST
Subtotal $61,128.15
Contingency 5% $3,056.40
TOTAL PROJECT COST $64,185
Page 10 of 11
Joint Participation .�greement behveen the Florida Department of Transportation and the City'of Miami Beach
Financial Project Number # 249911- 4-58 -01
EXHIBIT "C"
CITY OF MIAMI BEACH RESOLUTION
To be herein incorporated once approved by the CITY Commission.
Page 11 of 11
Joint Participation Agreement between the Florida Department of Transportation and the City ofAlfiami Beach
Financial Project Number l 249911- 4 -58 -01
Attachment B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710- 010 -2,
UT
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT OGC I L 512
(AT UTILITY EXPENSE)
Financial Project ID: 249911- 1 -56 -01 Federal Project ID:
County: Miami -Dade State Road No.: 907
District Document No:
Utility Agency /Owner (UAO): City of Miami Beach
THIS AGREEMENT, entered into this day of year of by and between the STATE
OF FLORIDA DEPARTMENT OF TRANSPORTATION, hereinafter referred to as the "FDOT ", and City of Miami
Beach, hereinafter referred to as the "UAO ";
WITNESSETH:
WHEREAS, the FDOT, is constructing, reconstructing, or otherwise changing a portion of a public road or
publicly owned rail corridor, said project being identified as Alton Road from 5th Street to Michigan Avenue State Road
No.: 907, hereinafter referred to as the "Project "; and
WHEREAS, the UAO owns or desires to install certain utility facilities which are located within the limits of the
Project hereinafter referred to as the "Facilities" (said term shall be deemed to include utility facilities as the same may
be relocated, adjusted, installed, or placed out of service pursuant to this Agreement); and
WHEREAS, the Project requires the location (vertically and /or horizontally), protection, relocation, installation,
adjustment or removal of the Facilities, or some combination thereof, hereinafter referred to as "Utility Work "; and
WHEREAS, the FDOT and the UAO desire to enter into a joint agreement pursuant to Section 337.403(1)(b),•
Florida Statutes for the Utility Work.to be accomplished by the FDOT's contractor as part of the construction of the
Project; and
WHEREAS, the UAO, pursuant to the terms and conditions hereof, will bear certain costs associated with the
Utility Work;
NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, the FDOT
and the UAO hereby agree as follows:
1. Design of Utility Work
a, UAO shall prepare, at UAO's sole cost and expense, a final engineering design, plans, technical
special provisions, a cost estimate, and a contingency Utility Work Schedule (said contingency
schedule to be used in the case of a bid rejection) for the Utility Work (hereinafter referred to as the
"Plans Package ") on or before N /A, year of N /A.
b. The Plans Package shall be in the same format as the FDOT's contract documents for the Project
and shall be suitable for reproduction.
c. Unless otherwise specifically directed in writing, the Plans Package shall include any and all activities
and work effort required to perform the Utility Work, including but not limited to, all clearing and
grubbing, survey work and shall include a traffic control plan.
r
d. The Plans Package shall be prepared in compliance with the FDOT's Utility Accommodation Manual
and the FDOT's Plans Preparation Manual in effect at the time the Plans Package is prepared, and
the FDOT's contract documents for the Project. If the FDOT's Plans Preparation Manual has been
updated and conflicts with the Utility Accommodation Manual, the Utility Accommodation Manual shall
apply where such conflicts exist. .
e. The technical special provisions which are a part of the Plans Package shall be prepared in
accordance with the FDOT's guidelines on preparation of technical special provisions and shall not
Page 1 of 9
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710- 010 -2,
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT OGc - 05/12
(AT UTILITY EXPENSE)
duplicate or change the general contracting provisions of the FDOT's Standard Specifications for
Road and Bridge Construction and any Supplemental Specifications, Special Provisions, or
Developmental Specifications of the FDOT for the Project.
f. UAO shall provide a copy of the proposed Plans Package to the FDOT, and to such other right of way
users as designated by the FDOT, for review at the following stages: N /A. Prior to submission of the
proposed Plans Package for review at these stages, the LIAO shall send the FDOT a work progress
schedule explaining how the LIAO will meet the FDOT's production schedule. The work progress
schedule shall include the review stages, as well as other milestones necessary to complete the
Plans Package within the time specified in Subparagraph a. above.
g. In the event that the FDOT finds any deficiencies in the Plans Package during the reviews performed
pursuant to Subparagraph f. above, the FDOT will notify the UAO in writing of the deficiencies and the
UAO will correct.the deficiencies and return corrected documents within the time stated in the notice.
The FDOT's review and approval of the documents shall not relieve the UAO from responsibility for
subsequently discovered errors or omissions.
h. The FDOT shall furnish the UAO such information from the FDOT's files as requested by the UAO;
however, the UAO shall at all times be and remain solely responsible for proper preparation of the
Plans Package and for verifying all information necessary to properly prepare the Plans Package,
including survey information as to the location (both vertical and horizontal) of the Facilities. The .
providing of information by the FDOT shall not relieve the UAO of this obligation nor transfer any of
that responsibility to the FDOT.
I. The Facilities and the Utility Work will include all utility facilities of the UAO which are located within
the limits of the Project, except as generally summarized as follows: TBD These exceptions shall be
handled by separate arrangement.
j. If any facilities of the UAO located within the project limits are discovered after work on the project
commences to be qualified for relocation at the FDOT's expense; but not previously identified as
such, the UAO shall file a claim with the FDOT for recovery of the cost of relocation thereof. The
filing of the claim shall not necessarily entitle the UAO to payment, and resolution of the claim shall be
based on a determination of fault for the error. The discovery of facilities not previously identified as
being qualified for relocation at the FDOT's expense shall not invalidate this Agreement.
k. The UAO shall fully cooperate with all other right of. way users in the preparation of the Plans
Package. Any conflicts that cannot be resolved through cooperation shall be resolved in the manner
determined by the FDOT.
I. Upon completion of the Utility Work, the Facilities shall be deemed to be located on the public road or
publicly owned rail corridor under and `pursuant to the Utility Permit: TBD
(Note: It is the intent of this line to allow either attachment of or separate reference to the permit).
2. Performance of Utility Work
a. The FDOT shall incorporate the Plans Package into its contract for construction of the Project.
b. The FDOT shall procure a contract for construction of the Project in accordance with the FDOT's
requirements.
C. If the portion of the bid of the contractor selected by the FDOT which is for performance of the Utility,
Work exceeds the FDOT's official estimate for the Utility Work by more than ten percent (10 %) and.
the FDOT does not elect to participate in the cost of the Utility Work pursuant to Section
337.403(1)(b), Florida Statutes, the UAO may elect to have the Utility Work removed from the
FDOT's contract by notifying the FDOT in writing within five 5 days from the date that the UAO is
notified of the bid amount. Unless this election is made, the Utility Work shall be performed as part of
Page 2 of 9
J ,
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION » -: ;
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT ocUTILITIES
(AT UTILITY EXPENSE)
the Project by the FDOT's contractor.
d. If the UAO elects to remove the Utility Work from the FDOT's contract in accordance with
Subparagraph 2. c., the' UAO shall perform the Utility Work separately pursuant to the terms and
conditions of the FDOT's standard' relocation agreement, the terms and conditions of which are
incorporated herein for that purpose by this reference, and in accordance with the contingency
relocation schedule which is a part of the Plans Package. The UAO shall proceed immediately with
the Utility Work so as to cause no delay to the FDOT or the FDOT's contractor in constructing the
Project.
e. The LIAO shall perform all engineering inspection, testing, and monitoring of the Utility Work to insure
that it is properly performed in accordance with the Plans Package, except for the following activities:
N/A and will furnish the FDOT with daily diary records showing approved quantities and amounts for
weekly, monthly, and final estimates in accordance with the format required by FDOT procedures.
f. Except for the inspection, testing, monitoring, and reporting to be performed' by the UAO in
accordance with Subparagraph 2. e., the FDOT will perform all contract administration. for its
construction contract.
g. The UAO shall fully cooperate with the FDOT and'the FDOT's contractor in all matters relating to the
performance of the Utility Work. .
h. The FDOT's engineer has full authority over the Project and the UAO shall be responsible for
coordinating and cooperating with the FDOT's engineer. In so doing, the UAO shall make such
adjustments and changes in the Plans Package as the FDOT's engineer shall determine are ;
necessary for the prosecution of the Project.
I. The LIAO shall not make any changes. to the Plans Package after the date on which the FDOT's_,
contract documents are mailed for advertisement of the Project unless those changes fall within the
categories of changes which are allowed by supplemental agreement to the FDOT's contract
pursuant to Section 337.11, Florida Statutes. All changes, regardless of the nature of the change or
the timing of the change, shall be subject to the prior approval of the FDOT.
3. Cost of Utility Work
a. The UAO shall be responsible for all costs of the Utility Work and all costs associated with any
adjustments or changes to the Utility Work determined by the FDOT's engineer to be necessary,
including, but not limited to the cost of changing the Plans Package and the increase in the cost of
performing the Utility Work, unless the adjustments or changes are necessitated by an error or
omission of the FDOT. The UAO shall not be responsible for the cost of delays caused by such
adjustments or changes unless they are attributable to the UAO pursuant to Subparagraph 4.a.
b. The initial estimate of the cost of the Utility Work- is At such time as the FDOT prepares its
official estimate, the FDOT shall notify,the LIAO of the amount of the official estimate for the Utility
Work. Upon being notified of the official estimate, the UAO shall have five (5) working days within
which to accept the official estimate for purposes of making deposits, and for determining any possible
contribution on the part of the FDOT to the cost of the Utility Work, or to elect to have the Utility Work
removed from the FDOT's contract and performed separately pursuant to the terms and conditions
set forth in Subparagraph 2. d. hereof.
C. At least nine (90) calendar days prior to the date on which the FDOT advertises the Project for bids,
the UAO will pay to the FDOT an amount equal to the FDOT's official estimate; plus % for
mobilization of equipment for the Utility Work, additional maintenance of traffic for the Utility
Work, administrative costs of field work, tabulation of quantities; Final Estimate processing and
Project accounting (said amounts are to be hereinafter collectively referred to as the Allowances);
plus 10% of the official estimate for a contingency fund to be used as hereinafter provided for
Page . 3 of 9
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710- 010 -2:
UTILITIES
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT occ -05/12
(AT UTILITY EXPENSE)
changes to the Utility Work during the construction of the Project (the Contingency Fund).
d: Payment of the funds pursuant to this paragraph will be made (choose one):
• ❑ directly to the FDOT for deposit into the State Transportation Trust Fund.
® as provided in the attached Memorandum of Agreement between UAO, FDOT and the
State of Florida, Department of Financial Services, Division of Treasury. Deposits of less
than $100,000.00 must be pre- approved by the Department of Financial Services and
FDOT Comptroller's Office prior to execution of this agreement.
e. If the portion of the contractor's bid selected by the FDOT for performance of the Utility Work exceeds
the amount of the deposit made pursuant to Subparagraph c. above, then subject to and in
accordance with the limitations and conditions established by Subparagraph 2. c. hereof regarding
FDOT participation in the cost of the Utility Work and the UAO's election to remove the Utility Work..
from the Project, the UAO shall, within fourteen (14) calendar days from notification from the FDOT or
prior to posting of the accepted bid, whichever is earlier, pay an additional amount to the FDOT to .
bring the total amount paid to the total obligation of the UAO for the cost of .the Utility Work, plus
Allowances and 10% Contingency Fund. The FDOT will notify the UAO as soon as it becomes
apparent the accepted bid amount plus allowances and contingency is in excess of the advance
deposit amount; however, failure of the FDOT to so notify the UAO shall not relieve the UAO from its
obligation to pay for its.full share of project costs on final accounting as provided herein below. In the .
event that the UAO is obligated under this Subparagraph 3.e. to pay an additional amount and the
additional amount that the UAO is obligated to pay does not exceed the-Contingency Fund already on
deposit, the UAO shall have sixty (60) calendar days from notification from the FDOT to pay the,
additional amount, regardless of when the accepted bid is posted.
f. If the accepted bid amount plus allowances and contingency is less than the advance deposit
amount, the FDOT will refund the amount that the advance deposit exceeds the bid amount, plus
allowances and contingency if such refund is requested by the UAO in writing and approved by the
Comptroller of the FDOT or his designee.
g. Should contract modifications occur that increase the UAO's share of total project costs, the UAO will
be notified by the FDOT accordingly. The UAO agrees to provide, in advance of the additional work
being performed, adequate funds to ensure that cash on deposit with the FDOT is sufficient to fully
fund its share of the project costs. The FDOT shall notify the UAO as soon as it becomes apparent
the actual costs will overrun the award amount; however, failure of the FDOT to so notify the UAO
shall not relieve the UAO from its obligation to pay for its full share of project,costs on final accounting
as provided herein below.
h. The FDOT may use the funds paid by the UAO for payment of the cost of the Utility Work. The
Contingency Fund may be used for increases in the cost of the Utility Work which occur because of
quantity overruns or because of adjustments or changes in the Utility Work made pursuant to
Subparagraph 2. h. Prior to using' any of the Contingency Fund, the FDOT will obtain the written
concurrence of the person delegated that responsibility by written notice from the UAO. The
delegatee shall respond immediately to all requests for written concurrence. If the delegatee refuses
to provide written concurrence promptly and the FDOT determines that the work is necessary, the
FDOT may proceed to perform the work and recover the cost thereof pursuant to the provisions of
Section 337.403(3), Florida Statutes. In the event that the Contingency Fund is depleted, the UAO
shall, within fourteen (14) calendar days from notification from the FDOT, pay to the FDOT an
additional 10% of the total obligation of the UAO for the cost of the Utility Work established under
Subparagraph 3. e. for future use as the Contingency Fund.
I. Upon final payment to the Contractor, the FDOT intends to have its final and complete accounting of
all costs incurred in connection with the work performed - hereunder within three hundred sixty (360)
days. All project cost records and accounts shall be subject to audit by a representative of the UAO .
Page 4 of 9
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710- 0i0 -2:
UTILITIES
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT occ -05112
(AT UTILITY EXPENSE)
for a period of three (3) years after final close out of the Project. The UAO will be notified of the final
cost. Both parties agree that in the event the final accounting of total project costs pursuant to the
terms of this agreement is less than the total deposits to date, a refund of the excess will be made by
the FDOT to the UAO in accordance with Section 215.422, Florida Statutes. In the event said final
accounting of total project costs is greater than the total deposits to date, the UAO will pay the
additional amount within forty (40) calendar days from the date of the invoice. The UAO agrees to
pay interest at a rate as established pursuant to Section 55.03, Florida Statutes, on any invoice not
paid within the time specified in the preceding sentence until the invoice is paid.
4. Claims Against UAO
a. The UAO shall be responsible for all costs incurred as a result of any delay to the FDOT or its
contractors caused by errors or omissions in the Plans Package (including inaccurate location of the
Facilities) or by failure of the UAO to properly perform its obligations under this Agreement in a timely
manner.
b. In the event the FDOT's contractor provides a notice of intent to make a claim against the FDOT .
relating to the Utility Work, the FDOT will notify the UAO of the notice of intent and the UAO will
thereafter keep and maintain daily field reports and all other records relating to the intended claim.
C. In the event the FDOT's contractor makes any claim against the FDOT relating to the Utility Work,
the FDOT will notify the UAO of the claim and the UAO will cooperate with the FDOT in analyzing and
resolving the claim within a reasonable time. Any resolution of any portion of the claim directly
between the UAO and the FDOT's. contractor shall be in writing, shall be subject to written FDOT
concurrence and shall specify the extent to which it resolves the claim against the FDOT.
d. The FDOT may withhold payment of surplus funds to the UAO until final resolution (including any
actual payment required) of all claims relating to the Utility Work. The right to withhold shall be limited,
to actual claim payments made by the FDOT to the FDOT's contractor.
5. Out of Service Facilities
No Facilities shall be placed out of service unless specifically identified as such in the Plans. The following
terms and conditions shall apply to Facilities placed Out -of- Service:
a. The UAO acknowledges its present and continuing ownership of and responsibility for out of service
Facilities.
b. The FDOT agrees to allow the UAO to leave the Facilities within the right of way subject to the
continuing satisfactory performance of the conditions of this Agreement by the UAO. In the event of a .
breach of this Agreement by the UAO, the Facilities shall be removed upon demand from the FDOT .
in accordance with the provisions of Subparagraph e. below.
C. The UAO shall take such steps to secure the Facilities and otherwise make the Facilities safe in
accordance with any and all applicable local, state or federal laws and regulations and in accordance
with the legal duty of the UAO to use due care in its dealings with others. The UAO shall be solely
responsible for gathering all information necessary to meet these obligations.
d. The UAO shall keep and preserve all records relating to the Facilities, including, but not limited to,
records of the location, nature of, and steps taken to safely secure the Facilities and shall promptly
respond to information requests of the FDOT or other permittees using or seeking use of the right of
way.
e. The UAO shall remove the Facilities at the request of the FDOT in the event that the FDOT
determines that removal is necessary for FDOT use of the right of way or in the event that the FDOT
Page 5 of 9
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710- 010-2,
UTILITIES
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT occ -05/12
(AT UTILITY EXPENSE)
determines that use of the right of way is needed for other active utilities that cannot be otherwise
accommodated in the right of way. Removal shall be at the sole cost and expense of the UAO and
without any right of the UAO to object or make any claim of any nature whatsoever with regard
thereto. Removal shall be completed within the time specified in the FDOT's notice to remove. In the
event that the UAO fails to perform the removal properly within the specified time, the FDOT may
proceed to perform the removal at the UAO's expense pursuant to the provisions of Sections 337.403
and 337.404, Florida Statutes.
f. Except as otherwise provided in Subparagraph e. above, the UAO agrees that the Facilities shall
forever remain the legal and financial responsibility of the UAO. The UAO shall reimburse the FDOT
for any and all costs of any nature whatsoever resulting from the presence of the Facilities within the
right of way. Said costs shall include, but shall not be limited to, charges or expenses which may
result from the future need to remove the Facilities or from the presence of any hazardous substance
or material in or discharging from the Facilities. Nothing in this paragraph shall be interpreted to
require the UAO to indemnify the FDOT for the FDOT's own negligence however, it is the intent that
all other costs and expenses of any nature be the responsibility, of the UAO.
6. Default
a. In the event that the LIAO breaches'any provision of this Agreement, then in addition to any other
remedies which are otherwise provided for in this Agreement, the FDOT may exercise one or more of
the following options, provided that at no time shall the FDOT be entitled to receive double recovery of
damages:
(1) Terminate this Agreement if the breach is material and has not been cured within sixty (60)
days from written notice thereof from FDOT.
(2) Pursue a claim for damages suffered by the FDOT.
(3) If the Utility Work is reimbursable under this Agreement, withhold reimbursement payments
until the breach is cured. The right to withhold shall be limited to actual claim payments
made by FDOT to third parties.
(4) If the Utility Work is reimbursable under this Agreement, offset any damages suffered by the ,
FDOT or the public against payments due under this Agreement for.the same Project. The
right to offset shall be limited to actual claim payments made by FDOT to third parties.
(5) Suspend the issuance of further permits to the UAO for the placement of Facilities on FDOT
property if the breach is material and has not been cured within sixty (60) days from written
notice thereof from FDOT.
(6) Pursue any other remedies legally available.
(7) Perform any work with its own forces or through contractors and seek repayment for the cost
thereof under Section 337.403(3), Florida Statutes.
b. In the event that the FDOT breaches any provision of this Agreement, then in addition to any other
remedies which are otherwise provided for in the Agreement, the UAO may exercise one or more of
the following options:
(1) Terminate this Agreement if the breach is material and has not been cured within sixty (60)
days from written notice thereof from the UAO.
(2) If the breaches a failure to pay an invoice for Utility Work which is reimbursable under this
Agreement, pursue any statutory remedies that the UAO may have for failure to pay invoices.
Page 6 of 9
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION UTILITIES
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT occ =05/12
(AT UTILITY EXPENSE)
(3) Pursue any other remedies legally available.
c. Termination of this Agreement shall not relieve either party from any obligations it has pursuant to other
agreements between the parties nor from any statutory obligations that either party may have with regard
to the subject matter hereof.
7. Force Majeure
Neither the UAO nor the FDOT shall be liable to the other for any failure to perform under this Agreement to
the extent such performance is prevented by an act of God, war, riots, natural catastrophe, or other event
beyond the control of the non - performing party and which could not have been avoided or overcome by the
exercise of due diligence; provided that the party claiming the excuse from performance has (a) promptly
notified the other party of the occurrence and its estimate duration, (b) promptly remedied or mitigated the
effect of the occurrence to the extent possible, and (c) resumed performance as soon as possible.
8. Indemnification
FOR GOVERNMENT -OWNED UTILITIES,
To the extent provided by law, the UAO shall indemnify, defend,* and hold harmless the FDOT and all of its
officers, agents, and employees from any claim, loss, damage, cost, charge, or expense arising out of any
acts, action, error, neglect, or omission by the UAO, its agents, employees, or contractors during the
performance of the Agreement, whether direct or indirect, and whether to any person or property to which
FDOT or said parties may be subject, except that neither the UAO, its agents, employees, or contractors will
be liable.under this section for damages arising out of the injury or damage to persons or property directly
caused by or resulting from the negligence of the FDOT or any of its officers, agents, or employees during the
performance of this Agreement.
When the FDOT receives a notice of claim for damages that may have been caused by the UAO in the
performance of services required under this Agreement, the FDOT will immediately,forward the claim to the
UAO. The UAO and the FDOT will evaluate the claim and report their findings to each other within fourteen
(14) working days and will jointly discuss options in defending the claim. After reviewing the claim, the FDOT
will determine whether to require the participation of the UAO in the defense of the claim or to require the UAO
to defend the FDOT in such claim as described in this section. The FDOT's failure to notify the UAO of a
claim shall not release the UAO from any of the requirements of this section. The FDOT and the UAO will pay
their own costs for the evaluation, settlement negotiations, and trial, if any. However, if only one party
participates in the defense of the claim at trial, that party is responsible for all costs.
FOR NON- GOVERNMENT -OWNED UTILITIES,
The UAO shall indemnify, defend, and hold harmless the FDOT and all of its officers, agents, and employees
from any claim, loss, damage, cost, charge, or expense arising out of any acts, action, error, neglect, or
omission by the UAO, its agents, employees, or contractors during the performance of the Agreement,
whether direct or indirect, and whether to any person or property to which FDOT or said parties may be
subject, except that neither the UAO, its agents, employees, or contractors will be liable under this section for
damages arising out of the injury or damage to persons or property directly caused by or resulting from the
negligence of the FDOT or any of its officers, agents, or employees during the performance of this Agreement.
The UAO's obligation to indemnify, defend, and pay for the defense or at the FDOT's option, to participate
and associate with the FDOT in the defense and trial of any damage claim or suit and any related settlement
negotiations, shall arise within fourteen (14)-days of receipt by the UAO of the FDOT's notice of claim for.
indemnification to the UAO. The notice of claim for indemnification shall be served by certified mail. The
UAO's obligation to defend and indemnify within fourteen (14) days of such notice shall not be excused
because of the UAO's inability to evaluate liability or because the UAO evaluates liability and determines the
Page 7 of 9
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 710- 010-2:
UTS
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT OGC I L 5/12
(AT UTILITY EXPENSE)
UAO is not liable or determines the FDOT is solely negligent. Only a final adjudication of judgment finding the
FDOT solely negligent shall excuse performance of this provision by the UAO. The UAO shall pay all costs
and fees related to this obligation and its enforcement by the FDOT. The FDOT's delay in notifying the UAO
of a claim shall not release LIAO of the above duty to defend.
9. Miscellaneous
a. Time is of essence in the performance of all obligations under this Agreement.
b. The Facilities shall at all times remain the property of and be properly protected and maintained by
the UAO in accordance with the current Utility Accommodation Manual in effect at the time the Plans
Package is prepared and the current utility permit for the Facilities; provided, however, that the UAO
shall not be obligated to protect or maintain any of the Facilities to the extent the FDOT's contractor
has that obligation as part of the Utility Work pursuant to the FDOT's specifications.
C. The FDOT may unilaterally cancel this Agreement for refusal by'the UAO to allow public access to all
documents, papers, letters, or other material subject to the provisions of Chapter,119, Florida
Statutes, and made or received by the UAO in conjunction with this Agreement.
d. This Agreement constitutes the complete and final expression of the parties with respect to the
subject matter hereof and supersedes all prior agreements, understandings, or negotiations with
respect thereto, except that the parties understand and agree that the FDOT has manuals and written
policies and procedures which may be applicable at the time of the Project and the relocation of the
Facilities.
e. This Agreement shall be governed by the laws of the State of Florida. Any provision hereof found to
be unlawful or unenforceable shall be severable and shall not affect the validity of the remaining
portions hereof.
f. All notices required pursuant to the terms hereof may be sent by first class United States Mail,
facsimile transmission, hand delivery, or express mail and shall be deemed to have been received by
the end of five business days from the proper sending thereof unless proof of prior actual receipt is
provided. The UAO shall have a continuing obligation to notify each District of the FDOT of the
appropriate persons for notices to be sent pursuant to this Agreement. Unless otherwise notified in
writing, notices shall be sent to the following addresses:
If to the UAO:
Fred H. Beckmann, P. E., Director of Public Works
1700 Convention Center Drive,.4 Floor
Miami Beach, FL 33139
If to the FDOT:
Antonio Soto, Utilities Administrator
1000 NW 111 Avenue, Room 6102 -B
Miami, FL 33172
10. Certification
This document is a printout of an FDOT form maintained in an electronic format and all revisions thereto by
the UAO in the form of additions, deletions, or substitutions are reflected only in an Appendix entitled Changes
To Form Document and no change is made in the text of the document itself. Hand notations on affected
portions of this document may refer to changes reflected in the above -named Appendix but are for reference
purposes only and do not change the terms of the document. By signing this document, the UAO hereby
represents that no change has been. made to the text of this document except through the terms of the
appendix entitled Changes to Form Document.
Page 8 of 9
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 71 UTILITI ES LITI
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT OGC -05/12
(AT UTILITY EXPENSE)
You MUST signify by selecting or checking which of the following applies:
® No changes have been made to this Form Document and no Appendix entitled "Changes to Form
Document" is attached.
❑ No changes have been made to this Form Document, but changes are included on the attached Appendix
entitled "Changes to Form Document."
IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective the day and year first written.
UTILITY: City of Miami Beach
BY: (Signature) DATE:
(Typed Name: Matti Herrera - Bower
(Typed Title:- Mayor)
Recommend Approval by the District Utility Office
BY: (Signature) DATE:
FDOT Legal review
BY: (Signature) DATE:
District Counsel
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
BY: (Signature) DATE:
(Typed Name: Harold A. Desdunes, P.E.
(Typed Title: District Director of Transportation Development )
FEDERAL HIGHWAY ADMINISTRATION (if applicable)
BY: DATE:
(Typed Name: )
(Typed Title: )
APPROVED AS TO
FORM & LANGUAGE
& F ECUTION
° .Page 9 of 9
i tt om Date
Attachment C
MEMORANDUM OF AGREEMENT
THIS AGREEMENT, made and entered into this , day of 201_, by and
between the State of Florida, Department of Transportation, hereinafter referred to "as "FDOT "- and
the State of Florida, Department of Financial Services, Division'of.Treasury, hereinafter referred to as
"TREASURY" and City of Miami Beach, hereinafter referred to as the "PARTICIPANT ".
WITNESSETH
WHEREAS, FDOT is currently constructing the following project:
Financial Project No.: 249911- 1 -56 -01
County: Miami Dade
hereinafter referred to as the "PROJECT ".
WHEREAS, FDOT and the - PARTICIPANT entered into a Locally Funded Agreement dated
201, wherein, FDOT agreed to perform certain work on behalf-of the
PARTICIPANT in conjunction with the PROJECT.
WHEREAS, the parties to this AGREEMENT mutually agreed that it would be in the best
interest of FDOT and the PARTICIPANT to establish an interest bearing escrow account to provide
funds for the work performed on the PROJECT on behalf of the PARTICIPANT by FDOT.
NOW THEREFORE, in consideration of the premises and the covenants contained herein, the
parties agree to the following:
1. An initial deposit in the amount of two million six hundred and eighty thousand six
hundred and seventy dollars and fifty two cents ($2,680,670.52) will be made by the PARTICIPANT
into an interest bearing escrow account established by FDOT for the purposes of the PROJECT.
Said escrow account will . be opened with the TREASURY on behalf of FDOT upon receipt of this
Memorandum of Agreement. Such account will be an asset of FDOT.
2. Other deposits may be made by the PARTICIPANT as necessary to cover cost
increases -or the cost of additional work prior to the execution of any Supplemental Agreements or
Amendments.
3. Payment will be made as follows (check appropriate payment method):
Wire transfer
ACH deposit
X Check
Following are the wire, ACH, and check deposit instructions:
For wire transfers: Bank of America
Account # 001009068974
ABA # 026009593
Chief Financial Officer of Florida
Re: DOT — K 11 -78, Financial Project #
For ACH deposits: Bank of America
Account # 001009068974
ABA # 063100277
'Chief Financial Officer of Florida
Re: DOT — K 11 -78, Financial Project #
If a check. is the method of payment, the check shall be made payable to the Department of Financial
Services, Revenue Processing and delivered for appropriate processing at the following address:
Florida Department of Transportation
District 6 Utilities Office
1000 NW 111 Av, #6102B
Miami, FL 33172
A copy of this Agreement should accompany any deposits.
4. FDOT's Comptroller or designee shall be the sole signatories on the escrow account
with the TREASURY and shall have sole authority to authorize withdrawals from said account.
5. Unless instructed otherwise by the FDOT., all interest accumulated in the escrow
account shall remain in the account for the purposes of the PROJECT as defined in the LFA.
6. The TREASURY agrees to provide written confirmation of receipt of funds to FDOT.
7. The TREASURY further agrees to provide periodic reports to FDOT.
STATE OF FLORIDA STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION DEPARTMENT OF FINANCIAL
COMPTROLLER SERVICES, DIVISION OF TREASURY
PARTICIPANT SIGNATURE
PARTICIPANT NAME & TITLE
APPROVED AS TO
FORM & LANGUAGE PARTICIPANT ADDRESS
& FOR ECUTION
�_ ty me e FEDERAL EMPLOYER I.D. NUMBER
Attachment D
FLORIDA DEPARTMENT OF TRANSPORTATION
STORM WATER PUMP STATIONS
AND
POLLUTION CONTROL STRUCTURES
MAINTENANCE MEMORANDUM OF AGREEMENT
WITH THE
CITY OF MIAMI BEACH
This AGREEMENT, made and entered into this day of
20_, by and between the STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION; an agency of the State of Florida,
hereinafter called the "DEPARTMENT," and the CITY OF MIAMI
BE a municipal corporation of and, under the laws of
the State of Florida, hereinafter called the "CITY,"
collectively referred to as "the Parties."
RECITALS:
A. The DEPARTMENT has jurisdiction over and maintains those
portions of State Road, (S.R.) AlA /5 Street and S.R.
907 /Alton Road corridor, as part of the State of Florida
Highway System; and
B. The DEPARTMENT will install storm water pump stations and
pollution control structures at the intersections of. S.R.
AlA /5 Street and West Avenue (M.P. 3.138 along SR AlA and
M.P. 3.176 along S.R. AlA), S.R. 907 /Alton Road and 10
Street (M.P. 0.437 along S.R. 907), and S.R. 907 /Alton Road
and 14 Street (M.P. 0.755 along S , ,.R. 907), in accordance
with DEPARTMENT Contract # T -6290 ( "PROJECT LIMITS "), are
described in the attached Exhibit `A', which by reference
hereto shall become a part hereof; and
C. The Parties mutually recognize the need for entering into
an agreement designating and setting forth the maintenance
responsibilities of each party; and
D. The CITY, by Resolution No. dated
20_, attached, as Exhibit `B', which is
incorporated to this agreement by reference, desires to
enter into this Agreement and authorizes its officers to do
SO.
Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 1 of 11
NOW, THEREFORE, for and in consideration of the mutual
benefits contained herein and other good and valuable
consideration, the parties covenant and agree as follows:
1. RECITALS
The recitals in this AGREEMENT are true and correct, and
are incorporated herein by reference and made a part
hereof.
2. DEPARTMENT RESPONSIBILITIES
The parties agree that, by executing this AGREEMENT, upon
issuance of Notice of Final Acceptance of the Project by
the DEPARTMENT to its contractor, all maintenance
responsibilities pertaining to the storm water pump
stations and pollution control structures (collectively
"the Structures ") within the PROJECT LIMITS are assigned to
the CITY in .perpetuity. The DEPARTMENT, however, shall be
responsible for any major repairs or the replacement of
components of the Structures, as specified in Section 3 of
this AGREEMENT.
3. CITY'S MAINTENANCE RESPONSIBILITIES
The functions described below are to be performed by the
CITY and the CITY'S work may be subject to periodic
inspections by the DEPARTMENT, at its sole discretion.
As set forth in Section 2 of this. AGREEMENT, upon Final
Acceptance of the Project by the DEPARTMENT, the CITY
agrees to operate, and routinely and periodically maintain
the Structures located within the PROJECT 'LIMITS at its
sole cost and expense. The CITY'S maintenance
responsibilities for the Structures shall include, but not
be limited to, the following:
a. Periodically inspecting and maintaining the Structures
and their systems, in accordance with the
manufacturer's minimum care and maintenance
requirements, and in accordance with the Project Plans
and Specifications.
b. Adhering to the safety precautions prescribed by the
Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 2 of l l
manufacturer and enumerated in the Project Plans and
Specifications.
c. Complying with all applicable government rules,
regulations, policies, procedures, guidelines, and
manuals, as the same may be amended from time to time.
d. Maintaining a service log of all maintenance
activities. Those maintenance activities that are not
documented in a service log shall be deemed to not
have been performed.
e. Paying all costs associated with minor repairs. Minor
repairs shall include any repairs that are a part of
or incident to the routine maintenance of the
Structures as set forth in this AGREEMENT. Minor
repairs shall include, but shall not be limited to,
the routine overhaul of the pump motors.
f. Notifying the DEPARTMENT of all needed major repairs.
The CITY must notify the DEPARTMENT as soon as the
need for a major repair is discovered. A major repair
is deemed discovered if the CITY or its agent knew or
should have known of the need for a major repair.-
Major repairs shall only include a complete
replacement of the Structures, the pump motors, or the
impellers. The DEPARTMENT, however, shall not be
responsible for the following major repairs:
i. Any major repairs that are needed as a result of
the 'CITY's failure to perform its maintenance
responsibilities pursuant to this AGREEMENT; or
ii. Any major repairs that are the' result of a
negligent act of the CITY in performing its
maintenance responsibilities pursuant to this
AGREEMENT.
The major repairs listed under Section 3(f)i. and
3(f)ii. shall be the sole responsibility of the CITY.
4. MAINTENANCE DEFICIENCIES
If at any time, while this AGREEMENT is in effect, the CITY
-Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 3 of 11
fails to comply with its responsibilities as established."
herein or the CITY 's responsibilities are not being
accomplished in 'accordance -with the terms of this
AGREEMENT, the DEPARTMENT may, at its option, issue a
written notice, in care of the CITY MANAGER, to notify the
CITY of the identified deficiencies. Thereafter, the CITY''..
shall have'a period of thirty (30) calendar days, following
receipt of the notice, within which to correct the 'cited
deficiency or deficiencies. The notice, shall be deemed
received in accordance with Section'5 of this AGREEMENT. If
said deficiencies are'not corrected within the thirty (30)
day time period, or, if the deficiencies are of a nature
that cannot, be corrected within that time period and the
CITY does not commence to correct the deficiencies within
the stipulated time period, the DEPARTMENT may, at its
option, proceed as follows:
a. Maintain the Structures, or a ,part thereof, and invoice
the CITY for expenses inciurred; or
-b. Terminate this AGREEMENT in accordance with Section 7 of
this AGREEMENT, remove the Structures located within the
PROJECT LIMITS, and charge the CITY reasonable cost
of such removal.
5. NOTICES
All notices, requests demands, consents, approvals, and
other communications which are required to be• served or
given hereunder, shall be in writing and shall be sent by
certified U.S. mail, .return receipt requested, postage
prepaid, addressed to the party to receive such notices as
follows:
To the DEPARTMENT: Florida Department of Transportation
1000 NW 111 Avenue, Room 6205
Miami,.Florida 33172 -5800
Attn:'District Maintenance Engineer
To the CITY: City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Attention:'City Manager
Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Paae 4 of 11
Notices shall be deemed to have been received by the end of
. five (5) business days from the proper sending thereof
unless proof of prior actual receipt is provided.
6.. REMOVAL, RELOCATION, OR ADJUSTMENT. OF THE STORM WATER PUMP
STATIONS OR POLLUTION CONTROL STRUCTURES
The Parties. agree that the Structures covered by this
AGREEMENT may be removed, relocated or adjusted at any time
in the future, at the DEPARTMENT's sole discretion.
7. TERMINATION
This AGREEMENT may be terminated as follows:
a. By the DEPARTMENT, if the CITY fails to perform its
duties under Section 3, following thirty (30) days
written notice as set forth in Section 4 of this
AGREEMENT.
b. In accordance with Section 287.058(1)(c), Florida
Statutes (F.S.), the DEPARTMENT shall reserve the right
to unilaterally cancel this AGREEMENT if the CITY
refuses to allow public access to any or all documents,
papers, letters, or other materials made or received by
the CITY pertinent to this AGREEMENT which are subject
to provisions of Chapter 119, F.S.
8. AMENDMENT
A` modification or waiver of any of the provisions of this
AGREEMENT shall be effective only .if made in writing and
executed with the same formality as this AGREEMENT.
9. CONSTRUCTION
a. The section headings contained in this AGREEMENT are
for reference purposes only and shall not affect the
meaning or interpretation hereof.
b. No term or provision of this AGREEMENT shall be
interpreted for or against the Parties because the
Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 5 of 11
Parties or their legal representative (s) drafted the
provision.
c. The DEPARTMENT is a state agency, self - insured and
subject to the provisions of Section 768.28,
F.S. Nothing in this AGREEMENT shall be deemed or
otherwise interpreted as waiving the DEPARTMENT'S
sovereign immunity protections, or as increasing the
limits of liability as set forth in Section 768.28,
F.S., as may be amended from time to time.
10. ADDITIONAL TERMS
a. The CITY shall insert the following clause into any
contracts entered into between the CITY and any
vendors or contractors for the performance of the
duties set forth in this AGREEMENT:
Vendors /Contractors:
i. Shall utilize the U.S. Department of Homeland
Security's E- Verify system to verify the
employment of all new employees hired by the
Vendor /Contractor during the term. of this
Agreement; and
ii. Shall expressly require any subcontractors
performing work or providing services pursuant to
the state contract to likewise utilize the U.S.
Department of Homeland Security's E- Verify system
to verify the employment eligibility of all new
employees hired by subcontractor during the
contract term.
b. The term of this AGREEMENT shall commence upon
execution by all Parties. This AGREEMENT shall
continue in perpetuity or until termination as set
forth in Section 7.
c. This writing embodies the entire agreement and
understanding between the parties hereto and there are
no other agreements or understandings, oral or
written, with reference to the subject matter of this
AGREEMENT that are not merged herein.
Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 6 of 11
d. This AGREEMENT shall not be transferred or assigned,
in whole or in part,, without the written - consent of
the DEPARTMENT.
e. This AGREEMENT, regardless of where executed, shall be
governed by and construed in accordance with the laws
of the State of Florida. In the event of a conflict
between any portion of the contract and Florida law,
the laws of Florida shall prevail. Any portion of the
AGREEMENT later found to be, unlawful or unenforceable
shall be severed and not affect the validity of the
rest of this AGREEMENT.
f. Venue for any and all actions arising out of or in
connection to the interpretation, validity,.
performance or breach of this AGREEMENT shall lie
exclusively in a state court of proper jurisdiction in
Leon County, Florida.
11. INDEMNIFICATION
Subject to Section 768:28, F.S., "the CITY shall promptly
indemnify, defend, save and hold harmless the DEPARTMENT,
its officers, agents, representatives and employees from
any and all losses, expenses, fines, fees, taxes,
assessments penalties, costs, damages, judgments, claims, -
demands, liabilities, attorneys. - fees, (including
regulatory and appellate fees), and suits of'any nature or
kind whatsoever caused by, arising out of, or related to
the CITY'S exercise or attempted exercise of its
responsibilities as set -out in this AGREEMENT, including
but not limited to, any act, action, neglect or omission
by the CITY, its officers, agents,, employees or
representatives in any way pertaining to this AGREEMENT,
whether direct or indirect, except that neither the CITY
nor any of its ' officers, agents, employees or .
representatives will be liable under this provision for
damages arising out of injury or damage directly caused or
resulting from the sole negligence of the DEPARTMENT.
The CITY'S obligation to indemnify, defend and pay for the
defense of the DEPARTMENT, or at the DEPARTMENT'S option,
Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 7 of 11
I
to participate and associate with the .DEPARTMENT in the
defen 'se and trial of any claim and any related settlement
negotiations, shall be triggered immediately upon the
CITY'S receipt of the DEPARTMENT'S notice of claim for
indemnification. The notice of claim for indemnification
shall be deemed received if the Department sends the
notice in accordance with the formal notice mailing
requirements set forth in Section 5 of this AGREEMENT, or
upon actual receipt of the notice by the City. The
DEPARTMENT'S failure to notify the City of a claim shall
not release the CITY of the above duty to defend and
indemnify the DEPARTMENT.
The CITY shall pay all costs and fees related to this
obligation and its enforcement by the DEPARTMENT. The
indemnification provisions of this section shall survive
termination or expiration of this AGREEMENT, but only with
respect to those claims that arose from acts or
circumstances which occurred prior to termination or
expiration of this AGREEMENT.
The CITY'S evaluation of liability or its inability to
evaluate liability shall not excuse the CITY'S duty to
defend and indemnify the DEPARTMENT under the provisions
of this section. only an adjudication or judgment, after
the highest appeal is exhausted, specifically finding the
Department was solely negligent shall excuse performance
of this provision by the CITY.
Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 8 of I 1
i
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IN WITNESS WHEREOF, the parties hereto have executed this
Agreement effective the day and year first above written.
CITY OF MIAMI BEACH: STATE OF FLORIDA DEPARTMENT
OF TRANSPORTATION:
By. B
City Manager Director, Transportation
Operations
. (SEAL). Attest: (SEAL)
City Clerk Executive Secretary
LEGAL REVIEW:
B y:
C' �to�ne � District Chief Counsel
I
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Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 9 of 11
• f
EXHIBIT . "
PROJECT LIMITS
Below are the general limits of the storm water pump stations
and pollution control structures to be maintained under this
AGREEMENT.
State Road Number: AlA /5 Street & 907 /Alton Road
Agreement Limits: At the intersections of West Avenue and S.R.
AlA /5 Street (M.P. 3.138 along S.R. AlA and
M.P. 3.176 along S.R. AlA), S.R. 907/ Alton
Road and lo Street (M.P. 0.437 along S.R.
907), and S.R. 907/ Alton Road and 14
Street (M.P. 0.755 along.S.R. 907)
County: Miami -Dade
1 pump station. and pollution control structure at the
intersection of'West Avenue and S.R. AlA /5 Street (Station
244 +20.3,1 and Station 246 +20.00 with respect to -the
baseline of survey along S.R. AlA /5 Street)
1 pump station' and pollution control structure at the
intersection of S.R. 907/. Alton Road and 10 Street
(.Station 32 +92.88 with respect to the baseline of survey,
along S.R..907 /Alton Road).
1 pump station and pollution control structure at the
intersection of S.R. 907/ Alton Road and 14 Street
(Station 49 +66.39 with respect to the baseline of survey I
along S.R. 907 /Alton Road)
•
Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
Page 10 of 11
EXHIBIT `B'
CITY OF MIAMI BEACH RESOLUTION
Attached hereto and incorporated herein by reference once
ratified by the CITY Board of Commissioners.
•
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Maintenance Memorandum of Agreement between the Florida Department of Transportation and the City of Miami Beach
1 Page i I of 11