Email from Michael Gruen RE: Coalition Involvement Agreement (CIA) Granado, Rafael
From: Gruen, Michael
Sent: Thursday, September 26, 2013 11:40 AM
To: Granado, Rafael; Hatfield, Liliam
Cc: Boksner, Aleksandr
Subject: FW: Coalition Involvement Agreement(CIA) between the Miami Beach Coalition and the
City of Miami Beach - May 3, 2012
Attachments: Coalition Involvement Agreement(CIA) between the Miami Beach Coalition and the City
of Miami Beach - May 3, 2012.pdf
Rafael:
At the September 11, 2013 Commission meeting item C7L A resolution to enter into the Miami Beach Coalition
Involvement Agreement was approved. However,the attached agreement was actually in effect as a result there will be
no additional agreement signed. I am sorry for the inconvenience.
Take care
Michael
M IAM SEACH
Michael Gruen, Manager
Planning and Research
OFFICE OF THE CHIEF OF POLICE
1100 Washington Avenue,Miami Beach,FL 33139
Tel:305-673-7925 / 305-673-7776,Ext.#5772/Fax:305-673-7065 / www.miamibeachfl.gov/michaelgruenCaD-miamibeachfl.gov
Mission: Prevent crime and enhance public safety.
Vision: We aspire to be a world-class agency,which protects our diverse community and serves as a model for
character, innovation and service to meet the challenges of tommorrow.
Values: Professional,Accountable, Honest and Proud.
From: Boksner, Aleksandr
Sent: Thursday, September 26, 2013 10:49 AM
To: Gruen, Michael
Subject: FW: Coalition Involvement Agreement(CIA) between the Miami Beach Coalition and the City of Miami Beach -
May 3, 2012
Michael:
This Agreement,which was executed in 2012, is for an initial term of 5 years. There is further legal requirement to the
previously remitted agreement.
Thank you.
MIAMIBEACH
Aleksandr Boksner, Senior Assistant City Attomey
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SECTION I: DEFINITIONS.
Agreement This Agreement between the City and the Miami Beach. Coalition,
inoluding any exhibits and amendments thereto.
City Manager: The chief administrative officer of the City.
' Miami Beach For the purposes of this Agreement, the Miami Beach
Coalition: Coalition shall"be deemed to be an independent contractor, and not
an agent or employee of the City.
Services: All services, work and actions by the Miami Beach Coalition
performed or,undertaken pursuant to the Agreement.
SECTION I1. SCOPE OF SERVICES (SERVICES).
MIAMI BEACH COALITION SHALL BE RESPONSIBLE,TO:
a. Set policies for staff and programs;
b. Formulate goals and objectives in compliance with its funding source;
C. Oversee the daily operation of its activities and programs;
d:. Direct any Miami Beach-Coalition staff and volunteers working on its activities
and programs;
e. Jointly set goals and objectives for staff and volunteers, and negotiate and
approve their activities;
f; Create.and follow its strategic plan within the requirements of its funding source;
and
g: Respect the right of Miami Beach Police Department to their own opinions and
beliefs.
MIAMI BEACH POLICE DEPARTMENT MAY ASSIST THE MIAMI BEACH
COALITION BY:
a. Attend Coalition meetings, if available and feasible. ;
b. Attend coalition sponsored trainings, seminars, and community-wide events,.
when feasible and-at no cost'to the City of Miami Beach;
I
d
C. Participate in assessing and analyzing root causes of substance abuse (alcohol,
tobacco and other drugs) problems in the community, when feasible and
availability permits; and
d. Participate in ongoing refinement of the coalition vision, mission,.objectives,
goals, and activities, when feasible and.availability permits.
SECTION III. TERM: '
The term of.this Agreement (Term) shall commence upon execution of this Agreement
by all parties hereto, and sl'iall have an "initial term of five (5) years, with two (2), three
(3) year renewal, options, to be exercised at- the. City Manager's. sole, option and
discretion, by providing the Mianii Beach- Coalition with written notice-of same no less
than-thirty (30) days prior to.the expiration of the initial term.
SECTION IV. TERMINATION:
4A TERMINATION'FOR."CAUSE
If the .Miami Beach Coalition shall fail to fulfill in a timely.manner, or otherwise
violates, any of the covenants, agreements, or stipulations material to this
Agreerhent,,the City, through its City Manager, shall thereupon have the right to .
terminate this Agreement for cause. Prior to exercising -its option to terminate for
cause, the City shall notify the Miami Beach Coalition of its violation :of the
particular term(s) of this Agreement, and shall grant the Miami Beach ,Coalition
ten (10) days to cure such default: 'If such default remains uncured after ten (10)
days, the City may terminate this Agreement without further notice to the Miami
Beach Coalition. Upon termination, the City shall be fully discharged from any
and all liabilities; duties, and terms arising out of,.or by virtue of, this Agreement.
4.2 TERMINATION FOR CONVENIENCE OF THE CITY
THE CITY MAY ALSO, THROUGH lTS CITY MANAGER, AND FOR ITS
CONVENIENCE AND.WITHOUT CAUSE, TERMINATE THE AGREEMENT AT
ANY TIME DURING THE TERM BY GIVING WRITTEN NOTICE TO THE MIAMI
BEACH COALITION OF SUCH TERMINATION; WHICH SHALL BECOME
EFFECTIVE WITHIN" THIRTY (30) DAYS FOLLOWING RECEIPT BY THE
MIAMI BEACH COALITION OF SUCH NOTICE.
4.3 TERMINATION FOR INSOLVENCY
The City.also reserves the right to terminate the Agreement in the'event the
Miami Beach Coalition'is placed either in voluntary or involuntary bankruptcy or
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makes an assignment for the benefit of creditors..ln such event, the right and
obligations for the parties shall be the same as provided for in Section 4.2.
SECTION V. INDEMNIFICATION AND INSURANCE REQUIREMENTS. ,
5.1. INDEMNIFICATION
The Miami Beach Coalition agrees to indemnify and .hold harmless the City of Miami.
Beach and its officers, employees, agents, and contractors, from and against any and
all 'actions (whether at law or in equity), claims, liabilities, losses; and .expenses,
'
-including, but not limited to, attorneys' fees and,costs, for personal, economic or bodily
injury, wrongful death, loss of or damage to property, which-may arise or'be alleged to
have arisen from the negligent acts,.errors, omissions or other wrongful. conduct of the
Miami Beach Coalition, its officers, employees, agents, contractors, or any other person
or entity.acting under the Miami.Beach Coalition's control.-or supervision, in connection
with,, related to, or as a result of the Miami-, Beach Coalition's performance of the
Services pursuant to this Agreement. To that extent, the Miami Beach Coalition shall
pay all, such claims and losses and shall pay all such costs and judgments which may
.issue from any lawsuit arising from sQch claims.and losses, and shall pay all costs and
attorneys' fees expended by the City in the defense of such claims and losses, including
appeals.
The parties agree that the Miami Beach Coalition for performance of the Services under
this Agreement is the specific consideration from the City to the Miami Beach,Coalition
for the Miami.Beach Coalition's indemnity agreement. The provisions of this Section 5.1
and of this indemnification shall survive termination or expiration of this Agreement..
SECTION VI. LITIGATION JURISDICTION/VENUE/JURY TRIAL WAIVER. '
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This Agreement shall be construed in accordance with the laws of the State of Florida.
This Agreement shall be enforceable in Miami-Dade County, Florida, and if legal action
Js necessary by either party with respect tc the enforcement of any or all of the terms or
conditions herein, exclusive venue for the enforcement of same shall lie in Miami-Dade
County, Florida, By entering into this Agreement, the Miami Beach Coalition and the
City expressly 'waive any rights either party may have to a trial-by jury of any civil
litigation related to or arising out of this Agreement.
SECTION VII. LIMITATION OF CITY'S LIABILITY.
The City desires to enter into this Agreement only if in so doing the City can place a limit
on -the City' s liability for any cause of action, for money damages due to *an alleged .
breach by the City of this Agreement, so that its liability for any such breach never
exceeds the sum of $1,000. The -Miami Beach Coalition' hereby, expresses its
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willingness to enter into this,Agreement with the Miami Beach Coalition's recovery from
the City for any damage action for breach of contract to be limited to a maximum i
amount of$1,000.
,Accordingly, and notwithstanding any other term or condition of this Agreement, the
Miami Beach Coalition -hereby agrees that the City shall -not be liable 'to the Miami
Beach Coalition for damages in an amount in excess of $1,000 for any action or claim
.for breach of contract arising, out of the *performance.. or non=performance of any
r obligations'imposed upon the City by this Agreement. .
Nothing contained in this section or elsewhere in this Agreement is in any way intended
to be a waiver of the limitation placed upon the City's liability, as set forth in Section
768.28, Florida Statutes.
SECTION VIII. GENERAL PROVISIONS.
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8.1 AUDIT-AND INSPECTIONS
Upon reasonable verbal or written notice to the-Miami Beach Coalition,' and at any time
during normal business hours (i.e. 9AM — 5PM, Monday through Fridays, excluding
nationally, recognized holidays), and as. often as the City•Manger may, in, his/her
,reasonable discretion and judgment, deem necessary,, there shall be made available • . .
to the City Manager, and/or such representatives as the City Manager may deem to
act on the City's* behalf, to audit, examine, and/ or inspect, any and all other
documents 'and/or-,records relating to all matters covered •by this Agreement. The
-Miami Beach Coalition shall maintain any and.all.-such records at,its place of business
at the'address set forth in the "Notices" section of this.Agreement.
.,8.2 ASSIGNMENT, TRANSFER OR SUBCONSULTING
The Miami Beach Coalition shall not subcontract, assign, or transfer all or any portion
of any work and/or service under this Agreement without the prior written consent of
the City Manager, which consent, if given at all; shall be* in the Manager's sole
• judgment and, discretion. Neither this Agreement, nor any term or provision hereof, or '
right-hereunder, shall be.assignable unless as-approved pursuant to this Section, and
any attempt to make such assignment-(unless approved) shall be void. '
8.3. EQUAL EMPLOYMENT OPPORTUNITY
In', connection with the performance of the Services,.the Miami.Beach Coalition shall
not discriminate against any employee or applicant for employment because of race,
color,-national- origin, religion, sex, gender identity, sexual orientation; disability, marital
and familial status, or age.
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SECTION IX. NOTICES.
All, notices and. communications in writing required or permitted hereunder, shall be
delivered personally to the representatives of the Miami-Beach Coalition and the City
listed below or may be mailed by U.S. Certified Mail, return receipt requested, postage
prepaid, or by a nationally recognized overnight delivery service.
Until .changed by notice in writing, all such notices and communications shall be :
addressed as follows:
TO MIAMI.BEACH COALITION: Marina'B. Aviles,
Project Coordinator
3050 Biscayne Boulevard
Suite 900 _
Miami, Florida 33137
TO CITY: Michael Gruen
Office of the Police Chief, ,
'.., City of Miami Beach Police'Department
1100 Washington Avenue
• . Miami Beach, Florida 33139
Notice may also be provided to any other address, designated by the party to receive
notice if such alternate address is provided via U.S. certified mail, return receipt requested,
hand delivered, or by overnight* delivery. In-the event an alternate notice address is
Properly provided, notice shall be sent to such alternate address in addition to any other
address' which notice would otherwise be sent, -unless other delivery instruction as
specifically provided for by the party entitled to notice. - ,
Notice shall be deemed given on the day on which personally served, or the day of receipt
by either U.S. certified niail or overnight delivery.
SECTIONX, MISCELLANEOUS PROVISIONS.
1.0,1 CHANGES AND ADDITIONS
This Agreement cannot be modified or amended without the express written consent of
the parties. Nb modification, amendment, or alteration of the terms or conditions
contained herein shall be effective unless contained in a written document executed
With'the same formality and of equal dignity herewith.
10.2. SEVERABILITY
If any term or provision of this Agreement is held invalid -or unenforceable, the
:. remainder of this Agreement shall not be affected and every other term and provision of ..
this Agreement shall-be valid and be enforced to the fullest extent permitted by law.
,
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1.0:3 ENTIRETY OF AGREEMENT
The City and the Miami Beach Coalition agree that this is the entire Agreement between
the parties. This Agreement supersedes all -prior negotiations, correspondence,
.Conversations, agreements or understandings applicable to the matters contained•
herein, and there are no commitments, agreements or understandings concerning the
subject .matter of this Agreement that are not contained in this document, Title. and -
paragraph head-ings'are for convenient reference.and are not intended to confer any.
rights or obligations upon the parties to this Agreement.
IN WITNESS WHEREOF, the .parties hereto have caused this Agreement to be
executed by their appropriate officials, as of the date first entered above.
AGREED TO AND ACKNOWLEDGED this day -of
2012.
FOR CITY: CITY OF MIAMI BEACH, FLORIDA
Raymond Martinez- Police Chief
Miami Beach Police Department
INC-* ,J
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�nj •' • . •T E��riIa 'MI BEACH COALITION: MIAMI BEACH C LITION
By:
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ri v"es, roject Coordinator
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Secretary
. . Print Name APPROVED AS TO
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