Professional Services Agreement with Miami Beach Garden Conservatory, Inc. DocuSign Envelope ID:437C1838-6878-4F34-8C4F-48B9E98EEA39 2 4 2 2 — 3 2 v S1
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PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF MIAMI BEACH
AND
MIAMI BEACH GARDEN CONSERVANCY, INC.
FOR
THE MANAGEMENT AND OPERATION
OF THE NORTH BEACH COMPOSTING HUB
This Professional Services Agreement ("Agreement") is entered into this 17 day of
June , 20 22 , with an effective date of January 1, 2022 ("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 (the "City"), and the MIAMI BEACH CONSERVANCY, INC., a Florida
non-profit, whose address is 2000 Convention Center Drive, Miami Beach, Florida, 33139
("Contractor").
SECTION 1
DEFINITIONS
Agreement: This Agreement between the City and Contractor, 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 Amy Knowles, Chief Resilience Officer.
Contractor: For the purposes of this Agreement, Contractor 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 Contractor performed or undertaken
pursuant to the Agreement.
Fee: Amount paid to the Contractor 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.
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SECTION 2
SCOPE OF SERVICES
2.1 In consideration of the Fee to be paid to Contractor by the City, Contractor shall manage
and operate a composting program (the "Program"), as described in Exhibit "A" hereto (the
"Services").
Although Contractor may receive 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
Contractor; where the Services are performed (although the City will provide Contractor 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 Contractor 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, Contractor should contact the following person:
Yanira Pineda
Sustainability Manager
yanirapinedaRmiamibeachfl.gov
'305'673.7010 x6840
2.2 Contractor's Services, and any deliverables incident thereto, shall be completed in
accordance with the timeline and/or schedule in Exhibit "A" hereto. Additionally, on a weekly
basis,the Contractor shall maintain landscaping within the area.
SECTION 3
TERM
The term of this Agreement ("Term") shall commence upon the Effective Date set forth on p. 1
hereof, and shall have an initial term of one (1)year, subject to subsequent annual renewals, to
be exercised at the City Manager's sole option and discretion, and provided that funding for the
continuation of the Program is approved by the City Commission during the City's annual
budgetary process. Any approved annual renewals shall be memorialized in the form of an
amendment to the Agreement, executed by the City Manager and Contractor's authorized
representative.
Notwithstanding the Term provided herein, Contractor shall adhere to any 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.
SECTION 4
FEE
4.1 In consideration of the Services to be provided, Contractor shall be compensated on a
fixed fee basis, in the amount of $50,000, as per the proposal referenced in Exhibit "A". This
amount shall include all equipment, maintenance, operations, personnel, licensing, insurance,
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technology, and other items or fees required for a fully functional composting program. Funding
for the contract amount for each approved renewal term shall be subject to approval by the City
Commission during the City's annual budgetary process.
4.2 Payment for Services shall be made to. Contractor as a one-time upfront payment, due
within forty-five days from receipt of invoice.
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:
Environment and Sustainability Department
1700 Convention Center Dr. -3`d Floor
Miami Beach FL 33139
Attention: Yanira Pineda, Sustainability Manager
SECTION 5
TERMINATION
5.1 TERMINATION FOR CAUSE
If the Contractor 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 Contractor of its violation of
the particular term(s) of this Agreement, and shall grant Contractor 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 Contractor. 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 Contractor shall not be relieved of liability to the City for
damages sustained by the City for any breach of the Agreement by the Contractor. 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
Contractor. 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 CONTRACTOR OF
SUCH TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30)
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DAYS FOLLOWING RECEIPT BY THE CONTRACTOR OF SUCH NOTICE.
ADDITIONALLY, IN THE EVENT OF A 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 CONTRACTOR, MAY IMMEDIATELY SUSPEND THE
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, CONTRACTOR
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 Contractor 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
Contractor agrees to indemnify, defend 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 Contractor, its officers, employees, agents,
contractors, or any other person or entity acting under Contractor's control or supervision, in
connection with, related to, or as a result of the Contractor's performance of the Services
pursuant to this Agreement. To that extent, the Contractor 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 Contractor expressly understands
and agrees that any insurance protection required by this Agreement or otherwise provided by
the Contractor shall in no way limit the Contractor'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 Contractor for
performance of the Services under this Agreement is the specific consideration from the City to
the Contractor for the Contractor'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 Contractor shall maintain and carry in full force during the Term, the following insurance:
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1. Contractor General Liability, in the amount of$1,000,000;
2. Contractor Professional Liability, in the amount of$200,000; and
3. Workers Compensation & Employers Liability,as required pursuant to Florida Statutes.
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.
Timely renewal certificates will be provided to the City as coverage renews. The insurance
certificates for General Liability shall include the City as an additional insured and shall contain
a waiver of subrogation endorsement. Contractor's insurance shall be primary and not
contributory for direct claims arising out of the Agreement under the Commercial General
Liability policy. If the Professional Liability coverage is provided on a claims made basis, then
such insurance shall continue for (3) years following the expiration or termination of the
Agreement.
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 Contractor specimen copies of the
insurance policies in the event that submitted certificates of insurance are inadequate to
ascertain compliance with required coverage.
The Contractor is also solely responsible for obtaining and submitting all insurance certificates
for any sub-contractors.
Compliance with the foregoing requirements shall not relieve the Contractor of the liabilities and
obligations under this section or under any other portion of this Agreement.
The Contractor 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, Contractor 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.
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Contractor hereby expresses its willingness to enter into this Agreement with Contractor's
recovery from the City for any damage action for breach of contract to be limited to a maximum
amount of$10,000.
Accordingly, and notwithstanding any other term or condition of this Agreement, Contractor
hereby agrees that the City shall not be liable to the Contractor for damages in an amount in
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 Services contemplated herein, Contractor shall exercise
that degree of skill, care, efficiency and diligence normally exercised by reasonable persons
and/or recognized professionals with respect to the performance of comparable work and/or
services.
9.2 COMPLIANCE WITH APPLICABLE LAWS
In its performance of the Services, Contractor shall comply with all applicable laws, ordinances,
and regulations of the City, Miami-Dade County, the State of Florida, and the federal
government, as applicable.
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 Contractor, 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 Contractor or its
employees or sub-contractors, without the prior written consent of the City Manager.
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SECTION 10
GENERAL PROVISIONS
10.1 AUDIT AND INSPECTIONS
Upon reasonable verbal or written notice to Contractor, 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
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. Contractor 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 INSPECTOR GENERAL AUDIT RIGHTS
(A) Pursuant to Section 2-256 of the Code of the City of Miami Beach, the City has
established the Office of the Inspector General which may, on a random basis, perform
reviews, audits, inspections and investigations on all City contracts, throughout the
duration of said contracts. This random audit is separate and distinct from any other
audit performed by or on behalf of the City.
(B) The Office of the Inspector General is authorized to investigate City affairs and
empowered to review past, present and proposed City programs, accounts, records,
contracts and transactions. In addition, the Inspector General has the power to
subpoena witnesses, administer oaths, require the production of witnesses and monitor
City projects and programs. Monitoring of an existing City project or program may
include a report concerning whether the project is on time, within budget and in
conformance with the contract documents and applicable law. The Inspector General
shall have the power to audit, investigate, monitor, oversee, inspect and review
operations, activities, performance and procurement process including but not limited to
project design, bid specifications, (bid/proposal) submittals, activities of the Contractor,
its officers, agents and employees, lobbyists, City staff and elected officials to ensure
compliance with the contract documents and to detect fraud and corruption. Pursuant to
Section 2-378 of the City Code, the City is allocating a percentage of its overall annual
contract expenditures to fund the activities and operations of the Office of Inspector
General.
(C) Upon ten (10) days written notice to the Contractor, the Contractor shall make all
requested records and documents available to the Inspector General for inspection and
copying. The Inspector General is empowered to retain the services of independent
private sector auditors to audit, investigate, monitor, oversee, inspect and review
operations activities, performance and procurement process including but not limited to
project design, bid specifications, (bid/proposal)submittals, activities of the Contractor its
officers, agents and employees, lobbyists, City staff and elected officials to ensure
compliance with the contract documents and to detect fraud and corruption.
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(D) The Inspector General shall have the right to inspect and copy all documents and
records in the Contractor's possession, custody or control which in the Inspector
General's sole judgment, pertain to performance of the contract, including, but not limited
to original estimate files, change order estimate files, worksheets, proposals and
agreements from and with successful Sub-contractors and suppliers, all project-related
correspondence, memoranda, instructions, financial documents, construction
documents, (bid/proposal) and contract documents, back-change documents, all
documents and records which involve cash, trade or volume discounts, insurance
proceeds, rebates, or dividends received, payroll and personnel records and supporting
documentation for the aforesaid documents and records.
(E) The Contractor shall make available at its office at all reasonable times the records,
materials, and other evidence regarding the acquisition (bid preparation) and
performance of this Agreement, for examination, audit, or reproduction, until three (3)
years after final payment under this Agreement or for any longer period required by
statute or by other clauses of this Agreement. In addition:
If this Agreement is completely or partially terminated, the Contractor shall make
available records relating to the work terminated until three (3) years after any
resulting final termination settlement; and
ii. The Contractor shall make available records relating to appeals or to litigation or
the settlement of claims arising under or relating to this Agreement until such
appeals, litigation, or claims are finally resolved.
(F) The provisions in this section shall apply to the Contractor, its officers, agents,
employees, Sub-contractors and suppliers. The Contractor shall incorporate the
provisions in this section in all subcontracts and all other agreements executed by the
Contractor in connection with the performance of this Agreement.
(G) Nothing in this section shall impair any independent right to the City to conduct audits or
investigative activities. The provisions of this section are neither intended nor shall they
be construed to impose any liability on the City by the Contractor or third parties.
10.3 ASSIGNMENT, TRANSFER OR SUBCONSULTING
Contractor 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.
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10.4 PUBLIC ENTITY CRIMES
Prior to commencement of the Services, the Contractor 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 Contractor 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, Contractor 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
Contractor 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.
Contractor 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. Contractor further covenants that in the performance of this Agreement, Contractor
shall not employ any person having any such interest. No member of or delegate to the
Congress of the United States shall be admitted to any share or part of this Agreement or to
any benefits arising therefrom.
10.7 CONTRACTOR'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW
(A) Contractor 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 Contractor meets the
definition of"Contractor"as defined in Section 119.0701(1)(a), the Contractor 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
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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 Contractor 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 Contractor or keep and maintain public records
required by the City to perform the service. If the Contractor transfers all public
records to the City upon completion of the Agreement, the Contractor shall
destroy any duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements. If the Contractor keeps and
maintains public records upon completion of the Agreement, the Contractor 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 to 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 Contractor of the request,
and the Contractor must provide the records to the City or allow the records to be
inspected or copied within a reasonable time.
(2) Contractor'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 Contractor 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.
(1) If a civil action is filed against a Contractor to compel production of public records
relating to the City's contract for services, the court shall assess and award
against the Contractor the reasonable costs of enforcement, including
reasonable attorneys'fees, if:
a. The court determines that the Contractor 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
Contractor has not complied with the request, to the City and to the
Contractor.
(2) A notice complies with subparagraph(1)(b) if it is sent to the City's custodian of
public records and to the Contractor at the Contractor's address listed on its
contract with the City or to the Contractor'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 Contractor who complies with a public records request within 8 business days
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after the notice is sent is not liable for the reasonable costs of enforcement.
(F) IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, OR AS
TO THE CONTRACTOR'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(a MIAMIBEACHFL.GOV
PHONE: 305-673-7411
10.8 FORCE MAJEURE
(A) A"Force Majeure" event is an event that(i) in fact causes a delay in the performance of
the Contractor or the City's obligations under the Agreement, and (ii) is beyond the
reasonable control of such party unable to perform the obligation, and (iii) is not due to
an intentional act, error, omission, or negligence of such party, and (iv) could not have
reasonably been foreseen and prepared for by such party at any time prior to the
occurrence of the event. Subject to the foregoing criteria, Force Majeure may include
events such as war, civil insurrection, riot, fires, epidemics, pandemics, terrorism,
sabotage, explosions, embargo restrictions, quarantine restrictions, transportation
accidents, strikes, strong hurricanes or tornadoes, earthquakes, or other acts of God
which prevent performance. Force Majeure shall not include technological impossibility,
inclement weather, or failure to secure any of the required permits pursuant to the
Agreement.
(B) If the City or Contractor's performance of its contractual obligations is prevented or
delayed by an event believed by to be Force Majeure, such party shall immediately,
upon learning of the occurrence of the event or of the commencement of any such delay,
but in any case within fifteen (15) business days thereof, provide notice: (i) of the
occurrence of event of Force Majeure, (ii) of the nature of the event and the cause
thereof, (iii) of the anticipated impact on the Agreement, (iv) of the anticipated period of
the delay, and (v) of what course of action such party plans to take in order to mitigate
the detrimental effects of the event. The timely delivery of the notice of the occurrence of
a Force Majeure event is a condition precedent to allowance of any relief pursuant to this
section; however, receipt of such notice shall not constitute acceptance that the event
claimed to be a Force Majeure event is in fact Force Majeure, and the burden of proof of
the occurrence of a Force Majeure event shall be on the requesting party.
(C) No party hereto shall be liable for its failure to carry out its obligations under the
Agreement during a period when such party is rendered unable, in whole or in part, by
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Force Majeure to carry out such obligations. The suspension of any of the obligations
under this Agreement due to a Force Majeure event shall be of no greater scope and no
longer duration than is required. The party shall use its reasonable best efforts to
continue to perform its obligations hereunder to the extent such obligations are not
affected or are only partially affected by the Force Majeure event, and to correct or cure
the event or condition excusing performance and otherwise to remedy its inability to
perform to the extent its inability to perform is the direct result of the Force Majeure
event with all reasonable dispatch.
(D) Obligations pursuant to the Agreement that arose before the occurrence of a Force
Majeure event, causing the suspension of performance, shall not be excused as a result
of such occurrence unless such occurrence makes such performance not reasonably
possible. The obligation to pay money in a timely manner for obligations and liabilities
which matured prior to the occurrence of a Force Majeure event shall not be subject to.
the Force Majeure provisions.
(E) Notwithstanding any other provision to the contrary herein, in the event of a Force
Majeure occurrence, the City may, at the sole discretion of the City Manager, suspend
the City's payment obligations under the Agreement, and may take such action without
regard to the notice requirements herein. Additionally, in the event that an event of
Force Majeure delays a party's performance under the Agreement for a time period
greater than thirty (30) days, the City may, at the sole discretion of the City Manager,
terminate the Agreement on a given date, by giving written notice to Contractor of such
termination. If the Agreement is terminated pursuant to this section, Contractor 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. In no event will any condition of Force Majeure
extend this Agreement beyond its stated term.
10.9 E-VERIFY
(A) To the extent that Contractor provides labor, supplies, or services under this Agreement,
Contractor shall comply with Section 448.095, Florida Statutes, "Employment Eligibility"
("E-Verify Statute"), as may be amended from time to time. Pursuant to the E-Verify
Statute, commencing on January 1, 2021, Contractor shall register with and use the E-
Verify system to verify the work authorization status of all newly hired employees during
the Term of the Agreement. Additionally, Contractor shall expressly require any sub-
contractor performing work or providing services pursuant to the Agreement to likewise
utilize the U.S. Department of Homeland Security's E-Verify system to verify the
employment eligibility of all new employees hired by the Sub-contractor during the
contract Term. If Contractor enters into a contract with an approved Sub-contractor, the
Sub-contractor must provide the Contractor with an affidavit stating that the Sub-
contractor does not employ, contract with, or subcontract with an unauthorized alien.
Contractor shall maintain a copy of such affidavit for the duration of the contract or such
other extended period as may be required under this Agreement.
(B) TERMINATION RIGHTS.
(1) If the City has a good faith belief that Contractor has knowingly violated Section
448.09(1), Florida Statutes, which prohibits any person from knowingly
employing, hiring, recruiting, or referring an alien who is not duly authorized to
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work by the immigration laws or the Attorney General of the United States, the
City shall terminate this Agreement with Contractor for cause, and the City shall
thereafter have or owe no further obligation or liability to Contractor.
(2) If the City has a good faith belief that a sub-contractor has knowingly violated the
foregoing Subsection 10.9(A), but the Contractor otherwise complied with such
subsection, the City will promptly notify the Contractor and order the Contractor
to immediately terminate the contract with the Sub-contractor. Contractor's
failure to terminate a Sub-contractor shall be an event of default under this
Agreement, entitling City to terminate the Contractor's contract for cause.
(3) A contract terminated under the foregoing Subsection (B)(1) or (B)(2) is not in
breach of contract and may not be considered as such.
(4) The City or Contractor or a Sub-contractor may file an action with the Circuit or
County Court to challenge a termination under the foregoing Subsection (B)(1)or
(B)(2) no later than 20 calendar days after the date on which the contract was
terminated.
(5) If the City terminates the Agreement with Contractor under the foregoing
Subsection (B)(1), Contractor may not be awarded a public contract for at least 1
year after the date of termination of this Agreement.
(6) Contractor is liable for any additional costs incurred by the City as a result of the
termination of this Agreement under this Section 10.9.
SECTION 11
NOTICES
All notices and communications in writing required or permitted hereunder, shall be delivered
personally to the representatives of the Contractor 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 CONTRACTOR: •
Miami Beach Conservancy, Inc.
2000 Convention Center Dr.
Miami Beach, Florida 33139
Attention: Susan Askew, Director
TO CITY:
Environment and Sustainability Department
1700 Convention Center Dr, -3`d Floor
Attention: Yanira Pineda, Sustainability Manager
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.
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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.
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 Contractor 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.
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•
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:
[tea.DocuSigned by:
C ,
ar
By: City�rAFB'E4`F••, y Manager li a .Hudak
Date: 7/19/2022 I 4:36 EDT
FOR CONTRACTOR: MIAMI BEACH GARDEN CONSERVANCY, INC.
ATTEST:
,—DocuSigned by: e —DocuSlgne/ ,
dfby:
Prawace.2acicaow Sws US�. t/
By' —eee59eP5e894eC... V—s®niBHDism.,h4 i/Wo...
Maurice Jackson Program / Events Susan Askew Interim Executive Director
Print Name and Title Print Name and Title
6/17/2022 I 12:53 PM PDT
Date:
APPROVED AS TO
FORM & LANGUAGE
&FOR EXECUTION
-47 �J���
City Attorney ,' I �Dot�
F:ATTO/TORG/Agreements/Professional Services Agreement 2021 modified 01-12-2021
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EXHIBIT"A"
SCOPE OF SERVICES
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1 a M IAMI BEACH
, ' 7BOTANICAL.
'f'/,'
. GARDEN
\ ,/,
Miami Beach Community Composting Program
City of Miami Beach
Miami Beach Botanical Garden
2000 Convention Center Drive, Miami Beach, FL 33139
Phone: 305-673-PALM(7256)
Susan Askew, Executive Director, susanaskewAmbgarden.orq
Sanna O'Sullivan, Head Gardener, sannaambgarden.orq
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Project Description
Mission:
The City of Miami Beach in conjunction with the Miami Beach Botanical Garden (MBBG)will
develop,manage and operate a composting hub on 851h Street and Collins Avenue(North Beach West
Lot#6)to serve the residents who live at the northern communities of Miami Beach.The site will offer a
full service composting program including logistical assistance,compost transformation,and community
education. This collaboration is designed to increase residents'engagement in sustainable practice and
will result in soil production to be used by the Miami Beach Botanical Garden.
Goal:
The primary objective for composting is to reduce the amount of food waste Miami Beach
residents send to landfill as pollution,instead transform that food waste into usable compost soil.The
consciousness of waste saving,sustainable education and upcycling the finished nutrient rich soil for
plants and incorporate that soil into organic gardens builds a pathway to sustainability for Miami Beach
and beyond.
Pilot Project Description:
The North Beach program is designed solely for free residential drop-offs of food scraps and fee
based drop off for select local businesses.Miami Beach Botanical Garden staff will be responsible for
managing the Compost Hub on behalf of the City of Miami Beach.The City of Miami Beach will be
responsible for the needed utilities and trash removal.
Our Head Gardener,Sanna O'Sullivan will guide all stages of the program and liaison with City
of Miami Beach's Environment&Sustainability Department for community outreach.Regular reports will •
be submitted to the Environment&Sustainability Department to measure the project's effectives and
community impact.The success of the program will be measured by the quantity of waste diverted from
the landfills and the number of residents educated by this program.These outcomes will determine the
feasibility of developing a citywide compost program in the future.
Funding
Funding for the project will be the budgeted through the City of Miami Beach's Environment&
Sustainability Department,subject to approval each fiscal year by the City Commission during the City's
annual budgetary process.
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• Operational Plan
The North Beach Compost Hub will be an aerobic hand turned community composting facility for
Miami Beach residents to drop off their household plant based organic materials such as vegetables,fruit,
grains,coffee grounds,shredded paper and compostable products.The hub will not accept any other
animal based products(meat,fish,dairy,feces,manure or dead animals)other than egg shells whose
content has been removed. This is to prevent any possible exposure to animal based pathogens.
Landscape waste,construction debris,hazardous materials and biologically hazardous waste are strictly
prohibited. Site security will be provided with a lock and chain on the gate of the site.
Should any of these materials be found in the drop off containers,they will be separated and
disposed of in the trash receptacle. Should any non-approved material mix with the approved material,all
will need to be removed to avoid contamination.
Mulch is the only additional ingredient that will be used within each compost pile. The mulch is
the ingredient which absorbs liquids,prevent smells,mitigates insects and adds the carbon needed to
facilitate the composting process.
To prevent a rodent population the compost piles are lined with wire,fabric and tarp to prevent
access to a food source.All food waste is covered in mulch to make food waste unattractive to animals
and flies.The temperature of the compost during decomposition wilt be above 110 degrees F which is too
hot for non-thermophilic life forms to live in the compost pile.All compost coming from the drop off can is
immediately put into the compost pile and covered.The drop off can will be designed to be rodent proof.
To prevent odors the compost is oxygenated by aerating the compost which prevents anaerobic
bacterial activity and minimizes methane production.The thickness(height)of the compost piles will be
kept under 5 feet to maintain vertical airflow through the compost pile which also prevents anaerobic
decomposition from creating methane and other smelling gases.The odors of decomposition are retained
within the mulch carbon layer.
Drop off Procedure:Multilingual informational signage with pictograms will provide instructions
to residents,guiding them through the drop off process. The hub's drop off area will be a secured custom
designed wood and aluminum"box.,"which will house three secured containers. This is the self-service
and the sole area of the hub for residents when the hub gates are closed.
• Container#1(Drop Off Bin)is where the resident deposits their compost waste. This
container has a sealed bottom to prevent liquids from leaching into the ground and an
animal tamper proof.
• Container#2 is mulch—residents will be instructed to cover their compost with a layer of
mulch.
• Container#3 is for non-compostable trash,such as plastic bags.
The staff of Miami Beach Botanical Garden will monitor and maintain the drop-off area with 3-4
weekly visits.The"Drop Off Bin"will be emptied minimum 2 times per week and monitored regularly.The
mulch container will be replenished 2-3 times per week based on volume required to ensure there will
always be sufficient mulch to cover the dropped off compost waste.MBBG volunteers will work with staff
as the hub grows.
Processes of Compost Waste:MBBG staff member will move Container#1 inside the hub site
for processing in the compost pile.This will be done by wheeling the receptacle onto the mulch pad
adjacent to the compost pile then transfer the contents into the compost pile.Any non-accepted materials
found in Container#1 will be thrown away in the trash receptacle.All liquid from the compost waste will
be contained within the compost pile.
The compost piles will be constructed of 6"x 6"gauge wire mesh cages to create the initial
structure.These cages house the layers of compost waste and mulch.
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An initial 4-6-inch layer of mulch on grade covered with an impervious plastic tarp and another 4-
6 inch layer of mulch will cover the existing ground.All compost piles will be placed on this ground
protection pad.
Each compost pile is designed to prevent exposure of the ground and groundwater to leachate
from the compost waste. Each pile will be lined with an impervious tarp bottom liner,a burlap fabric cage
liner,secured together by zip ties and covered with a tarp held on with rope wrapped around the compost
pile.The bottom tarp is to hold all liquid in the compost pile.The burlap is used to hold materials inside
the wire cage and aids in breaking down of material by spreading mycelia.The tarp cover prevents
rainwater from entering the compost pile,drowning the compost and leaching out of the compost pile. No
rainfall will enter compost and water usage will be limited to only what is necessary for composting the
• material within the compost pile.
The piles will be maintained aerobically by hand turning with pitch fork and electric auger a
minimum of twice per week.Compost carbon to nitrogen ratios will provide a minimum composting
temperature of 135 degrees F for several weeks with a thermophilic range above 140 degrees F for 1-2
weeks.The compost pile will be turned until it cools to 110 degrees F and then rested to cure by fungal
activity and become humic compost soil.Once the composting process is complete,the soil will be
aerated by a final turn and used as is or sifted and mixed with other soil products(Perlite, Peat Moss,
Coconut Coir,Vermiculite, etc...)to make a final Miami Beach Botanical Garden soil mix.
Compost Yield:The amount of food waste received is based upon community engagement and
drop offs.As more waste is collected,piles/stages will be added.We estimate roughly 300 lbs.per
week/10 gallons per day once program is fully up and running. Monthly education/volunteer sessions will
be offered to spread the knowledge of composting throughout the neighborhood.We expect to produce
anywhere from 3-18 Cubic yards(1-6 compost piles)in the first year.The maximum amount is 52 Cubic
yards(15 compost piles onsite at one time).We don't foresee reaching that volume in the first year.The
soil produced will go back into Miami Beach Botanical Garden grounds for plant fertility, sold to members
of the community based on demand and/or donated to community.
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Site Design Layout
IC. ------ ) \ \
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85TH STREET COMMUNITY COMPOSTING AREA
THE CITY OF MIAMI BEACH
&THE MIAMI BEACH BOTANICAL GARDEN
8;27119
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Budget for North Beach Compost,2022
Capital One time expense Annual Details
Enclosures made from lumber $3,000 $3,000 8 stalls;useful life much longer than traditionally
used wire/wood enclosures
Tools for turning piles $1,000 $1,000 Additional tools for volunteers and workshop
particpants to use
Landscaping $2,000 $2,000 Beautification of North Beach site
64 Gal Bins $300 $300 For higher volume anticipation
Soil quality analysis $1,500 $1,500 Send samples to lab to receive nutrient analisys to
add information like N-P-K to our labels for public
education
Redesign drop off bin for $1,500 $1,500 Re doing the drop off bin and lid to make access
accessibiliy easier
$9,300
Operating Monthly Expense
Labor to turn compost $1,300 $15,600 Maintenance/food waste processing done by
compost manager Beata Rihkter
Labor contingency $5,000 For food distribution volume increase
MBBG Management fee $500 $6,000 MBBG management of relationship with CMB,site
checks,deliveries and planning-processing finished
soil to give away including compost bags/labels
Community engagement $500 $6,000 Communications to public of compost program,1
workshop a month including planning,teaching fee,
promotion,etc.
Mulch $600 $7,200 Ordered with company with grapple truck due to
parking
Public access Maintenance $75 $900 Locks,Hinges,Drop off bin maintenance(strut,
hydrolics,welding solutions)
$40,700
Total Estimated $50,000
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Resolutions-C7 A
MIAMIBEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Aline T.Hudak, City Manager
DATE: March 9,.2022
SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA., ACCEPTING THE WRITTEN
RECOMMENDATION OF THE CITY MANAGER(AS SET FORTH IN THE
CITY COMMISSION MEMORANDUM ACCOMPANYING THIS
RESOLUTION) AND WAIVING, BY 5/7TH VOTE, THE FORMAL
COMPETITIVE BIDDING REQUIREMENT, FINDING SUCH WAIVER TO BE
IN THE BEST INTEREST OF THE. CITY, AND APPROVING AND
AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL
SERVICES AGREEMENT WITH MIAMI BEACH GARDEN CONSERVANCY,
INC. FOR THE MANAGEMENT AND OPERATION OF THE NORTH BEACH
COMPOSTING HUB; SAID AGREEMENT HAVING AN INITIAL ONE-YEAR
TERM, COMMENCING RETROACTIVELY AS OF JANUARY 1, 2022 AND
ENDING ON DECEMBER 31,2022,FOR A TOTAL CONTRACT AMOUNT OF
$50,000, WITH SUBSEQUENT ANNUAL RENEWAL TERMS, AT THE
OPTION OF THE CITY, SUBJECT TO FUNDING APPROVAL OF THE
CONTRACT AMOUNT FOR EACH RENEWAL TERM BY THE CITY
COMMISSION DURING THE CITY'S ANNUAL BUDGETARY PROCESS. .
RECOMMENDATION
The Administration recommends that the Mayor and City Commission adopts the Resolution
and waive the formal competitive bidding requirement, by a 5/7ths vote, as permitted under
Section 2-367(e) of the City Code, as being in the best interest of the City.Adopting the -
Resolution authorizes the City Manager to execute a new Professional Services Agreement with
Miami Beach Conservancy, Inc., for the management• and operation of the North Beach
Composting Program, approving dedicated funding for continued operations in future fiscal
years,subject.to funding approval during the City's annual budgetary process.
BACKGROUND/HISTORY
This purpose of this Resolution is to execute a new Professional Services Agreement with the
Miami Beach Botanical Garden (Miami Beach Conservancy, Inc) to continue the day-to-day
management and operations of the North Beach Community Composting Hub through FY
21/22, utilizing operating 'funds from the Environment and Sustainability Department's
Professional Services account.The existing agreement expired December 31,2021.
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In 2019, the Mayor and City Commission adopted Resolution No. 2019-3091, approving the
seventh amendment to the capital budget for FY 2018/2019.This amendment included granting
$75,000 to begin a pilot community composting program in North Beach at 85th Street and
Collins Avenue.
Due to the Miami Beach Botanical Garden's experience in managing their own community
composting site, the City executed a Professional Services Agreement ("Agreement") on
January 23, 2020 with the Miami Beach Conservancy, Inc. ("the Conservancy"), with an initial
budget of $37,400 for the management of the North Beach Community Composting Pilot
Project Hub. Services provided included a full-service composting program with logistical
assistance,compost transformation,and community education ethe Program").The Agreement
allowed for one (1) renewal option, for a period not to exceed one (1) year, expiring on
December 31,2021.
On August 26,2020,the North Beach Composting Hub located at 85 Street and Collins Avenue
was officially opened to the community. In September 2021,to continue the Services provided
by the Conservancy, the City and the Conservancy executed amendment No.1 exercising the
renewal term and increasing the project budget by $15,000 for a total project amount of
$52,400.00
The continued operations for the program is funded for FY 2021i 2022 through the existing
operating budget under the Environment and Sustainability Department. Funding for the
program in upcoming fiscal years needs to be identified through the annual budget process to
ensure the continuation of the program.
ANALYSIS
The North Beach Composting Hub is a popular service that brings the community together and
provides valuable environmental and sustainability benefits.More than 330 individuals and
families have registered for the composting program and participation continues to grow weekly.
An approximate, 20,000 lbs.of food waste is dropped off monthly by participants, which totals
over.340,000 lbs. of waste diverted since the launch of the program. Miami-Dade County, like
many other communities, does not have large scale public composting facilities; therefore,
community programs such as this one have become an integral part in the reduction of food
waste and greenhouse gas emissions.
The goal of the collaboration with the Miami Beach Conservancy, Inc. is to provide residents
with an easily accessible compost option to reduce the amount of food waste that is sent to
landfills.The Miami Beach Conservancy, Inc.has unmatched experience in the management of
community composting programs including the one located on site at the Miami Beach Botanical
Garden.The North Beach Compost Hub is an essential location in the North Beach area which
allowed for the collection of food scrap material and transforms that food waste into nutrient rich
soil. Creating awareness on the importance of waste reduction, repurposing of materials, and
creation of organic gardens also enhances the community's sustainability.
Food scraps and yard waste currently make up 20-30% Of what gets tossed in landfills. This
equates to approximately 35 million tons of food per year.Once in the landfill,the nutrients in the
scraps are lost, taking up space and contributing to greenhouse gas emissions in the form of
methane. In addition to promoting waste reduction, communities can help combat this issue
through the establishment of composting programs.Composting is the method of taking organic
materials such as leaves, vegetables, and food scraps and turning them into a rich soil mixture
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(compost) using four basic ingredients: nitrogen, carbon, water, and air. Diverting food scrap
waste into a regenerative system can improve the health of the soil and provide multiple
community benefits through a closed loop system.
SUPPORTING SURVEY DATA
The 2019 Community Survey results indicate that 77.8% of residents have taken steps to
reduce solid waste,including recycling&reducing single-use plastic.
FINANCIAL INFORMATION
•
Amount(s)IAccount(s):
$50,000 is included in the FY 2022 Operating Budget within the Sustainability Initiatives Professional
Services account(178-6886-000312).
CONCLUSION
After careful consideration,the Miami Beach Botanical Garden is uniquely qualified as our City's
public garden to provide composting services. The Botanical Garden successfully manages
their own on-site community composting hub and has ensured the North Beach Compost Hub's
pilot program success.
Applicable Area
North Beach
Is this a"Residents Right Does this item utilize G.O.
to Know"item.pursuant to Bond Funds?
City Code Section 2-14?
No No
Strategic Connection
Environment & Infrastructure - Work regionally and nationally to protect Biscayne Bay water
quality and to maintain a healthy dune and beach system.
Legislative Tracking
Environment and Sustainability
ATTACHMENTS:
Description
o Resolution
•
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•
RESOLUTION NO. 2022-32057
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
• MIAMI.BEACH, FLORIDA, ACCEPTING THE WRITTEN RECOMMENDATION
OF THE CITY MANAGER (AS SET FORTH IN THE CITY COMMISSION
MEMORANDUM ACCOMPANYING THIS RESOLUTION) AND WAIVING, BY
5/7TH VOTE, THE FORMAL COMPETITIVE BIDDING. REQUIREMENT,
FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY,AND
APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A
PROFESSIONAL SERVICES AGREEMENT WITH MIAMI BEACH GARDEN
CONSERVANCY, INC FOR THE MANAGEMENT AND OPERATION OF THE
NORTH BEACH COMPOSTING HUB;SAID AGREEMENT HAVING AN INITIAL
ONE-YEAR TERM, COMMENCING RETROACTIVELY AS OF JANUARY 1,
2022 AND ENDING ON DECEMBER 31, 2022, FOR A TOTAL
CONTRACT AMOUNT OF$50,000,WITH SUBSEQUENT ANNUAL RENEWAL
TERMS,AT THE OPTION OF THE CITY, SUBJECT TO FUNDING APPROVAL
OF THE CONTRACT AMOUNT FOR EACH RENEWAL TERM BY THE CITY
COMMISSION DURING THE CITY'S ANNUAL BUDGETARY PROCESS.
WHEREAS, on July 17, 2019, the Mayor and City Commission adopted Resolution No.
2019-30891, adopting the seventh amendment to the capital budget for Fiscal Year 2018/2019,
which amendment included funding, in the amount of $75,000, to begin a pilot community
composting program in North Beach, located at 85th.Street and Collins Avenue; and
WHEREAS, on January 13, 2020, the City and Miami Beach Garden Conservancy, Inc.
(the "Conservancy") executed a Professional Services Agreement (the "Initial Agreement")
establishing the pilot program for the North Beach Community Composting Hub(the"Program"),
which implementation of services included supervising, delivering, monitoring, and maintenance
of the composting Program at the North Beach hub,with an initial budget of$37,400; and
WHEREAS,the Initial Agreement provided for an initial one-year term,with the option of
the City to renew for one(1)more year(the"renewal term"), ending on December 31,2021; and
WHEREAS, to continue the Program through the renewal term, the City increased the
budget by $15,000, for a total contract amount of $52,400, which was memorialized in
Amendment No. 1 to the Initial Agreement; and
WHEREAS, in order to continue the Program for calendar year 2022, $50,000 may be
funded through the existing operating budget under the Environment and Sustainability
Department; and
WHEREAS, funding for the Program in upcoming calendar years must be identified
through the annual budget process to ensure the continuation of the Program; and
WHEREAS,the Conservancy currently operates the Miami Beach Botanical Garden and
has unmatched experience in the management of community composting programs,including the
one located at the Miami Beach Botanical Garden site; and
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WHEREAS, the North Beach Composting Hub provides a convenient location for North
Beach residents to participate in the transformation of food waste into nutrient rich soil; and
WHEREAS,based upon the foregoing,the City Manager recommends that the Mayor and
City Commission waive, by a 5/7th vote,the formal competitive bidding requirement, as permitted
under Section 2-367(e)of the City Code, as being in the best interest of the City;and
WHEREAS, the Administration recommends executing a new Professional Services
Agreement with the Conservancy (the "Agreement") for the management and operation of the
Program, in the form attached to the City Commission Memorandum accompanying this
Resolution; said Agreement having an initial one-year term, commencing retroactively as of
January 1, 2022 and expiring on.December 31, 2022,for a total contract amount of$50,000; and
further providing for subsequent annual renewal terms, at the option of the City,subject to funding
approval of the contract amount for each renewal term by the City Commission during the City's
annual budgetary process.
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 accept the written recommendation of the City Manager(as set forth in the
City Commission Memorandum accompanying this Resolution) and waive, by 5/7th vote, the
formal competitive bidding requirement, finding such waiver to be in the best interest of the City,
and approve and authorize the City Manager to execute a Professional Services Agreement with
Miami Beach Garden Conservancy, Inc. for the management and operation of the North Beach
Composting Hub; said Agreement having an initial one-year term, commencing retroactively as
of January 1, 2022 and ending on December 31, 2022, for a total contract amount of$50,000,
with subsequent annual renewal terms, at the option of the City, subject to funding approval of
the contract amount for each renewal term by the City Commission during the City's annual
budgetary process.
PASSED and ADOPTED this q day of March., 2022.
ATTEST:
MAR 1 4 2021
Rafael E. Granado, City Clerk Dan Gelber, Mayor
t 1.111CORITRATEDI
APPROVED AS TO
• FORM&LANGUAGE
&FOR EXECUTION
City Attorney M__ Date