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PSA with Lambert Advisory, L.C. a-o18-3&3( PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND LAMBERT ADVISORY, L.C. FOR NORTH BEACH TOWN CENTER ECONOMIC BENEFIT ASSESSMENT AND STRATEGIC ADVISORY SERVICES This Professional Services Agreement ("Agreement") is entered into this 2=1 day of 7O4y2 -/ , 2019 (the "Effective Date"), between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139 ("City"), and LAMBERT ADVISORY, L.C., a Florida limited liability company, whose address is 100 Biscayne Boulevard, Suite 2510, Miami, Florida, 33132 ("Consultant"). SECTION 1 DEFINITIONS Agreement: This Agreement between the City and Consultant, including any exhibits and amendments thereto. City Manager: The chief administrative officer of the City. City Manager's Designee: The City staff member who is designated by the City Manager to administer this Agreement on behalf of the City. The City Manager's designee shall be the Real Estate Division Director. Consultant: For the purposes of this Agreement, Consultant 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 Consultant performed or undertaken pursuant to the Agreement. Fee: Amount paid to the Consultant as compensation for Services. Risk Manager: The Risk Manager of the City, with offices at 1700 Convention Center Drive, Third Floor, Miami Beach, Florida 33139; telephone number (305) 673-7000, Ext. 6435; and fax number(305) 673-7023. SECTION 2 SCOPE OF SERVICES 2.1 In consideration of the Fee to be paid to Consultant by the City, Consultant shall provide the work and services described in Exhibit"A" hereto (the "Services"). 1 Although Consultant may be provided with a schedule of the available hours to provide its services, the City shall not control nor have the right to control the hours of the services performed by the Consultant; where the services are performed (although the City will provide Consultant with the appropriate location to perform the services); when the services are performed, including how many days a week the services are performed; how the services are performed, or any other aspect of the actual manner and means of accomplishing the services provided. Notwithstanding the foregoing, all services provided by the Consultant shall be performed in accordance with the terms and conditions set forth in Exhibit "A" and to the reasonable satisfaction of the City Manager. If there are any questions regarding the services to be performed, Consultant should contact the following person: Mark Milisits, RPA Real Estate Division Director Economic Development Department 1755 Meridian Avenue, Suite 300 Miami Beach, FL 33139 2.2 Consultant's Services, and any deliverables incident thereto, shall be completed in accordance with the timeline and/or schedule in Exhibit A hereto. SECTION 3 TERM The term of this Agreement ("Term") shall commence on the Effective Date set forth on Page 1 of this Agreement and shall terminate upon Consultant's completion of the Services to the satisfaction of the City Manager. Consultant shall adhere to the specific timelines, schedules, dates, and/or performance milestones for completion and delivery of the Services, as same is/are set forth in the timeline and/or schedule referenced in Exhibit A hereto. Consultant will commence work immediately upon execution of the Agreement. Consultant will complete all four tasks identified in Exhibit A within forty-five (45) days of commencement of work, and Consultant will present its initial findings at an in-person meeting that will be supported by a brief presentation. Following this meeting, Consultant will prepare a Technical Memorandum supporting its research, analysis, and findings to be completed within two (2) weeks thereafter. In sum, the total timeline for the completion of Consultant's work will be approximately sixty(60) days from the study's commencement. SECTION 4 FEE 4.1 In consideration of the Services to be provided, Consultant shall be compensated on a fixed fee basis, in the amount of Twenty-Five Thousand Dollars ($25,000) (the "Fee"). 4.2 As provided for in Exhibit A, Consultant will invoice forty percent (40%) of the total Fee upon completion of the first thirty (30) days of work, an additional forty(40%) percent of the total Fee upon Consultant's verbal presentation, and the balance upon Consultant's delivery and the City's acceptance of the Draft Technical Memorandum. 2 4.3 INVOICING Upon receipt of an acceptable and approved invoice, payment(s) shall be made within forty-five (45) days for that portion (or those portions) of the Services satisfactorily rendered (and referenced in the particular invoice). Invoices shall include a detailed description of the Services (or portions thereof) provided, and shall be submitted to the City at the following address: Mark Milisits, RPA Real Estate Division Director Economic Development Department 1755 Meridian Avenue, Suite 300 Miami Beach, FL 33139 SECTION 5 TERMINATION 5.1 TERMINATION FOR CAUSE If the Consultant shall fail to fulfill in a timely manner, or otherwise violates, any of the covenants, agreements, or stipulations material to this Agreement, 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 Consultant of its violation of the particular term(s) of this Agreement, and shall grant Consultant 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 Consultant. 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. Notwithstanding the above, the Consultant shall not be relieved of liability to the City for damages sustained by the City by any breach of the Agreement by the Consultant. The City, at its sole option and discretion, shall be entitled to bring any and all legal/equitable actions that it deems to be in its best interest in order to enforce the City's rights and remedies against Consultant. The City shall be entitled to recover all costs of such actions, including reasonable attorneys' fees. 5.2 TERMINATION FOR CONVENIENCE OF THE CITY THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE AGREEMENT AT ANY TIME DURING THE TERM BY GIVING WRITTEN NOTICE TO CONSULTANT OF SUCH TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30) DAYS FOLLOWING RECEIPT BY THE CONSULTANT OF SUCH NOTICE. ADDITIONALLY, IN THE EVENT OF PUBLIC HEALTH, WELFARE OR SAFETY CONCERN, AS DETERMINED BY THE CITY MANAGER, IN THE CITY MANAGER'S SOLE DISCRETION, THE CITY MANAGER, PURSUANT TO A VERBAL OR WRITTEN NOTIFICATION TO CONSULTANT, MAY IMMEDIATELY SUSPEND THE 3 SERVICES UNDER THIS AGREEMENT FOR A TIME CERTAIN, OR IN THE ALTERNATIVE, TERMINATE THIS AGREEMENT ON A GIVEN DATE. IF THE AGREEMENT IS TERMINATED FOR CONVENIENCE BY THE CITY, CONSULTANT SHALL BE PAID FOR ANY SERVICES SATISFACTORILY PERFORMED UP TO THE DATE OF TERMINATION; FOLLOWING WHICH THE CITY SHALL BE DISCHARGED FROM ANY AND ALL LIABILITIES, DUTIES, AND TERMS ARISING OUT OF, OR BY VIRTUE OF, THIS AGREEMENT. 5.3 TERMINATION FOR INSOLVENCY The City also reserves the right to terminate the Agreement in the event the Consultant is placed either in voluntary or involuntary bankruptcy or makes an assignment for the benefit of creditors. In such event, the right and obligations for the parties shall be the same as provided for in Section 5.2. SECTION 6 INDEMNIFICATION AND INSURANCE REQUIREMENTS 6.1 INDEMNIFICATION Consultant 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 Consultant, its officers, employees, agents, contractors, or any other person or entity acting under Consultant's control or supervision, in connection with, related to, or as a result of the Consultant's performance of the Services pursuant to this Agreement. To that extent, the Consultant shall pay all such claims and losses and shall pay all such costs and judgments which may issue from any lawsuit arising from such 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 Consultant expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by the Consultant shall in no way limit the Consultant's responsibility to indemnify, keep and save harmless and defend the City or its officers, employees, agents and instrumentalities as herein provided. The parties agree that one percent (1%) of the total compensation to Consultant for performance of the Services under this Agreement is the specific consideration from the City to the Consultant for the Consultant's indemnity agreement. The provisions of this Section 6.1 and of this indemnification shall survive termination or expiration of this Agreement. 6.2 INSURANCE REQUIREMENTS The Consultant shall maintain and carry in full force during the Term, the following insurance: 1. Consultant General Liability, in the amount of$1,000,000; 2. Consultant Professional Liability, in the amount of$200,000; and 3. Workers Compensation & Employers Liability, as required pursuant to Florida Statutes. 4 The insurance must be furnished by insurance companies authorized to do business in the State of Florida. All insurance policies must be issued by companies rated no less than "B+" as to management and not less than "Class VI" as to strength by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All of Consultant's certificates shall contain endorsements providing that written notice shall be given to the City at least thirty (30) days prior to termination, cancellation or reduction in coverage in the policy. The insurance certificates for General Liability shall include the City as an additional insured and shall contain a waiver of subrogation endorsement. Original certificates of insurance must be submitted to the City's Risk Manager for approval (prior to any work and/or services commencing) and will be kept on file in the Office of the Risk Manager. The City shall have the right to obtain from the Consultant specimen copies of the insurance policies inthe event that submitted certificates of insurance are inadequate to ascertain compliance with required coverage. The Consultant is also solely responsible for obtaining and submitting all insurance certificates for any sub-consultants. Compliance with the foregoing requirements shall not relieve the Consultant of the liabilities and obligations under this Section or under any other portion of this Agreement. The Consultant shall not commence any work and or services pursuant to this Agreement until all insurance required under this Section has been obtained and such insurance has been approved by the City's Risk Manager. SECTION 7 LITIGATION JURISDICTIONNENUE/JURY TRIAL WAIVER 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 is necessary by either party with respect to 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, Consultant 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 8 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 $10,000. Consultant hereby expresses its willingness to enter into this Agreement with Consultant's recovery from the City for any damage action for breach of contract to be limited to a maximum amount of$10,000. Accordingly, and notwithstanding any other term or condition of this Agreement, Consultant hereby agrees that the City shall not be liable to the Consultant for damages in an amount in 5 excess of $10,000 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 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 9 DUTY OF CARE/COMPLIANCE WITH APPLICABLE LAWS/PATENT RIGHTS; COPYRIGHT; AND CONFIDENTIAL FINDINGS 9.1 DUTY OF CARE With respect to the performance of the work and/or service contemplated herein, Consultant 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. 9.2 COMPLIANCE WITH APPLICABLE LAWS In its performance of the work and/or services, Consultant 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. 9.3 PATENT RIGHTS; COPYRIGHT; CONFIDENTIAL FINDINGS Any work product arising out of this Agreement, as well as all information specifications, processes, data and findings, are intended to be the property of the City and shall not otherwise be made public and/or disseminated by Consultant, without the prior written consent of the City Manager, excepting any information, records etc. which are required to be disclosed pursuant to Court Order and/or Florida Public Records Law. All reports, documents, articles, devices, and/or work produced in whole or in part under this Agreement are intended to be the sole and exclusive property of the City, and shall not be subject to any application for copyright or patent by or on behalf of the Consultant or its employees or sub-consultants, without the prior written consent of the City Manager. SECTION 10 GENERAL PROVISIONS 10.1 AUDIT AND INSPECTIONS Upon reasonable verbal or written notice to Consultant, 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 Manager may, in his/her reasonable discretion and 6 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. Consultant shall maintain any and all such records at its place of business at the address set forth in the "Notices"section of this Agreement. 10.2 [INTENTIONALLY DELETED] 10.3 ASSIGNMENT, TRANSFER OR SUBCONSULTING Consultant 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. 10.4 PUBLIC ENTITY CRIMES Prior to commencement of the Services, the Consultant shall file a State of Florida Form PUR 7068, Sworn Statement under Section 287.133(3)(a) Florida Statute on Public Entity Crimes with the City's Procurement Division. 10.5 NO DISCRIMINATION In connection with the performance of the Services, the Consultant shall not exclude from participation in, deny the benefits of, or subject to discrimination anyone on the grounds of race, color, national origin, sex, age, disability, religion, income or family status. Additionally, Consultant shall comply fully with the City of Miami Beach Human Rights Ordinance, codified in Chapter 62 of the City Code, as may be amended from time to time, prohibiting discrimination in employment, housing, public accommodations, and public services on account of actual or perceived race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital and familial status, age, disability, ancestry, height, weight, domestic partner status, labor organization membership, familial situation, or political affiliation. 10.6 CONFLICT OF INTEREST Consultant herein agrees to adhere to and be governed by all applicable Miami-Dade County Conflict of Interest Ordinances and Ethics provisions, as set forth in the Miami-Dade County Code, as may be amended from time to time; and by the City of Miami Beach Charter and Code, as may be amended from time to time; both of which are incorporated by reference as if fully set forth herein. Consultant covenants that it presently has no interest and shall not acquire any interest, directly or indirectly, which could conflict in any manner or degree with the performance of the Services. Consultant further covenants that in the performance of this Agreement, Consultant shall not employ any person having any such interest. No member of or delegate to the 7 1 Congress of the United States shall be admitted to any share or part of this Agreement or to any benefits arising therefrom. 10.7 CONSULTANT'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW (A) Consultant shall comply with Florida Public Records law under Chapter 119, Florida Statutes, as may be amended from time to time. (B) The term "public records" shall have the meaning set forth in Section 119.011(12), which means all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business of the City. (C) Pursuant to Section 119.0701 of the Florida Statutes, if the Consultant meets the definition of"Contractor"as defined in Section 119.0701(1)(a), the Consultant shall: (1) Keep and maintain public records required by the City to perform the service; (2) Upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes or as otherwise provided by law; (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the contract term and following completion of the Agreement if the Consultant does not transfer the records to the City; (4) Upon completion of the Agreement, transfer, at no cost to the City, all public records in possession of the Consultant or keep and maintain public records required by the City to perform the service. If the Consultant transfers all public records to the City upon completion of the Agreement, the Consultant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Consultant keeps and maintains public records upon completion of the Agreement, the Consultant shall meet all applicable requirements for retaining public records. All records stored electronically,, must be provided to the City, upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. (D) REQUEST FOR RECORDS; NONCOMPLIANCE. (1) A request toy inspect or copy public records relating to the City's contract for services must be made directly to the City. If the City does not possess the requested records, the City shall immediately notify the Consultant of the request, and the Consultant must provide the records to the City or allow the records to be inspected or copied within a reasonable time. (2) Consultant's failure to comply with the City's request for records shall constitute a breach of this Agreement, and the City, at its sole discretion, may: (1) unilaterally terminate the Agreement; (2) avail itself of the remedies set forth under the Agreement; and/or(3)avail itself of any available remedies at law or in equity. (3) A Consultant who fails to provide the public records to the City within a reasonable time may be subject to penalties under s. 119.10. (E) CIVIL ACTION. 8 (1) If a civil action is filed against a Consultant to compel production of public records relating to the City's contract for services, the court shall assess and award against the Consultant the reasonable costs of enforcement, including reasonable attorney fees, if: a. The court determines that the Consultant unlawfully refused to comply with the public records request within a reasonable time; and b. At least 8 business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that the Consultant has not complied with the request, to the City and to the Consultant. (2) A notice complies with subparagraph (1)(b) if it is sent to the City's custodian of public records and to the Consultant at the Consultant's address listed on its contract with the City or to the Consultant's registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or shipping paid by the sender and with evidence of delivery, which may be in an electronic format. (3) A Consultant who complies with a public records request within 8 business days after the notice is sent is not liable for the reasonable costs of enforcement. (F) IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY OF MIAMI BEACH ATTENTION: RAFAEL E. GRANADO, CITY CLERK 1700 CONVENTION CENTER DRIVE MIAMI BEACH, FLORIDA 33139 E-MAIL: RAFAELGRANADO@MIAMIBEACHFL.GOV PHONE: 305-673-7411 SECTION 11 NOTICES All notices and communications in writing required or permitted hereunder, shall be delivered personally to the representatives of the Consultant 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 CONSULTANT: Eric Liff, Principal Lambert Advisory, LLC 100 Biscayne Boulevard, Suite 2510 Miami, Florida, 33132 9 TO CITY: City Manager City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida, 33139 WITH COPY TO: Mark Milisits, RPA Real Estate Division Director Economic Development Department 1755 Meridian Avenue, Suite 300 Miami Beach, FL 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 date of an acknowledged receipt, or, in all other cases, on the date of receipt or refusal. SECTION 12 MISCELLANEOUS PROVISIONS 12.1 CHANGES AND ADDITIONS This Agreement cannot be modified or amended without the express written consent of the parties. No 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. 12.2 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. 12.3 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. 10 12.4 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. 12.5 ENTIRETY OF AGREEMENT The City and Consultant 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 headings are for convenient reference and are not intended to confer any rights or obligations upon the parties to this Agreement. • [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK] 11 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their appropriate officials, as of the date first entered above. FOR CITY: CITY OF MIAMI BEACH, FLORIDA ATTEST: / By: ►uaiiiiiiiiiiiii. R fael Gran o, City Clerk ]immy L. ' orales, City Manager Date: s 1 ����� t 4h,,, 0 --- ._. FOR CONSULTANT: If1CORP r"; T ADVISORY, L.C. ATTEST: #9 17;' N, ' :' ? h4 Ch fiks,d1/84.iz, .11. 2F..)' Y=2,................„ . By: Eric Liff, anager MAK-M,uS/p D`V/si,a./ Print Name and Title P/,LEGT Date: //751/41 APPROVED AS TO FORM & LANGUAGE &FOR EXE UTION n c. ay C______D,4,_ ity Attorney Date 0-- F:IRHCD\$ALL\ECOM$ALLWSSETWorth Beach Town Center\Economic Impact Study\Lambert Advisory PSA(01-24-19).doc 12 • • EXHIBIT A • • • • • • • . • • • • ADVISORY • January 15,2019 Mr.Mark Milisits Division Director,Real Estate City of Miami Beach •• 1755 Meridian Avenue,Suite 300 Miami Beach,FL 33139• . .. . • Subject:North Beach Town Center Economic Benefit Assessment Dear Mr.Milisits: Lambert Advisory (Lambert) appreciates the opportunity to provide the City of Miami Beach (City) with aproposal for services related to an economic benefit assessment and strategic advisory services for the proposed North Beach Town Center (Project) located on two adjacent lots:between: Abbott Avenue and Byron Avenue,and Abbott Avenue and Harding Avenue. • In the effort to prepare this proposal, the City has provided Lambert with several documents supporting key elements of:the Project's proposed development,including: ✓ , Economic Impact Analysis-Scope of Work ✓ Economic Assessment-Developer provided economic assessment dated July 2018 (also contained as Exhibit E in July 27 and.November 30 Finance Committee agendas). ✓ Term Sheet dated 1/3/19 (358 spaces with option for 479 spaces) V Parking Garage Analysis (358 and 479 spaces) ✓ Concept Plans (358 and 479 spaces) ✓ NBTC zoning overlay ordinance and memo attached hereto and at http://miamibeach1315/WebLink/DocView.aspx?id=243844&dbid=2&repo=CityClerh ✓ NoBe Master Plan- http://www.miamibeachfl.gov/wp content/uploads/2018/07/PlanNoBe Adopted101916 sm.pdf ✓ 7/27/18-Finance Committee Meeting After-Action-starting on Page 321 of 2102 at https://miamibeach.novusagenda.com/agendapublic/DisplayAgendaPDF.ashx?MinutesMee tinglD=420 ✓ 11/30/18 Finance Committee Meeting After-Action- • In sum, and as we understand it,the City.is currently negotiating with North Beach Town Center Development, LLC (Developer)as part of a.public/private partnership (P3) to design,construct,and operate the Town Center Garage: The Town Center Garage represents a multi-story retail and garage • • 100 Biscayne Boulevard,Suite 2510 Miami,FL 33132 • • • www.lambertadvisory.com Page 2 structure located on the Abbott Avenue and Byron Avenue lot and comprising 80,378 square feet of retail and parking area that will be "condominiumized" per the terms set forth in the provided Term Sheet Accordingly, and as specified in the Term Sheet, the City will be completing a land swap with Developer for specified parcels on both lots in the •effort to support the Town Center Garage development.As part of the land swap and condominium process,the City and Developer will both be making monetary contributions to the transaction, including Developer provided garage operating subsidies upon completion; however, the key element to economic assessment and advisory services proposed herein is the City's ,l contribution of approximately $16.2 million and comprising: $10 million in land value,and$6.2 million toward design,permit and building the Town Center Garage. In light of the proposed P3 structure for the development of the Town Center Garage, as well as the impact from the new residential, retail and garage development that is proposed to be built on the Abbott and Harding lot,there will be four primary tasks guiding the work completed as part of our services,and detailed as follows: Task 1: Economic Benefit Assessment from Town Center Garage on Abbott/Byron Lot, and New Residential&Retail Development on Abbott/Harding Lot The objective of this economic benefit assessment is to identify select benefits created by the proposed development (on both lots) and prepare an estimate of such benefits to the City. The overall development will provide quantifiable economic and fiscal benefits to the City from jobs, wages. tax, fees, operating income and other potential revenue sources, as well as benefits associated with the overall development's ability to spur incremental economic redevelopment and investment in the area surrounding the proposed project. The economic benefit assessment will include an evaluation of the proposed parking garage capacity, ownership (which the City will maintain), and operating structure (including public access, rate structure, and occupancy thresholds) to ensure that it not only appropriately supports the Project itself, but can also serve to encourage investment and provide support for the redevelopment of surrounding properties. Importantly,construction costs,timing and phasing of the Project will need to be provided to Lambert from the City and/or Developer, as well as operating performance data (ie. retail rents, parking fees/utilization, and operating costs). Lambert will not be conducting any independent market. analysis to validate the development costs and operating data provided to us;though, we will utilize to the extent possible readily available information from recent economic, market and/or other reports completed as part of the North Beach Town Center planning effort. The economic benefit assessment will separately identify economic impacts from the retail parking project between Abbot and Byron and the developer's mixed-use project between Harding and Abbot. The economic impacts will primarily focus on: V Impact from Short-term Construction Employment and Expenditurel —will provide an estimate of job creation,wages,construction expenditure,taxes and impact fees that will be captured by the local (City of Miami Beach)and regional (Miami Dade County)as a result of the proposed Project. V On-going Impact from Resident, Worker&Visitor Expenditure-will measure the impact from on-going shopper,visitor,and new resident expenditure within the City(and County)from the new retail,residential and garage space. We will measure net new job creation,wages and expenditure factors. 1 Lambert will utilize IMPLAN economic impact modeling software to evaluate both short-term and On-going Impacts Page 3 V Impact from Ad Valorem Taxes&Other Fiscal Benefits-identify the marginal property tax increase to the City resulting from the new mixed-use development. Task 2: Impact from Project on Surrounding Area The Project has the potential to facilitate considerable investment and redevelopment in the surrounding North Beach Town Center district, which is already beginning to experience new development activity and improvement as a result of recent master planning initiatives. The core objective of this impact assessment will include,but not necessarily be limited to: ✓ Understanding how relatively large-scale,new development(including P3 initiatives) directly encourage both near-term and longer-term redevelopment within surrounding properties; and, particularly, in areas where many parcels have long been under-utilized and in need of repositioning. The process for this assessment will be based upon an overview of select applicable local (ie.Miami Dade County) and non-local redevelopment efforts based upon our direct experience, or through additional research through literature review and/or discussions with economic development industry representatives. One important goal will be to assess how the two prospective "big-box" retailers will impact the area and, namely: how these types of stores will help to retain resident expenditure that is currently "leaking" to other retail nodes (ie. Midtown), as well as understand the level of increase "inflow" from new shopper's visitors; Task 3: Provide the additional economic benefits potentially generated by the Project This task will specifically compare the value to the City based on the continuation of existing conditions versus moving forward with the Project, including a net present value cash flow analysis for each scenario. Importantly, Project information (ie. development cost/phasing and operating performance estimates)will be provided by City and/or Developer as set forth in Task 1 above. Task 4: Strategic Advisory Services Based upon the work completed as part of Task 1 above, we will provide the City with strategic advisory services related to its preparation/modification of the Term Sheet and negotiation with Developer. This comprises two main objectives: 1. Prepare a financial analysis (model)that will allow the City to independently test the financial viability of the Project and, importantly, provide the City with a better understanding of its financial position relative to the P3 structuring. The financial analysis willbe based upon development cost/phasing and operating performance data(for all applicable uses)provided by City and/or Developer. W e will also help the City with a Cost Benefit Analysis that will factor in other benefits that are not directly related to the Project,but will be derived from fiscal, investment, and expenditure benefits occurring in the surrounding area as a result of the Project-and detailed in Task 1 above;and, 2. Lambert will assist the City in its preparation/modification of the existing Term Sheet based upon the findings of our work herein (as necessary), and participate in meetings with Developer as needed. We are prepared to commence our work immediately upon execution of Agreement We will complete all four tasks identified above within 45 days of commencement of work, and present •our initial findings at an in-person meeting that will be supported by a brief presentation. Following this meeting, we will prepare a Technical Memorandum supporting our research,analysis and findings to be completed within 2 weeks thereafter. In sum,the total timeline for the completion of our work will be 60 days from the study's commencement. Page 4 Professional fees associated with the services outlined herein will total$25,000. We will invoice 40 percent of the total fee upon completion of the first 30 days of work,an additional 40 percent of total fees upon our verbal presentation,:and the balance upon the delivery of the Draft Technical Memorandum. If,at some point during the course of the work,a decision is made to discontinue,our fee will be based upon the actual professional time expended to date. Terms of Agreement Our studies,reports and analysis are subject to the following restrictions and conditions: • Lambert Advisory has no obligation to update our findings and conclusions for changes in market conditions which occur subsequent to our work. Any such changes in market conditions may affect the validity of our estimates. • Documents we prepare are based upon assumptions and estimates which are subject to uncertainly and variation. These estimates are often based on data obtained in interviews with third parties, and such data are not always completely reliable. In addition, we make assumptions as to the future behavior of consumers and the general economy which are highly uncertain. Therefore, while our estimates will be conscientiously prepared on the basis of our experience and the data available to us, we make no warranty of any kind that the occupancy,rates,revenues,or expenses projected will,in fact,be achieved. • The scope of services does not include the engagement of Lambert as an expert witness in any litigation. Acceptance We hope this letter correctly addresses your needs. If you have any question about the scope of our work or business arrangements, please feel free to call me at (305) 503-4096. We thank you for the opportunity to present this proposal and look forward to working with you on this engagement If this proposal is acceptable as stated,please sign below and return a copy to us. Regards, Eric Liff,Principal THE FOREGOING PROPOSAL AND ITS TERMS AND CONDTIONS IS ACCEPTED IN ITS ENTIRETY BY: Name: Company: Title: Date: