2017-30086 ResolutionRESOLUTION NO. 2017 -30086
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, WAIVING, BY 5 /7THS VOTE, THE FORMAL
COMPETITIVE BIDDING REQUIREMENT, FINDING SUCH WAIVER TO BE
IN THE BEST INTEREST OF THE CITY, AND APPROVING AND
AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN
AGREEMENT WITH VELOSOLUTIONS USA LLC, IN A FORM
ACCEPTABLE TO THE CITY MANAGER AND THE CITY ATTORNEY, IN
AN AMOUNT NOT TO EXCEED $75,000.00, FOR THE INSTALLATION OF
A TEMPORARY TRADITIONAL SKATE PARK AT THE CITY -OWNED LOT
LOCATED ON THE WEST SIDE OF COLLINS AVENUE, BETWEEN 82ND
STREET AND 83RD STREET (THE "82nd STREET WEST LOT ").
WHEREAS, at the September 25, 2017 City Commission meeting, the City Commission
discussed a proposed installation of a temporary skate park in the City; and
WHEREAS, at the September 25, 2017 meeting, the Mayor and City Commission
discussed several North Beach locations, directed staff to complete the project by December
2017, and referred the item to the next Neighborhood /Community Affairs Committee (NCAC) for
further discussion; and
WHEREAS, at the September 27, 2017 NCAC meeting, the different locations for a
temporary skate park were discussed, and the NCAC recommended approving the creation of a
temporary skate park at the 82ND Street West Lot; and
WHEREAS, at the October 18, 2017 City Commission meeting, the Mayor and City
Commission adopted Resolution No. 2017- 30069, accepting the NCAC's recommendation for
the installation of a temporary skate park at the 82nd Street West Lot; and
WHEREAS, to better understand from the industry what options are available to the City
for the concept of a temporary skate park, the Parks and Recreation Department worked with
the Procurement Department to develop and issue a Request for Letters of Interest (RFLI),
which was advertised specifically for interested parties to provide the construction of a
temporary skate park of approximately 7,500 sq. ft., requesting information based on a $75,000
maximum budget, with the following general parameters:
• Concrete slabbing;
• Various pieces of skate park equipment;
• 6 ft. high vinyl coated chain Zink perimeter fencing with a pedestrian gate and a
maintenance gate;
• Connecting walkway from the existing sidewalk to the skate park;
• With City's target opening of the skate park in December of 2017; and
WHEREAS, pursuant to the RFLI, the City received only one response, from Velosolutions
USA LLC, which offered the following three options:
• Option # 1: Skate Flow Park ( Velosolutions Pumptrack) - $75,000.00
O Only requires the use of asphalt, dirt, crushed rock, soil and sod
O The entry way to the park will be a 6 foot ADA accessible crushed limestone
pathway to a viewing area
O Fence will be a pressure treated spilt rail fence
O Landscape is included;
• Option # 2: Omni Park Inspired Pour in Place Skate Park (Traditional Concrete Skate
Park) - $75,000.00
O Features include: quarterpipes, rails, ledges, boxes, jersey barriers and stairs
O Concrete Pad
O Fence will be a pressure treated spilt rail fence
O Landscape is included
• Option # 3: Used Modular Pumptrack System - $50,000.00
O No concrete pad needed — existing surface /sod can stay.
O The Lumberjack Series Modular Pumptrack from BikeParkitect is 2 years old
O Fence will be a pressure treated spilt rail fence
O Landscape is included; and
WHEREAS, at the October 31, 2017 Special City Commission meeting, the RFLI results
were presented to the City Commission; and
WHEREAS, City Commission unanimously voted to waive the competitive bidding
requirement and proceed with Velosolutions USA LLC's Option 2, which is the Omni Park
inspired Skate Park, for a not -to- exceed amount of $75,000.
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 waive, by 5 /7ths vote, the formal competitive bidding requirement, finding
such waiver to be in the best interest of the City, and approve and authorize the Mayor and City
Clerk to execute an agreement with Velosolutions USA LLC in a form acceptable to the City
Manager and the City Attorney, in an amount not to exceed $75,000.00 for the installation of a
temporary traditional skate park at the 82nd Street West Lot.
PASSED and ADOPTED this 31st day of October, 20
ATTEST:
i
R _ ael E ranado, City Ierk
•' APPROVED AS TO
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City Attorney p_sip Date
MIAMI BEACH
New Business and Commission Requests - R9 D
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Jimmy L. Morales, City Manager
DATE: October 31, 2017
SUBJECT: DISCUSSION ON THE REQUEST FOR LETTERS OF INTEREST (RFLI)
RESULTS FOR THE TEMPORARY SKATE PARK.
RECOMMENDATION
Commission direction as to which option to proceed with to construct a temporary skate park.
ANALYSIS
At the September 25, 2017 City Commission meeting, a discussion was held to consider the installation of a
temporary skate park in the City. Vice -Mayor Arriola stated that these skate parks have become very popular and
can be built within a matter of weeks. The Committee members discussed several North Beach locations and the
item was referred to the next Neighborhood /CommunityAffairs Committee (NCAC) for further discussion.
At the September 27, 2017 NCAC meeting, the different locations for a temporary skate park were discussed with
the recommendation approving the creation of a temporary skate park at the West Lot located North of 82nd Street,
as show on Exhibit A.
At the October 18, 2017 City Commission meeting, Resolution No. 2017 -30069 was passed accepting NCAC's
recommendation. At the time of the meeting, the Parks and Recreation Department was awaiting the results of a
Request for Letters of Interest (RFLI), which was advertised specifically for the construction of a temporary skate
park of approximately a minimum of 7,500 sq. ft., requesting information based on a $75,000 maximum budget
(Exhibit B).
The City received only one response pursuant to the RFLI for an outdoor skate park from Velosolutions, which
offered the following 3 options (Exhibit C):
1. Skate Flow Park (Velosoultions Pumptrack) - $75,000.00
O Only requires the use of asphalt, dirt, crushed rock, soil and sod
O The entry 148y to the park Kill be a 6 footADA accessible crushed limestone pathvoy to a vievung area
O Fence Kill be a pressure treated spilt rail fence
O Landscape is included
2. Omni Park Inspired Pour in Place Skate Park (Traditional Concrete Skate Park) - $75,000.00
O Feature include: quarterpipes, rails, ledges, boxes, jersey barriers and stairs
O Concrete Pad
O Fence Will be a pressure treated spilt rail fence
O Landscape is included
3. Used Modular Pumptrack System - $50,000.00
Page 351 of 376
O No concrete pad needed — existing surface /sod can stay.
O The Lumberjack Series Modular Pumptrack from BikeParkitect is 2 years old
O Fence Kill be a pressure treated spilt rail fence
O Landscape is included
As part of the above proposals, Velosolutions requires naming rights for the above projects such as Velosolutions
Pumptrack or similar, v.hich is outlined in the draft construction contract (Exhibit D).
The City will be responsible for benches, trash /recycle receptacles and additional landscaping. Velosolutions stated
that upon signing of the agreement and permitting approval, the park will be ready within 1 month.
Velosolutions proposes a split rail fence. This type of fence does not provide after hour security. If an access control
fence is desired, staff would negotiate with Velosolutions or provide the fence on behalf of the City.
FINANCIAL INFORMATION
Capital project # 29550 (CMB Skate Park) currently has an available balance of $100,950.00. On
June 7, 2017, Resolution No. 2017 -29890 committed $50,000.00 of this available balance to the
contribution of funds to the regional hybird skatepark/pumptrack initiative at Haulover Park. This
leaves a balance of $50,950.00 to fund the temporary skate park project.
Commission action is needed to fully fund the temporary skate park project contingent on which
option is selected.
Legislative Tracking
Parks and Recreation
Sponsor
Commissioner Ricky Arriola
ATTACHMENTS:
Description
a Exhibit A — Temporary Skate Park Location (West Lot North of 82nd Street)
a Exhibit B RFLI 2018-019-W O Outdoor Skate Park
D Exhibit C -- Velosolutions RFLI Submission
▪ Exhibit D — Draft Velosolutions Construction Contract (Not Reviewed by Legal)
Page 352 of 376
h� 1
RFLI 2018 - 019 -WG
MIAMtBEACH
Procurement Department
1755 Meridian Avenue, 3rd Floor
Miami Beach, Florida 33139
REQUEST FOR LETTERS OF
INTEREST
RFLI 2018 - 019 -WG
OUTDOOR SKATE PARK
1. Introduction and Purpose. The City of Miami Beach, Florida (hereinafter referred to as the
"City ") is a center for outdoor fitness and recreation activities. The City desires to consider
building a temporary outdoor skate park of approx. a minimum of 7500 sq. ft. to be located on a
vacant lot which lies West of Collins Avenue between 82nd and 83rd Street, specifically, on the
South side of the lot, working around existing trees, which would include the furnish and
installation of concrete slabbing where applicable, outdoor skate park equipment and fencing of
the skate park perimeter. To this end, the City wishes, through this Request for Letters of
Interest (RFLI), to receive information from companies who have experience in installation and
designing of skate parks and who have an understanding of these types of facilities.
Interested parties should submit information in accordance with Section 2 of this RFLI.
Any questions regarding this RFLI should be submitted to William Garviso, Procurement
Contracting Officer II, at williamgarviso @miamibeachfl.gov or 305 - 673 -7490.
The City is not required to act upon any information obtained through this RFLI. The City may
consider releasing a competitive solicitation as a result of the information obtained via this RFLI,
may pursue a procurement based on the purchase authorities expressed in its administrative
code, or may take no action as a result of this RFLI.
2. Response Requirements: Submit one (1) hard copy "original" marked as such, and one (1)
electronic copy (CD -ROM, USB flash drive, etc.). In keeping with the City's sustainability
program, RFLI hard copies should be printed when possible on paper containing a high level of
post- consumer recycle content. Responses should contain the following:
2.1. Respondent Information. Including:
1. Company legal /registered name.
2. Company mailing and physical address.
3. Company Website URL (if available).
4. Name of company representative that will be the primary point of contact
for inquiries.
5. Contract representative's telephone number (toll -free preferred).
6. Contact representative's e-mail address.
7. Client List. Submit list of clients within the last three years for which the
respondent has provided product(s) similar to those described herein.
2.2 Product Information. The City's estimated budget amount for a temporary skate
park is $75,000.00. Interested parties should submit detailed information on outdoor
skate park equipment options, fencing materials, concrete slabs and walkways; including
images, catalogs and /or equipment brochures that it deems to meet the goal of the City.
2.3 Additional information. Identify all ordering instructions, installation requirements,
sample contracts and available discounts for all products submitted.
Page 354 of 376
RFLI 2018 - 019 -WG
2.4 References. Submit a list of relevant references for current installations of the
proposed products. For each reference, submit name of client, client contact individual,
and telephone, address and email of client contact.
3. Submittal Instructions. Responses should be submitted to:
City of Miami Beach
Procurement Department
1755 Meridian Ave., 3rd Floor
Miami Beach, Florida 33139
All Responses to RFLI should be submitted by October 20, 2017 at 03:00 p.m., Eastern
Standard Time (EST).
Page 355 of 376
ifellowlutiono
Page 356 of 376
\-111Velowlution)
City of Miami Beach
Procurement Department
1755 Meridian Ave., 3rd Floor
Miami Beach, FL 33139
725 92nd Street
Surfside, FL 33154
phone: (305) 283 -6391
www.velosolutions.com
October 12, 2017
Re: RFLI 2018 - 019 -WG Outdoor Skate Park
Dear Mr. William Garviso and Members of the Selection Committee:
On behalf of Velosolutions, I am pleased to submit this letter of interest for the creation of a
temporary skate park in Miami Beach, FL. We are excited that your city has made this
proactive decision to provide such a valuable facility. Our team is focused on creating high -
quality riding environments and is passionate about the aesthetic value of our designs. We will
design a park that has broad -based appeal to users of all ages, abilities, and interests.
Skateparks are currently experiencing a rapid design evolution and we are pleased to be at
the forefront of this movement. Our team is a leader in innovative paved park design -
specializing in detailed, ready- for -bid construction drawings with us attached as on site
managers.
Velosolutions has designed and built over 100 paved parks throughout North America, Europe,
and Asia providing unique designs that are now internationally renowned and respected by the
industry's top skateboarders, mountain bikers, BMXers, longboarders, and inline skaters.
We carefully calculate park aesthetics with detailed grading, irrigation, and drainage
solutions.
WE ARE SUBMITTING 3 OPTIONS FOR YOU TO CHOOSE FROM.
I will oversee all aspects of the project as Principal -in- Charge.
Sincerely yours,
PoPtaaaw SPtaadd
Jonathan Strauss
Page 357 of 376
czIooIution15
1. Velosolutions USA LLC
2. 725 92nd Street Surfside, FL 33154
3. www.velosolutions.com
4. Jonathan Strauss
5. 305 - 283 -6391
6. j onathan . strauss®velosolutions. com
7. Client List
a. Kanab City, Utah
b. Oklahoma City Boathouse Foundation, OK
c. Mr. David Carr, Bakersfield, CA
d. Blue Lotus Foundation, Leavenworth, WA
e. City of Pineville, MO
f. Two Trees Development, Brooklyn, NY
g. Sunny Isles Beach, FL
Product Information
Velosolutions is the world leader in paved pumptrack construction. Our company also
built the first ever Pumptrack /Skatepark hybrid in Kanab, UT. We are proposing two
options:
1. Traditional Velosolutions Pumptrack which only requires the use of asphalt,
dirt, crushed rock, soil, and sod.
2. Omni Park and Lot 11 inspired Urban Skate Plaza featuring Quarterpipes, Rails,
Ledges, Boxes, Jersey Barriers and stares as shown in rendering and photos.
Materials to be used will be Black Steel Coping, #3 Rebar, 6" Chicken Wire for
flat areas, 4" thick shotcrete 4000 PSI, 4" thick Grey Concrete 4000 PSI. The
park will be a custom pour in place standard skatepark.
3. Lumberjack Series Modular Pumptrack from BikeParkitect (Used: 2 years old)
The Lumberjack series has a substructure that is made from a marine grade
lumber and is topped with our ultra grip composite surface. This surface has a
texture to it that means that you can ride no matter what Mother Nature
throws at you. Because of the modular design it can easily be rearranged or
added to at anytime. It is easily stored, setup, and transported.
Additional Materials for the first 2 options:
- The entry way to the park will be a 6 foot ADA accessible crushed Limestone
pathway to a viewing area.
- A Pressure Treated Split Rail Fence to allow for residents to appreciate the
beauty of the park.
Page 358 of 376
\-Velowlution5
Photos and Renderings:
Option 1
SKATE FLOW PARK (Vetosolutions pumptrack)
Miami Beach Pop Up Proposal
Sq.
ft.
Size of the Park
7,500
Velosolutions Planning and Design (Includes
Engineering)
$7,500.00
e osatutyons Construction (6 people ; 10 days) $24,000.00
Materials (gravel, dirt, fill, asphalt, drainage,
concrete, etc)
Specific tools and machinery rental
Landscaping /Fence
$29,000.00
Accommodation and Transportation of the crew
Page 359 of 376
$5,000.00
$75,000.00
�eloSolutionS
Option 2
Omni Park Inspired Skatepark Pour in Place Skatepark
Wyk
','�','.'.i(� :'1d..:
gle
•
Miami Beach Pop Up Proposal
Size of the Park
Velosolutions Planning and Design (Includes
Engineering)
Velcs�atu, ions Construction (6 people / -1Q clays) $24,400.00
Specific tools and
$z, boo. 00
Landscaping/Fence
Accommodation and Transportation of the crew $3,000.00 '
Page 360 of 376
$75,000.00
... ...............................
.................. ...............................
czIooIution
Option 3
Used Modular pumptrack system
Cost: $50K
3:i1`'u,.'% \.tiA10
(Actual track being sold)
Miami Beach Pop Up Proposal
Size of the Park
Track Market Price ($106,000)
Shipping
Velosolutions construction.
Landscaping /Fence
$39, 500
$500.00
5832
Additional Information
- Prepare Letter of Intent (L01) indicating a $75,000 park build as enclosed.
Submit selection and deposit as described within.
- Construction /Permitting documents prepared within 3 weeks of L01 submittal.
- Prepare Construction Agreement as sample enclosed. Upon signing and
permitting approval, park will be ready within 1 month.
- Significant discount offered for Used skatepark in Option 3.
Page 361 of 376
\ifelowlution5
References
1. Mike Knopf — Executive Director Oklahoma City Boathouse Foundation, 725 S Lincoln
Blvd Oklahoma City, OK 73129 (405) 552 -4040 mknopp @iokcbf.org
2. Joe Decker — City Manager, 26 North 100 East Kanab City Utah (435)- 689 -1577
3. Chris Booher — Executive Director Blue Lotus Foundation, PO Box 4874 Jackson, WY
83001, (206)- 375 -3997 info@3 bl uelotusfoundation.org
4. Marina Trejo — Two Trees Development, 45 Main Street Ste 602 Brooklyn, NY 11201,
(718) 222 -2500, mtrejo @twotreesny.com
5. Melissa Zeiman — City Clerk 503 Main Street Pineville, MO 64856 (417) 223 -4368
m.ziemianin@pinevillemo.us
6. David Carr — Available Upon Request
Page 362 of 376
Io)oIution)
Letter of Intent &
Interim Agreement
This letter serves to award the contract for the construction of the City of Miami Beach
Skatepark, West Lots, Between 82nd and 83rd street to Velosolutions(RFLI 2018- 019 -WG
Outdoor Skate Park), to build Option as proposed in bid documents.
For an initial payment of $7,500.00, Velosolutions USA (Velosolutions), is directed to proceed on
the following work immediately, all in accordance with a signed proposed budget of up to
$75,000. Under no circumstances will Velosolutions undertake any work nor make any
commitments such that the total value of the work performed or commitments made towards the
project pursuant to the instructions contained in this letter is greater than a signed budget from
City of Miami without express authorization. This initial payment shall be deemed as a partial
payment towards the total contract price within the budget.
The scope of work to be undertaken pursuant to this letter is:
• Commitment of resources to a construction date
• Execution of Construction and Permitting Documents
Note that Velosolutions shall initiate work on the above list to ensure that critical activities are
performed first and maximum utilization is made of the initial funds available.
In the event that negotiations between The City of Miami Beach and Velosolutions should
conclude without a final agreement being reached, a site evaluation and project proposal, and
design has been submitted, Velosolutions is not obligated to return the initial payment.
This letter will form an interim agreement between Velosolutions and The City of Miami Beach
until such time as the ongoing negotiations have concluded with either a formal contract being
executed or an agreement that the parties will discontinue working together on the project. This
letter will be the entire agreement between the parties during the interim period and any
changes to the terms herein shall be in writing. You should not accept any instructions from any
person other than Alon Karpman and Jonathan Strauss who will be acting as Velosolutions
representatives until the formal documentation has been completed and executed.
Yours Truly,
Jonathan Strauss
Velosolutions USA LLC
Agreed to all terms and conditions above on this day of , 2017
Signature and date Name and Title at City Of Miami Beach
Page 363 of 376
Velosolutions Construction Contract
This Construction Contract (the "Contract ") is made as of , 2017 (the "Effective
Date ") by and between Velosolutions USA, LLC, of 725 92nd Street, Surfside, FL 33154, and
Velosolutions desires to provide Construction of their paved pump track construction services to
City of Miami Beach who desires to obtain such services from Velosolutions.
THEREFORE, in consideration of the mutual promises set forth below, the parties agree as
follows:
1. DESCRIPTION OF SERVICES. Beginning May 1st, 201 Velosolutions will provide for the
project RFLI 2018 - 019 -WG Outdoor Skate Park to City of Miami Beach the following
services (collectively, the "Services "):
a. Consultation for the design of the pumptrack
b. Design of the pumptrack - includes revisions, and detailed drawing.
c. Construction of the pumptrack.
d. Pictures, Video, PR materials, and online marketing
2. SCOPE OF WORK. Velosolutions will provide all services and labor for the construction of a
paved pumptrack for City of Miami Beach described in RFLI 2018 - 019 -WG Outdoor Skate
Park.
3. PLANS, SPECIFICATIONS, PICTURES AND VIDEO. Velosolutions will make all plans,
specifications, drawings, blueprints, and similar construction documents necessary to provide
the Services described herein. Any such materials shall remain the property of Velosolutions.
Velosolutions considers it's designs and construction methods including detailed drawing
documents confidential and proprietary. Velosolutions will supply drawings /visuals of the track
without schematic details that City of Miami Beach can use for showing the community or on
online media. No pictures and video taken may be taken on site during the build that is not
approved by Velosolutions. Velosolutions will supply City of Miami Beach with approved
pictures for it's use.
4. WORK SITE. City of Miami Beach warrants and will show guarantees that it has
authorization to build on the property herein described and is authorized to enter into this
contract. Prior to the start of construction, City of Miami Beach will clearly identify by stakes all
the corners of the property.
6. PAYMENT. Payment shall be made to Velosolutions USA, LLC. in the amount of
paid under the following schedule of payments.
a. Deposit - at signing
b. Wire transfer -
c. 50% complete by:
d. Final Payment upon completion:
Page 364 of 376
In addition to any other right or remedy provided by law, if City of Miami Beach fails to pay for
the Services when due, Velosolutions has the option to treat such failure to pay as a material
breach of this Contract, and may cancel this Contract and /or seek legal remedies.
7. TERM. Velosolutions shall commence the work to be performed upon issuance of permits
scheduled by and shall complete the work on or before
Upon completion of the project, City of Miami Beach agrees to sign a Notice of Completion
within ten (10) days after the completion of the contract.
Until such time as the City of Miami Beach sells and secures "naming rights" to the track the
track shall be known as the "Velosolutions Pumptrack" or similar , and the name will be included
in all press releases, social media, or marketing. Once the rights have been sold, the
Velosolutions name will continue to be prominent as a sponsor as long as the Track is in use.
The Boathouse gives authorization and will keep the thermoplastic signage installed at the track
for Velosolutions and its partner, Owens Corning. Velosolutions will make a good faith effort to
have Owens Corning make an additional sponsorship for the track.
7. Material Changes to the Project: City of Miami Beach may make changes to the scope of
work during the term of this Contracts. However any such change or modification shall only be
made in a written "Change Order" which is signed by both parties. Such Change Orders shall
become part of this Contract. City of Miami Beach agrees to pay any increase in the cost of
Construction work as a result of any written, dated and signed Change Order. In the event the
cost of a Change order is not known at the time a Change Order is executed, Velosolutions shall
estimate the cost thereof and City of Miami Beach shall pay the actual cost whether or not this
cost is in excess of the estimated cost.
10. PERMITS. City of Miami Beach shall obtain all necessary building permits. Velosolutions
shall apply for and obtain any necessary permits and licenses required by the local municipal/
county government to do the work, the cost thereof shall be added as part of the Payment to
Velosolutions under this Contract.
11. INSURANCE. Before work begins under this Contract, Velosolutions shall furnish
certificates of insurance to City of Miami Beach substantiating that Velosolutions has placed in
force valid insurance covering its liability and shall furnish and maintain a general liability
insurance covering the construction and related accidents that could incur in rendering the
Services. The Cost of this insurance will be paid for by City of Miami Beach.
12. WORK PRODUCT OWNERSHIP. Any copyrightable works, ideas, discoveries, inventions,
patents, products, or other information (collectively the "Work Product ") developed in whole or in
part by Velosolutions in connection with the Services will be the exclusive property of
Velosolutions and under the confidentiality agreement signed by the parties.
13. CONFIDENTIALITY. Velosolutions considers it's construction methods as trade secrets
and all information and building methods will be covered under the confidentiality agreement
already in place between the parties. City of Miami Beach must take efforts to not allow others
that are on the construction sight to take and disseminate pictures of the building process.
Page 365 of 376
14. INDEMNIFICATION. With the exception that this Section shall not be construed to require
indemnification by Velosolutions to a greater extent than permitted under the public policy of the
State of Washington, City of Miami Beach shall indemnify Velosolutions against, hold it harmless
from and defend Velosolutions from all claims, loss, liability, and expense, including attorneys
fees, arising out of or in connection with Velosolutions' Services performed under this Contract.
This indemnity shall cover all situations and use of the pumptrack.
15. WARRANTY. Velosolutions shall provide its services and meet its obligations under this
Contract in a timely and workmanlike manner, using knowledge and recommendations for
performing the services which meet generally acceptable standards in the construction
community and region, and will provide a standard of care equal to, or superior to, care used by
service providers similar to Velosolutions on similar projects. Velosolutions shall construct the
pumptrack in conformance with the plans and specifications agreed to between the parties.
16. WORKSITE. City of Miami Beach will allow free access to work areas for workers and
vehicles and will allow areas for the storage of materials and debris. All clean up and debris will
be cleared by City of Miami Beach.
17. INSPECTION. City of Miami Beach shall have the right to inspect all work performed under
this Contract. All defects and uncompleted items shall be reported immediately. All work that
needs to be tested shall be done at each necessary stage of construction and before further
construction can continue.
18. DEFAULT. The occurrence of any of the following shall constitute a material default under
this Contract:
a. The failure of City of Miami Beach to make a required payment when due.
b. The insolvency of either party or if either party shall, either voluntarily or involuntarily
become a debtor of or seek protection under Title 11 of the United States
Bankruptcy Code.
c. A lawsuit is brought on any claim, seizer, lien or levy of labor performed or materials
used on or furnished to the project by either party, or there is a general assignment
for the benefit of creditors, application or sale for or by any creditor or government
agency brought against either party.
d. The failure of City of Miami Beach to make the building site available or the failure of
Velosolutions to deliver the Services in the time and manner provided for in this
Contract.
19. FORCE MAJEURE. If performance of this Contract or any obligation under this Contract is
prevented, restricted, or interfered with by causes beyond either party's reasonable control
( "Force Majeure"), and if the party unable to carry out its obligations gives the other party
prompt written notice of such event, then the obligations of the party invoking this provision shall
be suspended to the extent necessary by such event. The term Force Majeure shall include,
but no be limited to, acts of God, fire, explosion, vandalism, storm, casualty, illness, injury ,
general unavailability of materials or other similar occurrence, orders or act of military or civil
authority, or by national emergencies, insurrections, riots, or wars, or strikes, lock -outs, work
stoppages. The excused party shall use reasonable efforts under the circumstances to avoid or
remove such causes are removed or ceased. An act or omission shall be deemed within the
Page 366 of 376
reasonable control of a party if committed, omitted, or caused by such party, or its employees,
officers, agents or affiliates.
22. DISPUTE RESOLUTION. The parties will attempt to resolve any dispute arising out of or
relating to this Contract though friendly negotiations amongst the parties. If the matter is not
resolved by negotiation, the parties will resolve the dispute using the below Alternative Dispute
Resolution procedure.
Any controversies or disputes arising out of or relating to this Contract will be submitted to
mediation in accordance with any statutory rules of mediation. If mediation does not
successfully resolve the dispute or is unavailable, then the parties may proceed to seek an
alternative form of resolution in accordance with any other rights and remedies afforded to them
by law, including filing suit.
23. SEVERABILITY. If any provision of this Contract will be held to be invalid or unenforceable
for any reason, the remaining provisions will continue to be valid and enforceable. If a court
finds that any provision of this Contract is invalid or unenforceable, but that by limiting such
provision it would become valid and enforceable, then such provision will be deemed to be
written, construed, and enforced as so limited.
24. AMENDMENT. This Contract may be modified or amended in writing, if the writing is signed
by each party.
25. GOVERNING LAW. This Contract shall be construed in accordance with and governed by
the laws of the State of Florida, without regard to any choice of law provisions of any other
jurisdiction.
26. NOTICE. Any notice or communication required or permitted under this Contract shall be
sufficiently given if delivered in person or by certified mail, return receipt requested, to the
address set forth in the opening paragraph or to such other address as one party may have
furnished to the other in writing.
27. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision
of this Contract shall not be construed as a waiver or limitation of that party's right to
subsequently enforce and compel strict compliance with every provision of this Contract.
29. SIGNATORIES. This Contract shall be signed on behalf of Velosolutions by Alon Karpman
and on behalf of City of Miami Beach by and shall be effective as of the date first
written above.
Velosolutions USA, LLC: City of Miami Beach:
By: Jonathan Strauss By:
Date: Date:
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