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In Kind Grant Agreement with Rockefeller Philanthropy Advisors, Inc. 2C ( & --' 9 January 2017 Mayor Philip Levine City of Miami Beach 1700 Convention Center Drive 4th Floor Miami Beach, FL 33139 IN KIND GRANT AGREEMENT Dear Mayor Levine: Rockefeller Philanthropy Advisors, Inc. ("RPA"), on behalf of the 100 Resilient Cities Initiative ("100RC" or the "Project"), a sponsored project of RPA(together, "RPA/100RC"),has approved a grant to the City of Miami Beach ("GRANTEE") for the purposes described herein. This letter(the "Grant Agreement" or"Agreement") summarizes the terms and conditions under which RPA/100RC has awarded this grant to GRANTEE. In accepting this grant, GRANTEE becomes a Member City of 100RC. 1. Amount and Purpose of Grant. The purpose of this grant is to assist GRANTEE in building its capacity to maintain and recover critical functions despite shocks and stresses so that the city's people, communities, and systems can bounce back more quickly and emerge stronger from these shocks and stresses. GRANTEE, as a Member City, will partner with RPA/100RC to develop and begin implementation of a Resilience Strategy for Greater Miami and the Beaches, a collaborative partnership comprised of the City of Miami, the City of Miami Beach, and Miami-Dade County (together, "GMTB"). These responsibilities are outlined in the GMTB Commitment, Milestones and Deliverables Schedule as jointly agreed by 100RC and GMTB, and incorporated by reference as Addendum 1. To accomplish these goals,the grant is structured in two components: a. Direct Funding— [RESERVED] b. In-Kind Technical Assistance and Capacity Development- RPA/100RC will contribute in-kind technical assistance and capacity development to accomplish the grant purpose in several ways. RPA/100RC will dedicate and fund resources to work with GRANTEE to support GMTB's development of a Resilience Strategy. This will include making available RPA/100RC staff experts and other service providers hired by RPA/100RC to work directly with GRANTEE as needed. Also, RPA/100RC will develop a platform of third-party partners ("Platform Partners") who can offer tools and services to GRANTEE to assist in creating and implementing a resilience agenda. RPA/100RC will also provide access to a Chief Resilience Officer ("CRO")peer network so that GRANTEE's CRO can connect with CROs from across the globe to share strategies and learnings. GRANTEE as a Member City agrees, where it is in the best interest of the city and consistent with the development and implementation of its Resilience Strategy,to work with the resources and Platform Partners made available to GRANTEE through this grant. Separate agreements regarding the specific terms of such services may be required. 2. Term of Grant. In-kind technical assistance, capacity development, and Platform Partner services will be provided as needed for a term of three years from the hire/appointment of the CRO for the City of Miami on October 31, 2016. Limited in-kind technical assistance may be extended beyond three years at the discretion of RPA/100RC. 3. Legal Status of Grantee.RPA/100RC has made this grant with the understanding that the GRANTEE is a government entity or instrumentality as defined in the United States Internal Revenue Code, or alternatively the code of a foreign government, or agency or instrumentality of a foreign government. 4. Payment of Grant Funds. [RESERVED] 5. Use of Grant Funds. [RESERVED] 6. Return of Unused Funds. [RESERVED] 7. Anti-Terrorism/Anti-Corruption. GRANTEE hereby confirms that it complies with all U.S. anti-terrorism laws and regulations, including Executive Order 13224 and the Global Terrorism Sanctions Regulations set forth in 31 CFR Part 594. GRANTEE certifies and warrants that it will not directly or indirectly engage in, support or promote violence, terrorist activity or related training, money laundering, corruption or any other unlawful or illegal activity. In addition, you represent and warrant that you have or will have, as of the execution of this Grant Agreement, the necessary systems in place to reasonably detect and prevent corruption, terrorism, fraud and money laundering. 8. Reports. GRANTEE will use reporting templates provided by RPA/100RC to submit full and complete reports on the progress made in accomplishing the purpose of the grant. Reports should be completed according to the schedule and requirements laid out in the GMTB Commitment, Milestones, and Deliverables Schedule (Addendum 1). All reports must be signed by the CRO and their supervisor. In addition, please send to RPA/100RC copies of papers, manuscripts, and other materials that are produced as a direct result of RPA/100RC's grant upon request. GRANTEE shall provide regular updates on project status and activities to Associate Director or other designated 100RC staff. 9. Requesting an Extension or Modification of the Grant. To request an extension or modification of this grant, GRANTEE must submit a detailed explanation of the need for the extension or change with an up-to-date progress report. Under no circumstances can the purpose of the grant be modified. All extension or modification requests should be sent to the Associate Director(AD) via e-mail. If the request is approved, RPA/100RC will send a written notification to your organization amending this Grant Agreement, which will include a revised schedule of deliverables, reporting requirements, and new terms, if applicable. This notification should be appended to the original Grant Agreement. 10. Contacts. - 100 Resilient Cities—Eric Wilson, Associate Director, ewilson@l00resilientcities.org - GRANTEE Grant Administrator- Judy Hoanshelt, Grants Officer, judyhoanshelt@miamibeachfl.gov, (305) 673-7510; Amy Knowles, Deputy CRO, amyknowles@miamibeachfl.gov (305) 673-7010 - Rockefeller Philanthropy Advisors, Inc.: Kate Mulligan, kmulligan@rockpa.org - Communications-related questions should be addressed to 100RC Communications Office, MYoung@100RC.org. 11. Record Maintenance, Inspection and Retention. GRANTEE agrees to maintain clear and adequate records of receipts and expenditures for this grant and make such records available to RPA/100RC upon request. GRANTEE agrees to maintain separate reporting and accounting for grant funds. GRANTEE does not need to open a separate bank account. GRANTEE agrees to retain its accounting records related to the Project, as well as copies of the reports submitted to RPA/100RC, for at least four years after completion of the use of the grant funds. GRANTEE recognizes RPA/100RC's right to audit GRANTEE's books and records with respect to these funds. 12. License to Use Materials. GRANTEE hereby grants RPA/100RC a perpetual, worldwide, non- exclusive license to use, reproduce, distribute, display, perform, edit, adapt, create derivative works from and otherwise utilize, exploit and sublicense, in all languages and all media now known or hereafter developed, all written work or reports, publications of any kind, and any materials of any nature created by GRANTEE regarding this grant, as a result of this grant or in connection to this grant (collectively, the "Materials"). 13. Warranty and Covenants. GRANTEE represents and warrants that GRANTEE has the full right and authority to grant licenses and rights granted in this Agreement and that GRANTEE's rights in any of the Materials and RPA/100RC's license of the Materials will not violate any intellectual property, contractual or other rights of any third party. 14. Monitoring and Evaluation. GRANTEE agrees to participate in evaluation activities as directed by RPA/100RC to enable RPA/100RC to monitor and evaluate key aspects of the Project. GRANTEE also agrees to make its books and records available for inspection by RPA, 100RC or its designee at reasonable times and permit us to monitor and conduct an evaluation of operations under this grant, which may include a visit by our personnel or our designee to observe GRANTEE, a discussion of the grant with your organization's staff, and a review of financial and other records connected with this grant. 15. Compliance and Termination. In the event that RPA/100RC or GRANTEE decides to terminate this grant before the end of the grant term for any reason, RPA/100RC will require GRANTEE to provide a financial report showing expenditures to date of termination. 16. Confidentiality. In the course of the grant activities, GRANTEE may have access to or be directly or indirectly exposed to RPA/100RC's confidential information, including information relating to programs, financial information, grantmaking processes and any proprietary information, but not including information that was known to GRANTEE or in the public domain before disclosure or that becomes part of the public domain except by a breach of this Agreement by GRANTEE. Except as may be required by Florida public records law, including without limitation Chapter 119, Florida Statutes, GRANTEE agrees to use reasonable measures to hold confidential all such confidential information and shall not, without RPA/100RC express consent, use it for purposes other than those permitted in this Grant Agreement or disclose it to third parties; provided, that if GRANTEE is required by law to disclose any confidential information, it shall promptly notify RPA/100RC of this requiring and provide RPA/100RC an opportunity to oppose such disclosure with the applicable governmental authority. 17. Grant Announcements; Public Reports and Use of RPA, 100RC Name and Logo GRANTEE acknowledges that(i) RPA owns all rights in "Rockefeller Philanthropy Advisors," "RPA," "100 Resilient Cities," "100RC," and its other names, trademarks, service marks, logos, and other indicia of source (collectively, "RPA Marks"); (ii) the RPA Marks must be used in accordance with RPA's quality control standards conveyed to GRANTEE from time to time; (iii) all goodwill arising from use of the RPA Marks under this Grant Agreement will inure to the benefit of RPA and GRANTEE will not acquire any rights of any nature in any of the RPA Marks; and(iv) GRANTEE will not(and will not assist any party to) register or attempt to register any RPA Mark in any jurisdiction in the world. RPA encourages GRANTEE to announce this grant; however, GRANTEE must receive approval, in advance, from the AD to use any RPA Mark or any language that purports to interpret RPA/100RC intent in making the grant. GRANTEE agrees to note in its communications that RPA is supporting GRANTEE's efforts through its sponsored project, 100RC. The designated AD must also approve, in advance, any press release or other media or public communication, written or electronic, GRANTEE intends to issue concerning the awarding of the grant. AD must also approve, in advance, any use of the RPA Marks for any purpose. Member Cities are free to disseminate information about their experiences and findings during the course of the Project to those who might benefit from this knowledge; in that connection, RPA, through its Project, 100RC, views itself as an active partner that can further enhance and expand communications outreach and expects to be notified in advance regarding media outreach. For further information or assistance related to communications concerning this grant, please contact the AD. 100RC's Web site will include specific information about your participation as a Member City. This information will be updated regularly. 18. Relationship of Parties. The relationship of RPA/100RC to GRANTEE is that of grantor and grantee. RPA/100RC is not responsible or liable for strategies or outcomes of strategies developed as a result of activities performed under this Grant Agreement. Nothing contained in this Grant Agreement shall be deemed to constitute either party a legal partner,joint venture, employee or agent of the other party for any purpose. Neither party has the power to bond the other party or to incur any obligations on its behalf, without the other party's prior written consent. 19. Indemnification. Subject to the limitations on liability set forth in Section 768.28, Florida Statutes, GRANTEE agrees to defend, indemnify and hold harmless RPA/100RC, its officers, agents, and employees, from and against any liability, loss, expense or damages (including all costs and reasonable attorney's fees) or claims for injury arising out of or in any way connected to the activities carried out by GRANTEE pursuant to the terms of this Grant Agreement, including claims for loss or damage to any property, or for death or injury to any person or persons. Further, and subject to the limitation on liability set forth in Section 768.28, Florida Statutes, GRANTEE agrees to defend and indemnify RPA/100RC against any liabilities, damages or expenses (including all costs and reasonable attorney's fees)that RPA/100RC incurs based on a third party claim arising from a breach of GRANTEE's warranties, covenants, duties or obligations under this Agreement that may result from any action or omission of GRANTEE, its contractors and subcontractors, or any of its or their officers, agents or employees. 20. Governing Law. 100RC/RPA, as the grantor, makes the selection of governing law that will apply to this Agreement. The selection is determined, in part, by 100RC/RPA's limited capacity to develop working knowledge of the laws governing the many Member Cities of the Project. Therefore, This Agreement will be governed by and construed in accordance with the substantive laws of the State of New York, United States of America, without regard to the choice of law principles. United States law applies to the extent issues are covered under federal laws. 21. Authority. You represent and warrant that you have the full legal right and authority to enter into this Agreement on behalf of GRANTEE. 22. Entire Agreement. This Agreement in English, including the attached Addendums, constitutes the entire understanding between GRANTEE and RPA/100RC with respect to its subject matter and supersedes all prior agreements, discussions or representations between us. Any modification of this Agreement must be in writing, signed by RPA/100RC and GRANTEE. On behalf of RPA/100RC, may I extend every good wish for the success of your work. Sincerely, • Date: .r4 4 Rockefeller Philanthropy Advisors, Inc. The undersigned organization agrees to the terms and conditions set forth in this letter. GRANTEE Signed: N e: wi 6-1 y L. M oR�ES Title: Ca-rV MANAGER Date: 7-2.49 Addendum 1: GMTB Commitment, Milestones, and Deliverables Schedule The GMTB Commitment, Milestones, and Deliverables Schedule, as agreed by 100RC and GMTB, is hereby incorporated by reference. APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION ,(0--0)(v 0).- 15 City Attorney Dote N�- Addendum 2: Required Supplemental Documentation Documentation Description CRO job description CRO Position CRO job posting(if being advertised) Should include: 1. CRO's office tile (i.e. Deputy of X) 2. Department where CRO will sit CRO Office Organization 3. CRO's peers within the department Chart 4. Chain of command between the department and Mayor(or equivalent) 5. Who the CRO reports to 6. Who reports to the CRO (where applicable) 1. CRO's name Selected CRO 2. CRO's resume 1. W9 Proof of Entity 2. IRS Tax Exemption letter Addendum 3: CRO Job Description As described in the CRO job description attached, hereto, as Addendum 3, the responsibilities of the CRO will include driving the development and implementation of a Resilience Strategy for GMTB and working with RPA/100RC through an assigned Associate Director ("AD")to coordinate services and technical support. To optimize the effectiveness of the CRO, the position will be a prominent leadership position, empowered by the full support of the City's Mayor or local equivalent. GRANTEE will promptly inform RPA/100RC and AD in writing of any changes in CRO and other key personnel. Organizational Chart Miami Beach CRO's Office Chief Resiliency Officer Deputy Chief Administrative Resiliency Officer Officer I I I I Code Environment Building Compliance and Planning Department Department Sustainability Department Class Title: Assistant City Manager Bargaining Unit: Unclassified Class Code: 1002 / Grade u29 Print Job Information Email me when jobs like this become available The fundamental reason this classification exists is to direct administrative work relating to the full range of municipal management issues, and serving as Acting City Manager in the Manager's absence. The position is one of three Assistant City Managers that report directly to the City Manager. Each Assistant City Manager is responsible for an assigned portfolio of Department oversight responsibilities on behalf of the City Manager. At present the portfolios are organized around operating departments, development/arts/culture departments and administrative departments. Subject to general supervision and policy determinations of the City Manager, duties of this position are carried out with wide latitude, judgment and discretion. Work is subject to evaluation on the basis of results achieved. Illustrative Examples of Essential Duties: • Provides general assistance to the City Manager, and serves as Acting City Manager when the Manager is absent. • Carries out the Manager's directives regarding interpretation of policies and represents the Manager in resolving problems and conflicts within City government. • Assists in the preparation of the annual budget and in its presentation to the City Commission. • As part of the City's Executive Management Team, the incumbent represents the City Manager and the City before the Commission, civic and other governmental agencies and neighborhood meetings. • Plans, directs, and coordinates Department and Divisional activities for the City based on general direction of the City Manager and policy directives of the Commission. • Assists in the development and updating of strategic plans and performance indicators that impact specific department and divisional areas of responsibility. • Ensures that City operating departments work together in an effective manner that results in the delivery of quality services that are integrated and efficient. • Performs specialized assignments designated by the City Manager in accordance with areas of expertise. • Confers with the City Manager on policy matters and proceeds as appropriate to ensure implementation and compliance. • Responds to inquiries from the public, civic and professional groups and the news media. • Performs related tasks as required. Minimum Requirements: • Any combination equivalent to experience and education that could likely provide the knowledge and abilities would be qualifying • A typical way to obtain the knowledge and abilities would be: • Experience Seven years of progressively responsible experience in an Executive/Senior Management capacity in a large organization, involving the responsibility for the planning, organization, implementation and supervision of varied work programs and demonstrated leadership ability • Education Masters Degree from an accredited college or university with major course work in Business Administration or a closely related field Knowledge, Skills and Abilities: • Knowledge of modern municipal administrative methods, procedures, organizations and functions. • Knowledge of current social, political and economic trends and operating problems of municipal government. • Knowledge of applicable federal and state laws, rules and regulations regarding local government operations. • Knowledge of principles of effective public relations and interrelationships with community groups and agencies. • Knowledge of Public Administration principles, with particular reference to municipal administration, including basic principles of organization, management, and budget preparation. • Ability to analyze a variety of administrative problems and make sound policy and procedural recommendations. • Ability to plan, direct and coordinate a varied work program on a large scale • Ability to plan, and implement a balanced budget • Ability to provide effective leadership and develop and maintain effective working relationships with City officials, employees, special interests groups and the general public • Ability to communicate clearly and effectively, both orally and in writing • Ability to carry out brief, general instructions of a superior effectively and with dispatch • Ability to perform a broad range of supervisory responsibilities over a group of senior managers Physical Requirements: • Must have the use of sensory skills in order to effectively communicate and interact with other employees and the public through the use of the telephone, electronic mail and personal contact • Physical capability to effectively use and operate various items of office related equipment, such as, but not limited to personal computer, calculator, copier, and fax machine • No significant standing, walking, moving, climbing, carrying, bending, kneeling, crawling, reaching, handling, sitting, standing, pushing, and pulling • Strong stamina for complex work and able to work long hours Supervision Received: • General and specific assignments are received and work is performed with latitude for independent judgment in selection of work methods • Work is subject to review for compliance with City policies and objective Supervision Exercised: • Plans, organizes, and directs a variety of City departments • Functions as directed by the City Manager City of Miami Beach Chief Resilience Officer Responsibilities Nature of Work The Chief Resilience Officer(CRO) is a top-level advisor that reports directly to the City Manager.The main task is to establish a compelling resilience vision for his or her city, working across departments and with the local community to maximize innovation and minimize the impact of unforeseen events. Illustrative Examples of Essential Duties: • Works across government departments to help a city improve internal communications, and to address its own complexities. By facilitating communication that reaches across sometimes-significant internal divisions, the CRO promotes new collaboration; makes sure that offices aren't wasting resources doing duplicative work; and promotes synergy between the various projects and the plans that agencies are drafting. • Brings together a wide array of stakeholders to learn about the city's challenges and help build support for individual initiatives, and for resilience building in general. These stakeholders include government officials, representatives from the private sector, non-profits, and civil society. • Leads the resilience strategy, a process during which the CRO brings in a wide variety of stakeholders, to help identify the city's resilience challenges, its capabilities and plans to address them, and then to identify the gaps between these two.At the end of this process,the CRO will have a series of resilience- building initiatives that he or she will then work to put in to action. • Acts as the "resilience point person," ensuring that the city applies a resilience lens so that resources are leveraged holistically and projects planned for synergy. Potentially achieving multiple resilience goals with one project. Knowledge, Skills and Abilities Leadership Ability to inspire, influence, and enlist colleagues and residents to activate the city's resilience strategy. Ability to engage locally Ability to understand the community and local setting and be able to establish and maintain strong engagement from municipal leader, city residents, and key stakeholders. Ability to engage globally Ability to represent the city in global forums in order to share information, ideas, best practices, and more effectively develop innovative solutions. Ability to function across disciplines Ability to communicate with and be effective within multiple sectors and disciplines such as transportation, energy, healthcare, housing, education, and community engagement. Resourcefulness Ability to be resourceful and willing to experiment, pursue new ideas and take risks. Effective communicator Ability to use multiple forms of communication for driving the resilience conversation in the city and engaging stakeholder support. Project management Ability to manage multiple streams of work and multiple relationships effectively and efficiently.