2013-28255 Reso RESOLUTION NO. 2013-28255
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF
THE CITY OF MIAMI BEACH, FLORIDA, APPROVING AND
AUTHORIZING THE CITY MANAGER TO EXECUTE AN
INDEPENDENT CONTRACTOR AGREEMENT, IN AN AMOUNT
NOT TO EXCEED $50,000.00, WITH JORGE G. GOMEZ, AICP
(CONTRACTOR), FOR A PERIOD OF FIVE (5) MONTHS,
COMMENCING RETROACTIVELY ON JULY 1, 20139 AND
ENDING ON NOVEMBER 30, 2013, FOR PROFESSIONAL
SERVICES RELATED TO THE MIAMI BEACH CONVENTION
CENTER PROJECT (RFQ NO. 22-11/12).
WHEREAS, the City is currently in the process of evaluating the development teams for
the Convention Center District Project, pursuant to Request for Qualifications No. 22-11/12 (the
Project); and
WHEREAS, Jorge G. Gomez, AICP, began his employment with the City of Miami
.Beach June 1, 1981, and served in the following capacities: Management Intern Planner; Senior
Planner; Principal Planner; Planning and Zoning Manager; Planning Director and Assistant City
Manager; and
WHEREAS, Jorge G. Gomez, AICP, is a retired City of Miami Beach employee whose
tenure with the City uniquely prepared him to consult on the Project; and
WHEREAS, it is in the City's best interest to retain the continuity, organizational
historical perspective and experience that contracting with Jorge G. Gomez, AICP will provide;
and
WHEREAS, Jorge G. Gomez, AICP, is willing and available to consult on the Project for
a total fee of $50,000.00, (payable in five (5) monthly installments of $10,000.00 each), for the
five (5) month term of the Agreement; which term shall be deemed to have commenced
retroactively on July 1, 2013, and shall end on November, 30, 2013.
NOW, THEREFORE, BE IT DULY 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 City Manager to execute an Independent
Contractor Agreement, in an amount not to exceed $50,000.00, with Jorge G. Gomez, AICP
(Contractor), for a period of five (5) months, beginning on July 1, 2013, and ending on
November 30, 2013, to continue to provide the City with certain professional services related to
the Miami Beach Convention Center Project (RFQ No. 22-11/12).
PASSED AND ADOPTED this f? day of J4 , 2013.
ATTEST:
iAe
o-8 '
By City Clerk INCORP ORATED: a APPROVED AS TO
Rafael E. Granado Mi Herrera Bower FORM &LANGUAGE
/ &FOR EXECUTION
2C
Ci torney ��!� to
MIAMI BEACH
INDEPENDENT CONTRACTOR AGREEMENT
This Agreement is entered into on this day of , 2013, between Jorge G.
Gomez, AICP, (Contractor), and the City of Miami Beach, Florida (City), for a period of five (5)
months,with an effective starting date of July 1, 2013, and an end date of November 30, 2013 (the
Term).
1. Scope of Work/Services.
This Agreement is for the purpose of providing consulting services regarding the Miami Beach
Convention Center District Project, pursuant to Request for Qualifications No.22-11/12(the Project);
all as more specifically set forth in the Scope of Services, attached as Exhibit"A" hereto.
2. Fee.
In consideration of the work and/or services to be provided pursuant to this Agreement, the City
agrees to pay Contractor a fee, in the total not to exceed amount of$50,000.00,which shall be paid
as follows:
The Fee paid to Contractor pursuant to this Agreement shall be payable in five(5)equal installments
of$10,000.00 each; due and payable on the last day of each month throughout the Term.
3. Work Schedule.
Contractorwill be on site at his discretion and will work,on or off-site,the required hours required to
provide services effectively and efficiently and within the Project timeline.To facilitate Services to be
provided by Contractor, the City will provide office space and the necessary office equipment.
Contractor's work and/or services shall be overseen by the City Manager.
4. Termination.
This Agreement may be terminated for convenience of either party,with or without cause, by giving
written notice to the other party of such termination,which shall become effective upon fifteen (15)
days following receipt by the other party of the written termination notice. Upon termination in
accordance with this paragraph,the Contractor shall be paid a sum equal to all payments due to him
up to the date of termination;provided Contractor is satisfactorily continuing to satisfactorily perform
all work and/or services up to the date of termination. Thereafter,the City shall be fully discharged
from any further liabilities, duties, and terms arising out of, or by virtue of, this Agreement.
5. Indemnification/Hold Harmless.
Contractor agrees to indemnify,defend, and hold harmless the City of Miami Beach and its officers,
employees and agents, from and against any and all actions, claims, liabilities, losses and
expenses, including but not limited to, attorney's fees, for personal economic or bodily injury,
wrongful death, loss of or damage to property, at law or in equity, which may arise or be alleged to
have arisen from the negligent acts or omissions orotherwrongful conduct of Contractor,and/orany
and all subcontractors, employees, agents, or any other person or entity acting under Contractor's
control, in connection with the Contractor's performance of the work and/or services pursuant to this
Agreement. Contractor shall pay all such claims and losses and shall pay all costs and judgments
which may arise from any lawsuit arising from such claims and losses, and shall pay all costs and
attorney's fees expanded by the City in defense of such claims and losses, including appeals. The
parties agree that one percent(1%)of the total compensation to Contractor for performance of the
work and/or services under this Agreement is the specific consideration from the City to Contractor
for the Contractor's agreement to indemnify and hold the City harmless, as provided herein.
Contractor and the City hereby agree and acknowledge that this indemnity provision is intended to
and shall survive the termination (or earlier expiration)of this Agreement.
6. Limitation of Liability.
The City desires to enter into this Agreement only if in so doing the City can place a limit on City's
liability for any cause of action for money damages due to an alleged breach by the City of this
Agreement, so that its liability for any such breach never exceeds the sum of the compensation/fee
to be paid to Contractor pursuant to this Agreement, less any amounts actually paid by the City as of
the date of the alleged breach. Contractor hereby expresses his willingness to enter into this
Agreement with Contractor's recovery from the City for any damage action for breach of contract to
be limited to a maximum amount equal to the compensation/fee to be paid to Contractor pursuant to
this Agreement, less any amounts actually paid by the City as of the date of the alleged breach.
Accordingly, and notwithstanding any other term or condition of this Agreement, Contractor hereby
agrees that the City shall not be liable to Contractor for damages in the amount in excess of the
compensation/fee to be paid to Contractor pursuant to this Agreement, less any amounts actually
paid by the City as of the.date of the alleged breach, for any action or claim for breach of contract
arising out of the performance or non-performance of any obligations imposed upon the City by this
Agreement. Nothing contained in this subparagraph or elsewhere in this Agreement is in any way
intended to be a waiver of the limitation placed upon City's liability as set forth in Section 768.28,
Florida Statutes.
7. Notices.
All notices and communications in writing required or permitted hereunder may be delivered
personally to the representatives of the Contractor and the City listed below or may be mailed by
registered mail, postage prepaid (or airmailed if addressed to an address outside of the city of
dispatch).
Until changed by notice in writing, all such notices and communications shall be addressed as
follows:
CONTRACTOR: Jorge G. Gomez, AICP
6820 Portillo Street
Coral Gables, FL 33146
(305) 666-7983
CITY: Jimmy L. Morales, City Manager
City of Miami Beach
Office of the City Manager
1700 Convention Center Drive
Miami Beach, FL 33139
(305) 673-7000 ext. 7010
Page 2
Notices hereunder shall be effective:
If delivered personally, on delivery; .if mailed to an address in the city of dispatch, on the day
following the date mailed;and if mailed to an address outside the city of dispatch on the seventh day
following the date mailed.
8. Venue.
This Agreement shall be governed by, and construed in accordance with, the laws of the State of
Florida, both substantive and remedial,without regard to principles of conflict of laws. The exclusive
venue for any litigation arising out of this Agreement shall be Miami-Dade County, Florida,if in state
court, and the U.S. District Court, Southern District of Florida, if in Federal Court. BY ENTERING
INTO THIS AGREEMENT,CITYAND CONTRACTOR EXPRESSLY WAIVE ANY RIGHTS EITHER
PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR
ARISING OUT OF, THIS AGREEMENT.
9. Duty of Care/Compliance with Applicable Laws.
With respect to the performance of the work and/or service contemplated herein, Contractor shall
exercise that degree of skill, care, efficiency and diligence normally exercised by reasonable
persons and/or recognized professionals with respect to the performance of comparable work
and/or services.
In its performance of the work and/or services, Contractor shall comply with all applicable laws,
ordinances, and regulations of the City, Miami-Dade County,the State of Florida, and the federal
government, as applicable.
The Contractor agrees to adhere to and be governed by the Miami-Dade County Conflict of
Interest Ordinance, as same may be amended from time to time; and by any and all
ethics/standards of conducts as referenced in Chapter 2 of the City of Miami Beach Code(as may
be amended from time to time).
Contractor covenants that it presently has no interest and shall not acquire any interest, direct or
indirectly which should conflict in any manner or degree with the performance of the work and/or
services. Contractor further covenants that in the performance of work and/or services under this
Agreement, no person having any such interest shall knowingly be employed by the Contractor.
No member of or delegate to the Congress of the United States shall be admitted to any share or
part of this Agreement or to any benefits arising there from.
10. Ownership of Documents/Patents and Copyrights.
Any and all documents prepared by Contractor pursuant to this Agreement are.related exclusively to
the work and/or services described herein, and are intended or represented for ownership by the
City. Any re-use distribution, or dissemination of same by Contractor, other than to the City, shall
first be approved in writing by the City Manager,which approval, if granted at all,shall be at the City
Manager's sole and absolute discretion.
Any patentable and/or copyrightable result arising out of this Agreement,as well as all information,
specifications, processes, data and findings, shall be made available to the City, in perpetuity,for
public use.
No reports,other documents,articles or devices produced in whole or in part under this Agreement
Page 3
shall be the subject of any application for patent or copyright by or on behalf of the Contractor(or
its employees or sub-contractors, (if any) without the prior written consent of the City Manager,
which consent, if given at all, shall be at the Manager's sole and absolute discretion.
11. No Assignment/Transfer.
This section intentionally left blank.
12. Liability for Sub-contractors.
Contractor shall be liable for its work and/or services, responsibilities and liabilities under this
Agreement and the services, responsibilities and liabilities of any sub-contractors(if any),and any
other person or entity acting under the direction or control of Contractor(if any). When the term
"Contractor" is used in this Agreement, it shall be deemed to include any sub-contractors (if any)
and/or any other person or entity acting under the direction or control of Contractor (if any). All
sub-contractors(if any)must be approved in writing by the City Manager prior to their engagement
by Contractor,which approval, if granted at all, shall be at the City Manager's sole and absolute
discretion.
13. Independent Contractor/No Joint Venture.
THIS AGREEMENT SHALL NOT CONSTITUTE OR MAKE THE PARTIES A PARTNERSHIP OR
JOINT VENTURE. FOR THE PURPOSES OF THIS AGREEMENT,THE CONTRACTOR SHALL
BE DEEMED TO BE AN INDEPENDENT CONTRACTOR,AND NOT AN AGENT OR EMPLOYEE
OF THE CITY, AND SHALL NOT ATTAIN ANY RIGHTS OR BENEFITS UNDER THE CIVIL
SERVICE OR PENSION ORDINANCE OF THE CITY,OR ANY RIGHT GENERALLY AFFORDED
CLASSIFIED OR UNCLASSIFIED EMPLOYEES INCLUDING ANNUAL AND SICK DAY
ACCRUAL. FURTHER,THE CONTRACTOR SHALL NOT BE DEEMED ENTITLED TO FLORIDA
WORKER'S COMPENSATION BENEFITS AS AN EMPLOYEE OF THE CITY OR
ACCUMULATION OF SICK OR ANNUAL LEAVE.
14. Waiver of Breach.
A party's failure to enforce any provision of this Agreement shall not be deemed a waiver of such
provision or modification of this Agreement. A party's waiver of any breach of a provision of this
Agreement shall not be deemed a waiver of any subsequent breach and shall not be construed to
be a modification of the terms of this Agreement.
15. Severance.
In the event this Agreement or a portion of this Agreement is found by a court of competent
jurisdiction to be invalid,the remaining provisions shall continue to be effective unless City elects to
terminate this Agreement.
16. Joint Preparation.
The parties hereto acknowledge that they have sought and received whatever competent advice
and counsel as was necessary for them to form a full and complete understanding of all rights and
obligations herein and that the preparation of this Agreement has been a joint effort of the parties,
the language has been agreed to by parties to express their mutual intent and the resulting
document shall not, solely as a matter of judicial construction, be construed more severely against
one of the parties than the other.
Page 4
1
17. Entire Agreement.
This writing nd an exhibits and/or attachments incorporated (and/or otherwise referenced for
9 Y P
incorporation herein)embody the entire Agreement and understanding between the parties hereto,
and there are no other agreements and understandings,oral or written,with reference to the subject
matter hereof that are not merged herein and superseded hereby.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Page 5
IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed by the
respective officials thereunto duly authorized, this date and year first above written.
FOR CITY: CITY OF MIAMI BEACH, FLORIDA
<)
ATTEST:
By:
Rafael E. Granado, City Clerk Jimmy L. Morales, City Manager
FOR CONTRACTOR: JORGE G. GOMEZ,AICP
WITNESS:
By:
Signature
Print Name
By:
Print Name
Print Name
Approved: Approved as to form & language &
4Atto cution.
Office of ud et and Performance Improvem 1
tR4 �te/
Human Resources Department
Page 6
COMMISSION ITEM SUMMARY
Condensed Title:
A Resolution authorizing the City Manager to execute an Independent Contractor Agreement in
an amount not to exceed $50,000.00 with Jorge G. Gomez, AICP, (Contractor), for a period of
five (5)months, commencing retroactively on July 1, 2013, and ending November 30, 2013,for
professional services related to the Miami Beach Convention Center Project RFQ No.22-11/12).
Key Intended Outcome Supported:
Improve convention center facility.
Supporting Data (Surveys, Environmental Scan, etc.):
N/A
Issue:
Shall the City Manager be granted the authority to enter into an Independent Contractor
Agreement with Jorge G. Gomez?
Item Summa /Recommendation:
Jorge G. Gomez,AICP,former Assistant City Manager,will be terminating his employment with
the City as of June 30, 2013.
Mr. Gomez began his employment with the City of Miami Beach June 1, 1981,and served in the
following capacities: Management Intern Planner; Senior Planner; Principal Planner; Planning
and Zoning Manager; Planning Director and Assistant City Manager
Mr. Gomez's departure coincides with increased activity regarding the Miami Beach Convention
Center Project. The City wishes to retain his services as an independent consultant to assist the
City Manager in negotiations with the selected development team for the Project including
finalization of the Project Master Plan and in negotiations of various related Project agreements.
Advisory Board Recommendation:
[-N/A
Financial Information:
Source of Amount Account
Funds: 1 $50,000.00 440-0442-000312 Convention Center Operating
Budget. Expense will also be included in the
Convention Center Proposed Budget for FY
2013/14
2
3
BP Total $50,000.00 440-0442-000312
Financial Impact Summary: Funds are included in the Convention Center Operating Budget.
City Clerk's Office Legislative Tracking:
Jimmy L. Morales, City Manager, extension 7010
Sign-Offs:
Department Director Assist p
�CW Manager City Ma&Wk
do i"A41-
oil ITEM 679-7 J
M I AM 1 "B EAC H DATE 7-17
i
MIAMI BEACH
City of Miami Beath, 1700 Convention Center Drive,Miami Beach, Florida 33139,www.miamibeachfl.gov
COMMISSION MEMORANDUM
TO: Mayor Matti Herrera Bower and M mbers of a City Commission
FROM: Jimmy L. Morales, City Manager
DATE: July 17, 2013
SUBJECT: A RESOLUTION OF THE MAYOR ND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE CITY
MANAGER TO EXECUTE AN INDEPENDENT CONTRACTOR AGREEMENT,IN
AN AMOUNT NOT TO EXCEED $50,000.00, WITH JORGE G. GOMEZ, AICP
(CONTRACTOR), FOR A PERIOD OF FIVE (5) MONTHS, COMMENCING
RETROACTIVELY ON JULY 19 20139 AND ENDING ON NOVEMBER 30,20139
FOR PROFESSIONAL SERVICES RELATED TO THE MIAMI BEACH
CONVENTION CENTER PROJECT (RFQ NO. 22-11/12).
ADMINISTRATION RECOMMENDATION
Adopt the resolution.
KEY INTENDED OUTCOME
Improve convention center facility.
ANALYSIS
The City is currently in the process of evaluating the development terms for the Miami Beach
Convention Center District Project, pursuant to RFQ No. 22-11/12 (the Project).
Jorge G. Gomez, AICP, is a former City employee whose tenure with the City uniquely
prepared him to play a leading role in this Project. Mr. Gomez came to the City of Miami
Beach as a young man and his professional development is directly tied to the changes in
the City in the past three decades. He began his tenure with the City as a Management
Intern Planner on June 1, 1981,and later served in the following capacities: Senior Planner;
Principal Planner; Planning and Zoning Manager; Planning Director and Assistant City
Manager.
The purpose of this Resolution is to recommend that the City Manager be authorized to
enter into an Independent Contractor Agreement with Mr. Gomez, for a period of five (5)
months, beginning on July 1, 2013, and ending on November 30, 2013, to continue to
provide the City with his expertise and with certain professional services related to the
Project..
CONCLUSION
The Administration recommends that the Mayor and City Commission adopt the attached
Resolution, and authorize the City Manager to execute an Independent Contractor
Agreement between the City of Miami Beach and Jorge G. Gomez,AICP,for a period not to
exceed five (5)months with the term of the Agreement retroactively commencing on July 1,
2013, and ending November 30, 2013, and for an amount not to exceed $50,000.00.
EXHIBIT "A"
CITY OF MIAMI BEACH
SCOPE OF SERVICES
FOR
JORGE G. GOMEZ, AICP
FOR
CONSULTING SERVICES FOR THE MIAMI BEACH CONVENTION CENTER DISTRICT
PROJECT (RFQ No. 22-11/12)
1. SCOPE OF WORK
1. Assist the City Manager with work related to the Project, including preparation of City
Commission, City Commission Committee and other City Board, committee and agency
reports, and such other technical documents as deemed necessary by the City Manager.
2. Assist the City Manager with presentations to policy makers, community groups and
regulatory agencies.
3. Assist the City Manager in negotiations with the selected development team for the
Project, including finalization of the Project Master Plan and final Project agreements.
II. METHODOLOGY
1. The City will assist the Contractor by providing office space and the necessary office
equipment.
2. Contractor will be on site at his discretion and will work on or off-site the required hours
to provide services effectively and efficiently and within the Project timeline.
3. Contractor will assist the City in the selection process of the Project development team,
and play a leading role, on behalf of the Office of the City Manager in negotiating related
Project agreements.
Ill. TIMELINE AND PAYMENT SCHEDULE
Payment for Services, in the total amount of$50,000.00, for the Term of this Agreement,
shall be payable in five (5) equal installments of$10,000.00 each; payable on the last day
of each month throughout the Term.
IV. TOTAL COMPENSATION:
$50,000.00
o - 2 1�,2,s5
MIAMI BEACH
INDEPENDENT CONTRACTOR AGREEMENT
This Agreement is entered into on this day of ^\iC-zg-7 , 2013, between Jorge G.
Gomez, AICP, (Contractor), and the City of Miami Beach, Florida (City), for a period of five (5)
months,with an effective starting date of July 1,2013, and an end date of November 30, 2013 (the
Term).
1 Scope of Work/Services.
This Agreement is for the purpose of providing consulting services regarding the Miami Beach
Convention Center District Project,pursuant to Request for Qualifications No.22-11/12(the Project);
all as more specifically set forth in the Scope of Services, attached as Exhibit"A" hereto.
2. Fee.
In consideration of the work and/or services to be provided pursuant to this Agreement, the City
agrees to pay Contractor a fee, in the total not to exceed amount of$50,000.00,which shall be paid
as follows:
The Fee paid to Contractor pursuant to this Agreement shall be payable in five(5)equal installments
of$10,000.00 each; due and payable on the last day of each month throughout the Term.
3. Work Schedule.
Contractor will be on site at his discretion and will work,on or off-site,the required hours required to
provide services effectively and efficiently and within the Project timeline.To facilitate Services to be
provided by Contractor, the City will provide office space and the necessary office equipment.
Contractor's work and/or services shall be overseen by the City Manager.
4. Termination.
This Agreement may be terminated for convenience of either party,with or without cause, by giving
written notice to the other party of such termination,which shall become effective upon fifteen (15)
days following receipt by the other party of the written termination notice. Upon termination in
accordance with this paragraph,the Contractor shall be paid a sum equal to all payments due to him
up to the date of termination;provided Contractor is satisfactorily continuing to satisfactorily perform
all work and/or services up to the date of termination. Thereafter,the City shall be fully discharged
from any further liabilities, duties, and terms arising out of, or by virtue of, this Agreement.
5. Indemnification/Hold Harmless.
Contractor agrees to indemnify,defend,and hold harmless the City of Miami Beach and its officers,
employees and agents, from and against any and all actions, claims, liabilities, losses and
expenses, including but not limited to, attorney's fees, for personal economic or bodily injury,
wrongful death, loss of or damage to property, at law or in equity, which may arise or be alleged to
9 9 tY Y
have arisen from the negligent acts or omissions or other wrongful conduct of Contractor,and/or any
and all subcontractors, employees, agents, or any other person or entity acting under Contractor's
ev :;
control, in connection with the Contractor's performance of the work and/or services pursuant to this
Agreement. Contractor shall pay all such claims and losses and shall pay all costs and judgments
which may arise from any lawsuit arising from such claims and losses, and shall pay all costs and
attorney's fees expanded by the City in defense of such claims and losses, including appeals. The
parties agree that one percent(1%)of the total compensation to Contractor for performance of the
work and/or services under this Agreement is the specific consideration from the City to Contractor
for the Contractor's agreement to indemnify and hold the City harmless, as provided herein.
Contractor and the City hereby agree and acknowledge that this indemnity provision is intended to
and shall survive the termination (or earlier expiration) of this Agreement. .
6. Limitation of Liability.
The City desires to enter into this Agreement only if in so doing the City can place a limit on City's
liability for any cause of action for money damages due to an alleged breach by the City of this
Agreement,so that its liability for any such breach never exceeds the sum of the compensation/fee
to be paid to Contractor pursuant to this Agreement,less any amounts actually paid by the City as of
the date of the alleged breach. Contractor hereby expresses his willingness to enter into this
Agreement with Contractor's recovery from the City for any damage action for breach of contract to
be limited to a maximum amount equal to the compensation/fee to be paid to Contractor pursuant to
this Agreement, less any amounts actually paid by the City as of the date of the alleged breach.
Accordingly,and notwithstanding any other term or condition of this Agreement, Contractor hereby
agrees that the City shall not be liable to Contractor for damages in the amount in excess of the
compensation/fee to be paid to Contractor pursuant to this Agreement, less any amounts actually
paid by the City as of the date of the alleged breach, for any action or claim for breach of contract
arising out of the performance or non-performance of any obligations imposed upon the City by this
Agreement. Nothing contained in this subparagraph or elsewhere in this Agreement is in any way
intended to be a waiver of the limitation placed upon City's liability as set forth in Section 768.28,
Florida Statutes.
7. Notices.
All notices and communications in writing required or permitted hereunder may be delivered
personally to the representatives of the Contractor and the City listed below or may be mailed by
registered mail, postage prepaid (or airmailed if addressed to an address outside of the city of
dispatch).
Until changed by notice in writing, all such notices and communications shall be addressed as
follows:
CONTRACTOR: Jorge G. Gomez, AICP
6820 Portillo Street
Coral Gables, FL 33146
(305)666-7983
CITY: Jimmy L. Morales, City Manager
City of Miami Beach
Office of the City Manager
1700 Convention Center Drive
Miami Beach, FL 33139
(305) 673-7000 ext. 7010
Page 2
Notices hereunder shall be effective:
If delivered personally, on delivery; if mailed to an address in the city of dispatch, on the day
following the date mailed;and if mailed to an address outside the city of dispatch on the seventh day
following the date mailed.
8. Venue.
This Agreement shall be governed by, and construed in accordance with, the laws of the State of
Florida, both substantive and remedial,without regard to principles of conflict of laws. The exclusive
venue for any litigation arising out of this Agreement shall be Miami-Dade County, Florida,if in state
court, and the U.S. District Court, Southern District of Florida, if in Federal Court. BY ENTERING
INTO THIS AGREEMENT,CITY AND CONTRACTOR EXPRESSLY WAIVE ANY RIGHTS EITHER
PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR
ARISING OUT OF, THIS AGREEMENT.
9. Duty of Care/Compliance with Applicable Laws.
With respect to the performance of the work and/or service contemplated herein,Contractor shall
exercise that degree of skill, care, efficiency and diligence normally exercised by reasonable
persons and/or recognized professionals with respect to the performance of comparable work
and/or services.
In its performance of the work and/or services, Contractor shall comply with all applicable laws,
ordinances, and regulations of the City, Miami-Dade County,the State of Florida,and the federal
government, as applicable.
The Contractor agrees to adhere to and be governed by the Miami-Dade County Conflict of
Interest Ordinance, as same may be amended from time to time; and by any and all
ethics/standards of conducts as referenced in Chapter 2 of the City of Miami Beach Code(as may
be amended from time to time).
Contractor covenants that it presently has no interest and shall not acquire any interest, direct or
indirectly which should conflict in any manner or degree with the performance of the work and/or
services. Contractor further covenants that in the performance of work and/or services under this
Agreement, no person having any such interest shall knowingly be employed by the Contractor.
No member of or delegate to the Congress of the United States shall be admitted to any share or
part of this Agreement or to any benefits arising there from.
10. Ownership of Documents/Patents and Copyrights.
Any and all documents prepared by Contractor pursuant to this Agreement are related exclusively to
the work and/or services described herein, and are intended or represented for ownership by the
City. Any re-use distribution, or dissemination of same by Contractor, other than to the City, shall
first be approved in writing by the City Manager,which approval, if granted at all,shall be at the City
Manager's sole and absolute discretion.
Any patentable and/or copyrightable result arising out of this Agreement,as well as all information,
specifications, processes,data and findings, shall be made available to the City, in perpetuity,for
public use.
No reports,other documents,articles or devices produced in whole or in part under this Agreement
Page 3
shall be the subject of any application for patent or copyright by or on behalf of the Contractor(or
its employees or sub-contractors, (if any) without the prior written consent of the City Manager,
which consent, if given at all, shall be at the Manager's sole and absolute discretion.
11. No Assignrnent/Transfer.
This section intentionally left blank.
12. Liability for Sub-contractors.
Contractor shall be liable for its work and/or services, responsibilities and liabilities under this
Agreement and the services,responsibilities and liabilities of any sub-contractors(if any),and any
other person or entity acting under the direction or control of Contractor(if any). When the term
"Contractor" is used in this Agreement, it shall be deemed to include any sub-contractors (if any)
and/or any other person or entity acting under the direction or control of Contractor (if any). All
sub-contractors(if any)must be approved in writing by the City Manager prior to their engagement
by Contractor, which approval, if granted at all, shall be at the City Manager's sole and absolute
discretion.
13. Independent Contractor/No Joint Venture.
THIS AGREEMENT SHALL NOT CONSTITUTE OR MAKE THE PARTIES A PARTNERSHIP OR
JOINT VENTURE. FOR THE PURPOSES OF THIS AGREEMENT,THE CONTRACTOR SHALL
DE DEEMED TO BE AN INDEPENDENT CONTRACTOR,AND NOT AN AGENT OR EMPLOYEE
OF THE CITY, AND SHALL NOT ATTAIN ANY RIGHTS OR BENEFITS UNDER THE CIVIL
SERVICE OR PENSION ORDINANCE OF THE CITY,OR ANY RIGHT GENERALLY AFFORDED
CLASSIFIED OR UNCLASSIFIED EMPLOYEES INCLUDING ANNUAL AND SICK DAY
ACCRUAL. FURTHER,THE CONTRACTOR SHALL NOT BE DEEMED ENTITLED TO FLORIDA
WORKER'S COMPENSATION BENEFITS AS AN EMPLOYEE OF THE CITY OR
ACCUMULATION OF SICK OR ANNUAL LEAVE.
14. Waiver of Breach.
A party's failure to enforce any provision of this Agreement shall not be deemed a waiver of such
provision or modification of this Agreement. A party's waiver of any breach of a provision of this
Agreement shall not be deemed a waiver of any subsequent breach and shall not be construed to
be a modification of the terms of this Agreement.
15. Severance.
In the event this Agreement or a portion of this Agreement is found by a court of competent
jurisdiction to be invalid,the remaining provisions shall continue to be effective unless City elects to
terminate this Agreement.
16. Joint Preparation.
The parties hereto acknowledge that they have sought and received whatever competent advice
and counsel as was necessary for them to form a full and complete understanding of all rights and
obligations herein and that the preparation of this Agreement has been a joint effort of the parties,
the language has been agreed to by parties to express their mutual intent and the resulting
document shall not, solely as a matter of judicial construction, be construed more severely against
one of the parties than the other.
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17. Entire Agreement.
This writing and any exhibits and/or attachments incorporated (and/or otherwise referenced for
incorporation herein)embody the entire Agreement and understanding between the parties hereto,
and there are no other agreements and understandings,oral or written,with reference to the subject
matter hereof that are not merged herein and superseded hereby.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed by the
respective officials thereunto duly authorized, this date and year first above written.
FOR CITY: CITY OF MIAMI BEACH, FLORIDA
ATTEST:
4=
i
By: L-7
Rafael E. , ;-Cl "'Ci ...� my L. orales, City Manager
1NCoR p
RA TED.
FOR CONTRA JORGE G. GOMEZ,AICP
0.
WITNESS:
By: Main
S' n u r
Print Name
By: i
Print Na Me
�Pi/VA DtF PlIVe)D
Print Name
Approved: Approved as to form & language &
for xecution.
Office of ud et and Performance Improveme t
Atto �tel
Hu--"'d-[] Resources Department
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EXHIBIT "A"
CITY OF MIAMI BEACH
SCOPE OF SERVICES
FOR
JORGE G. GOMEZ, AICP
FOR
CONSULTING SERVICES FOR THE MIAMI BEACH CONVENTION CENTER DISTRICT
PROJECT (RFQ No.22-11/12)
1. SCOPE OF WORK
1. Assist the City Manager with work related to the Project, including preparation of City
Commission, City Commission Committee and other City Board, committee and agency
reports, and such other technical documents as deemed necessary by the City Manager.
2. Assist the City Manager with presentations to policy makers, community groups and
regulatory agencies.
3. Assist the City Manager in negotiations with the selected development team for the
Project, including finalization of the Project Master Plan and final Project agreements.
ll. METHODOLOGY
1. The City will assist the Contractor by providing office space and the necessary office
equipment.
2. Contractor will be on site at his discretion and will work, on or off-site, the required hours
to provide services effectively and efficiently and within the Project timeline.
3. Contractor will assist the City in the selection process of the Project development team,
and play a leading role, on behalf of the Office of the City Manager in negotiating related
Project agreements.
Ill. TIMELINE AND PAYMENT SCHEDULE
Payment for Services, in the total amount of$50,000.00, for the Term of this Agreement,
shall be payable in five (5) equal installments of$10,000.00 each; payable on the last day
of each month throughout the Term.
IV. TOTAL COMPENSATION:
$50,000.00