Resolution 2023-32846i
RESOLUTION NO: 2023-32846
1
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL
FORM, A MEMORANDUM OF UNDERSTANDING (MOU) BETWEEN
THE CITY AND ALLISON ISLAND ASSOCIATION, INC. (HOA),
AUTHORIZING THE HOA TO SELECT, AND CONTRACT DIRECTLY
WITH, A PRIVATE SECURITY PROVIDER AND RECEIVE PAYMENTS
FROM THE CITY FOR THE SECURITY GUARD SERVICES, ON A
REIMBURSABLE BASIS, FROM THE FUNDS APPROPRIATED
PURSUANT TO THE ALLISON ISLAND SECURITY GUARD SPECIAL
TAXING DISTRICT FOR EACH FISCAL YEAR; SAID MOU HAVING AN
INITIAL TERM COMMENCING UPON THE TERMINATION OF THE
CONTRACT WITH THE CURRENT SECURITY GUARD PROVIDER AND
EXPIRING ON SEPTEMBER 30, 2024, AND SUBJECT TO ANNUAL
RENEWALS BY AGREEMENT OF THE PARTIES FOR EACH
SUBSEQUENT FISCAL YEAR; AND FURTHER AUTHORIZING THE
CITY MANAGER TO FINALIZE AND EXECUTE THE MOU.
WHEREAS, the Allison Island Security Guard Special Taxing District (the "Special Taxing
District"), was created pursuant to Miami Beach City Commission Resolution No. 89-19604,
adopted on May 10, 1989 ("the City Resolution"), and Miami -Dade County ("County") Ordinance
No. 89-125, adopted on December 5, 1989, for the purpose of constructing a guardhouse and
installing gates within City of Miami Beach ("City") land at the, entrance of the Special Taxing
District; and
WHEREAS, the City Resolution approved a 24 hour a day, seven day a week, 365 day a
year, unarmed and uniformed, security guard service, with a duly licensed and bonded, State of
Florida approved, security guard service (the "Security Guard Services"); and
WHEREAS, on November 8, 2016, the County Board adopted Ordinance No. 16-14,
creating a new Section 18-3.1 in the Miami -Dade County Code, which provides, in part, that by
joint resolutions of the Board of County Commissioners and the governing body of a municipality,
the governing body of a municipality -may be designated as the governing body of an existing
Special Taxing District located entirely within its municipal boundaries, with the transfer of control
being subject to a majority vote of the qualified -electors residing in the Special Taxing District at
an election called by and conducted as provided by the County Board; and
WHEREAS, on December 17, 2019, the voters of the existing Special Taxing District
approved the transfer of control of the Special Taxing District from Miami -Dade County to the City;
and
WHEREAS, as a result of this vote, and pursuant to City Commission Resolution No.
2020-31145, adopted on January 15, 2020, the City and Miami -Dade County entered into an
Interlocal Agreement memorializing the transfer of control of the Special Taxing District from the
County to the City, thereby designating the City as the governing body of the Special Taxing
District; and
WHEREAS, the Special Taxing District currently includes- fifty (50) homeowners and is
located in Allison Island; .and
WHEREAS, the City currently provides Security Guard Services to the Special Taxing
District pursuant to a Professional Services Agreement, dated April 1, 2021, between the City and
FPI Security Services, Inc.; and
WHEREAS, because the Special Taxing District experienced a series of break-ins and
other incidents, between June 17, 2023 and August 25, 2023, 41 of the 50 homeowners located
within the Special Taxing District voted yes to authorize Allison Island Association, Inc. (the
"HOK) to take over the selection of the security company for the Special Taxing District and to
increase the expenditures for heightened security for the Special Taxing District; and
WHEREAS, the adopted Fiscal Year 2023-2024 budget for the Special Taxing District, in
the amount of $324,000.00, includes an allocation, in the amount of $275,000.00, for the hiring of
a security services company, with the remainder of the budget funding other components,
including utilities and other maintenance services provided by the City; and
WHEREAS, at the September 27, 2023 City Commission meeting, the Mayor and City
Commission considered an agenda item, entitled "Discuss and Take Action Regarding a Request
from the Allison Island Association ("HOA") to negotiate an Agreement between the HOA and the
City, to permit the HOA to Select and Contract Directly with a Private Security Provider, and
Authorize the City to reimburse the HOA with Special Assessment Revenue from the Allison
Island Security Guard Special Taxing District", and the Mayor and City Commission authorized
the City Attorney to negotiate an agreement with the HOA to transfer responsibility for the
management and contracting of the Security Guard Services from the City to the HOA on a
reimbursement basis; and
WHEREAS, the City and the HOA have negotiated a Memorandum of Understanding (the
"MOU"), a draft copy of which is attached to the City Commission Memorandum accompanying
this Resolution, commencing on the date following the effective date of termination/removal of the
Security Guard Services from the FPI Agreement and expiring at the end of FY 2023-2024,
September 30, 2024; and
WHEREAS, the proposed MOU is subject to annual renewals for subsequent Fiscal Years
by agreement of the parties, based upon the approved budget for the applicable Fiscal Year for
the Security Guard Services under the Special Taxing District; and
WHEREAS, the MOU provides each party with the right to terminate the MOU for
convenience upon providing the other party with thirty (30) days notice; and
WHEREAS, the MOU further authorizes the City to advance the first month of
reimbursement, in an amount equal to 1/12t�' of the total annual budgeted amount for the Security
Guard Services for a given fiscal year, and, thereafter, requires the HOA-to pay directly for the
Security Guard Services and submit monthly reimbursement requests to the City; and
WHEREAS, based upon the approval by the Mayor and City Commission at the
September 27, 2023 City Commission meeting, the Administration recommends that the Mayor
and City Commission approve, in substantial form, the proposed MOU and authorize the City
Manager to finalize and execute the MOU.
2
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND THE CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby approve, in substantial form, a Memorandum 'of Understanding (MOU)
between the City and Allison Island Association, Inc. (HOA), authorizing the HOA to select, and
contract directly with, a private security provider and receive payments from the City for the
security guard services, on a reimbursable basis, from the funds appropriated pursuant to the
Allison Island Security Guard Special Taxing District for each Fiscal Year; said MOU having an
initial term commencing upon the termination of the contract with the current security guard
provider and expiring on September 30, 2024, and subject to annual renewals by agreement of
the parties for each subsequent Fiscal Year; and further authorize the City Manager to finalize
and execute the MOU.
PASSED and ADOPTED this 13th day of December, -2023.
ATTEST:
DEC I9 2023
Rafaer E. Granado, City Clerk
to:
3
Steven Meiner, Mayor
A PP R O V Ea AS TO
FORM Sr LANCUACE
OR XECiJTION
City Attorney ®ate
Resolutions - C7 E
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Alina T. Hudak, City Manager
DATE: December 13, 2023
SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM, A
MEMORANDUM OF UNDERSTANDING (MOU) BETWEEN THE CITY AND
ALLISON ISLAND ASSOCIATION, INC. (HOA), AUTHORIZING THE HOA
TO SELECT, AND CONTRACT DIRECTLY WITH, A PRIVATE SECURITY
PROVIDER AND RECEIVE PAYMENTS FROM THE CITY FOR THE
SECURITYGUARD SERVICES, ONAREIMBURSABLE BASIS, FROMTHE
FUNDS' APPROPRIATED PURSUANT TO THE ALLISON ISLAND
SECURITY GUARD SPECIAL TAXING DISTRICT FOR EACH FISCAL
YEAR; SAID MOU HAVING AN INITIAL TERM COMMENCING UPON THE
TERMINATION OF THE CONTRACT WITH THE CURRENT SECURITY
GUARD PROVIDER AND EXPIRING ON SEPTEMBER 30, 2024, AND
SUBJECT TO ANNUAL RENEWALS BY AGREEMENT OF THE PARTIES
FOR EACH SUBSEQUENT FISCAL YEAR; AND FURTHER AUTHORIZING
THE CITY MANAGER TO FINALIZE AND EXECUTE THE MOU.
RECOMMENDATION
The Administration recommends that the Mayor and City Commission adopt the Resolution.
BACKGROUND/HISTORY
The Allison Island Security Guard Special Taxing District (the "Special Taxing District'), was
created pursuant to City Commission Resolution No. 89-19604, adopted on May 10, 1989
and Miami -Dade Ordinance No. 89-125, adopted on December 5, 1989, for the purpose of
constructing a guardhouse and installing gates within City land at the entrance of the Special
Taxing District. The City Resolution approved 24 hours a day, seven days a week, 365 days a
Year, unarmed, uniformed , security guard service, with a duly licensed and bonded, State of
Flonda approved security guard service (the Security Guard Services ).
On November 8, 2016, the County Board adopted Ordinance No. 16-14, creating a new
Section 18-3.1 in the Miami -Dade County. Code, which provides, in part that -by joint
resolutions of the Board of County Commissioners and the governing body of a municipality,
the governing body of a municipality may be designated as tFie governing body of an existing
Special Taxing District located entirely vinthin its municipal boundaries. The transfer of control
would be subject to a maJority vote of the qualified electors residin in' the Special Taxing
District at an election called by and conducted as provided by the Count' Board.
Accordingly, on December 17, 2019, the voters approved the transfer of control of the Special
Taxing District to the City. As a result of this vote, and pursuant to City Commission Resolution
Page 317 of 1118
No. 2020-31145, adopted on January 15, 2020, the City and Miami -.Dade County entered into
an Interlocal Agreement memorializing the transfer of control of the Special Taxing District from
the County to the City, thereby designating the City as the governing body of the Special Taxing
District.
The boundaries of the Special Taxing District currently include fifty (50) homeowners and is
located in a portion of Section 11, Township 53 South, Range 42 East, Miami -Dade County,
Florida, being more particularly described as:
Lots 2 thru 52 of "Indian Creek Subdivision" according to the Plat thereof, as recorded in
Plat Book 31, at Pag 75, of the Public Records of Miami -Dade County, Florida.
ANALYSIS
The City currently provides Security Guard Services to the Special Taxing District pursuant to
a Professional Services Agreement, dated April 1, 2021, between the City and FPI Security
Services, Inc. The Special Taxing District had been experiencing a series of break-ins and
other incidents. Between June 17, 2023 and August 25, 2023, 41 of the 50 homeowners
located within the Special Taxing District voted yes, to authorize Allison Island Association,
Inc. (the "HOA") to take over the selection of the security company for the Special Taxing
District and the increased expenditures for heightened security for the Special Taxing District.
To provide the level of service requested by the HOA, a special assessment to be applied to
each residential unit and adopted in the FY 2023-2024 budget. The adopted Fiscal Year
2023-2024 budget for the Special Taxing District, in the amount of $324,000.00, includes an
allocation, in the amount of $275,000.00, for the hiring of a security services company (the
"Security Services Contractor"). The remainder of the budget funds other components,
including utilities and other maintenance services provided by the City.
At the September 27, 2023 City Commission meeting, the Mayor and City Commission
considered an agenda item, entitled "Discuss and Take Action Regarding a Request from the
Allison Island Association ("HOA") to negotiate an Agreement between the HOA and the City,
to permit the HOA to Select and Contract Directly with a Private Security Provider, and
Authorize the City to reimburse the HOA with Special Assessment Revenue from the Allison
Island Security Guard Special Taxing District' and the Mayor and City Commission authorized
the City Attorney to negotiate an agreement with the HOA to provide for the security on a
reimbursement basis. The Mayor and City Commission voted in favor of negotiating an
agreement with the HOA to transfer responsibility of Security Guard Services from the City to
the HOA.
The City and the HOA have negotiated a Memorandum of Understanding (the "MOU"), a draft
copy of which is attached hereto, commencing on the date following the effective date of
termination/removal of the Services from the FPI Agreement and expiring at the end of FY
2023-2024, September 30, 2024. With the exception of the first annual term, which will be
shorter, each annual term shall commence on October 1 st and expire on September 30th, each
a Fiscal Year. The MOU may be renewed annually by agreement of the parties, based upon the
approved budget for the applicable Fiscal Year for the Services under the Special Assessment
District. The MOU provides each party with the right to terminate the MOU for convenience,
upon providing the other party with thirty (30) days notice. The MOU further authorizes the City
to front the first month of reimbursement, in an amount equal to 1/12th of the total annual
Page 318 of 1118
budgeted amount for the Security Guard Services for a given fiscal year (the "Initial Draw").
Thereafter, the HOA would pay for the Security Guard Services and then submit to the City
Manager's designee monthly reimbursement requests.
SUPPORTING SURVEY DATA
NA
FINANCIAL INFORMATION
The fiscal impact for the security guard services is approximately $275,000, which has been
appropriated and approved in the FY 2024 adopted budget for the Allison Island Special Taxing
District.
Amounts)/Account(s):
Funding for this request is appropriated in account: 110-6232-000325-00-401.
CONCLUSION
The Administration recommends the Mayor and City Commission approve, in substantial form,
an MOU between the City and the HOA, authorizing the HOA to select and contract directly with
a private security provider, and authorizing the City to reimburse the HOA from the Special
Taxing District funds designated for Security Guard Services, as more particularly described in
the MOU; and further authorize the City Manager to finalize and execute the MOU.
Applicable Area
North Beach
Is this a "Residents Right
to Know" item, pursuant to
City Code Section 2-14?
Yes
Legislative Tracking
Facilities and Fleet Management
ATTACHMENTS:
Description
Q DRAFT MOU
Does this item utilize G.O.
Bond Funds?
No
Page 319 of 1118
MAt,V11 BEACH
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE CITY OF MIAMI BEACH
AND
ALLISON ISLAND ASSOCIATION, INC.
This Memorandum of Understanding ("MOU") is made and entered into this day of
, 2023 by and between the City of Miami Beach, Florida, a Florida municipal
corporation (hereinafter the "City") and Allision Island Association, Inc., a Florida not -for -profit
corporation (hereinafter the "Association").
RECITALS
WHEREAS, the Allison Island Security Guard Special Taxing District (the "Special Taxing
District") was created pursuant to City Commission Resolution No. 89-19604, adopted on May 10,
1989, and Miami -Dade Ordinance No. 89-125, adopted on December 5, 1989, for the purpose of
constructing a guardhouse and installing gates within City land at the entrance of the Special Taxing
District; and providing a safety and sentinel security guard service; and
WHEREAS, the City Resolution approved a 24 hours a day, seven days a week, 365 days a
year, unarmed, uniformed, security guard service, with a duly licensed and bonded, State of Florida
approved security guard service (the "Services"), to provide such services at the entrance of the
Special Taxing District; and
WHEREAS, pursuant to City Commission Resolution No. 2018-30575, adopted on October
17, 2018, and Miami -Dade County Resolution No. R-590-19, Miami -Dade County transferred control
of the Special Taxing District to the City; and
WHEREAS, pursuant to City Commission Resolution No. 2020-31145, adopted on January
15, 2020, the City and Miami -Dade County entered intro an Interlocal Agreement memorializing the
transfer of control of the Special Taxing District from the County to the City; and
WHEREAS, the boundaries of the Special Taxing District include a portion of Section 11,
Township 53 South, Range 42 East, Miami -Dade County, Florida, being more particularly described
as:
Lots 2 thru 52 of "Indian Creek Subdivision" according to the Plat thereof, as
recorded in Plat Book 31, at Pag 75, of the Public Records of Miami -Dade County,
Florida.
WHEREAS, the City is currently providing the Services for the Special Taxing District pursuant
to a Professional Services Agreement, dated April 1, 2021, between the City and FPI Security
Services, Inc. ("FPI Agreement"); and
WHEREAS, the City provides these Services from the City's guard house ("Guard House"),
on City -owned land bearing Folio No. 02-3211-003-0510, located on Allison Road north of 63`d Street,
the cost of which is paid from the Special Taxing District funds; and
72773499;2 Page 320 of 1118
WHEREAS, the Fiscal Year 2023-2024 budget for the Special Taxing District, in the amount
of $324,000.00, which included an allocation, in the amount of $275,000.00, for the hiring of a security
services company (the "Security Services Contractor"), with the remainder of the budget to be used
for other components of the Services including, without limitation, utilities and maintenance by the
City for the Guard House; and
WHEREAS, between June 17, 2023 and August 25, 2023, 41 of the 50 homeowners voted yes,
authorizing the Association to take over the selection of the security company for the Special Taxing
District and the increased expenditures for heightened security for the Special Taxing District; and
WHEREAS, at the September 27, 2023 City Commission meeting, the Mayor and City
Commission considered an agenda item, entitled "Discuss and Take Action Regarding a Request
from the Allison Island Association ("HOA") to negotiate an Agreement between the HOA and the City,
to permit the HOA to Select and Contract Directly with a Private Security Provider, and Authorize the
City to reimburse the HOA with Special Assessment Revenue from the Allison Island Security Guard
Special Taxing District" and the Mayor and City Commission authorized the City Attorney to negotiate
an agreement with the Association to provide for the security on a reimbursement basis; and
WHEREAS, on December 13, 2029, the Mayor and City Commission adopted Resolution No.
, approving this MOU (the "Resolution"); and
WHEREAS, pursuant to the Resolution, the City and the Association have entered into this
MOU, addressing each parties' respective responsibilities relating to the transfer of responsibility, from
the City to the Association, for providing the Services for the Special Taxing District, commencing during
Fiscal Year 2023-2024 and for subsequent Fiscal Years, subject to budget approval for the amount
allocated to a Security Services Contractor for the Special Taxing District; and
WHEREAS, following receipt of the executed MOU, the City will enter into discussions with FPI
of begin the process of removing the Services from the scope of the FPI Agreement, following which,
the City will notify the Association of the date in which the Security Services Contractor may commence
providing Services.
NOW THEREFORE, in consideration of the mutual terms and conditions, promises, and
covenants set forth herein, the City and the Association agree as follows:
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72773499;2 Page 321 of 1118
ARTICLE I / PROFFER SUMMARY
ASSOCIATION:
Allison Island Association, Inc.
THE ASSOCIATION CONTACT:
Corey Salter, President
ADDRESS:
6470 Allison Road
CITY, STATE, ZIP:
Miami Beach, FL 33141
PHONE, FAX, E-MAIL:
0-646-430-8252/M 203-803-0481
csalter(a)authentic.com
FUNDING AMOUNT:
not to exceed $275,000.00
DESCRIPTION OF SERVICES:
See Exhibit 1 hereto
TERM:
First Annual Term: Beginning on the
Commencement Date of the Services and expire
on September 30, 2024. The Commencement
Date of the Services for the first annual term shall
be on the date following the effective date of
termination/removal of the Services from the FPI
Agreement. With the exception of the first annual
term, which will be shorter, each annual term shall
commence on October 1st and expire on
September 30", each a Fiscal Year.
Annual Renewals: The MOU may be renewed
annually by agreement of the parties, based upon
the approved budget for the applicable Fiscal Year
for the Services under the Special Assessment
District. A party not intending to renew the MOU
shall provide written notice of said intent to the
other party at least 180 days prior to the expiration
of the respective annual Term.
[REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK]
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72773499;2 Page 322 of 1118
ARTICLE II / GENERAL CONDITIONS
1. PARTIES: The parties to this MOU are the Association, listed in Article I, and the City, a
municipal corporation organized under the laws of the State of Florida. The City has delegated the
responsibility of administering this MOU to the City Manager or the City Manager's authorized designee
(the "City Manager's Designee"). The Association warrants and represents that the Association is
authorized to execute this MOU pursuant to a resolution or other required vote of the members of the
Association.
2. DESCRIPTION OF SERVICES: The Association shall provide security services, as more
particularly described in Exhibit 1, attached hereto ("Services"), on behalf of the residents living within
the District. Any modification to Exhibit 1 shall not be effective unless approved by a written amendment
to this MOU signed by the City and the Association.
3. MONITORING AND EVALUATION: The City Manager or the City Manager's Designee may
monitor and conduct an evaluation of the Services, as described in Exhibit 1 of this MOU, which may
include, without limitation, visits by City representatives to the Guard House or other portions of the
District to verify compliance with this MOU.
4. OWNERSHIP OF THE GUARD HOUSE: The guard house and all personal property located
therein, is the Property of the City.
5. AUDIT AND INSPECTIONS: Upon reasonable verbal or written notice to the Association, 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
MOU. The Association shall maintain any and all such records at its place of business at the address
for the Association's Contract, as set forth in Article 1.
6. 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
Page 4
72773499.2 Page 323 of 1118
and procurement process including but not limited to project design, bid specifications, (bid/proposal)
submittals, activities of the Association, 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 Association, the Association 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
Association, its officers, agents and employees, lobbyists, City staff and elected officials to ensure
compliance with the contract documents and to detect fraud and corruption.
D. The Inspector General shall have the right to inspect and copy all documents and records in the
Association'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 subcontractors 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 Association 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 MOU, for
examination, audit, or reproduction, until three (3) years after final payment under this MOU or for any
longer period required by statute or by other clauses of this contract. In addition:
i. If this MOU is completely or partially terminated, the Association shall make available
records relating to the work terminated until three (3) years after any resulting final
termination settlement; and
ii. The Association shall make available records relating to appeals or to litigation or the
settlement of claims arising under or relating to this MOU until such appeals, litigation, or
claims are finally resolved.
F. The provisions in this section shall apply to the Association, its officers, agents, employees,
subcontractors and suppliers. The Association shall incorporate the provisions in this section in all
subcontracts and all other agreements executed by the Association in connection with the performance
of this MOU.
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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 Association or third parties.
7. LIABILITY AND INDEMNIFICATION: The Association shall indemnify, defend and hold
harmless the City and its officers, employees, agents, and contractors, from and against any and all
actions (whether at law or in equity), claims, liabilities, losses, expenses, or damages, including, without
limitation, attorneys' fees and costs of defense, for personal, economic, or bodily injury, wrongful death,
or loss of or damage to property, which the City or its officers, employees, agents and contractors may
incur as a result of claims, demands, suits, causes of action or proceedings of any kind or nature arising
out of, relating to, or resulting from the performance under this MOU by the Association, its officers,
employees, agents, servants, partners, principals or contractors. The Association shall pay all claims
and losses in connection therewith and shall investigate and defend all claims, suits, or actions of any
kind or nature in the name of the City, where applicable, including appellate proceedings, and shall pay
all costs, judgments, and attorneys' fees which may issue thereon. The Association expressly
understands and agrees that any insurance protection required by this MOU, or otherwise provided,
shall in no way limit its obligation, as set forth herein, to indemnify, hold harmless, and defend the City
or its officers, employees, agents, and contractors as herein provided.
8. INSURANCE: The Association shall maintain the below required insurance in effect as of the
date of execution of this MOU and for the duration of the MOU:
A. Verification of Coverage
1. The Association shall provide the required insurance certificates, endorsements or
applicable policy language effecting coverage required by this Section, as follows. All
certificates of insurance and endorsements are to be received prior to any Services
commencing. However, failure to obtain the required coverage prior to the work beginning shall
not waive the Association's obligation to provide them. The City of Miami Beach reserves the
right to require complete, certified copies of all required insurance policies, including
endorsements required by these specifications, at any time.
i. Worker's Compensation Insurance as required by Florida Statute, Chapter 440,
and Employer's Liability Insurance with limits of no less than $1,000,000 per accident for
bodily injury or disease. Should the Association be exempt from this Statute, the Association
and each employee shall hold the City harmless from any injury incurred during performance
of the MOU. The exempt Association shall also submit (i) a written statement detailing the
number of employees and that they are not required to carry Workers' Compensation
insurance and do not anticipate hiring any additional employees during the term of this MOU
or (ii) a copy of a Certificate of Exemption.
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ii. Commercial General Liability on a comprehensive basis, including products and
completed operations, contractual liability, property damage, bodily injury and personal &
advertising injury, with limits of no less than $1,000,000 per occurrence, and $2,000,000
general aggregate.
iii. Automobile Liability Insurance covering all owned, if none owned, then coverage
for hired and non -owned vehicles used in connection with the Services, in an amount not
less than $1,000,000 combined per accident for bodily injury and property damage.
iv. Directors and Officers Insurance coverage, with limit of no less than
$1,000,000.00.
2. Additional Insured Status
The City must be included by endorsement as an additional insured with respect to all liability
policies (except Professional Liability and Workers' Compensation) arising out of the Services
performed on behalf of the Association, including materials, parts, or equipment furnished in
connection with such Services or operations and automobiles owned, leased, hired or borrowed
in the form of an endorsement to the Association's insurance.
3. Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be cancelled, except
with notice to the City c/o EXIGIS Insurance Compliance Services.
4. Waiver of Subrogation
Association hereby grants to City of Miami Beach a waiver of any right to subrogation which any
insurer of the Association may acquire against the City of Miami Beach by virtue of the payment
of any loss under such insurance. Association agrees to obtain any endorsement that may be
necessary to affect this waiver of subrogation, but this provision applies regardless of whether
or not the City of Miami Beach has received a waiver of subrogation endorsement from the
insurer.
4. Acceptability of Insurers
Insurance must be placed with insurers with a current A.M. Best rating of A:VII or higher. If not
rated, exceptions may be made for members of the Florida Insurance Funds (i.e. FWCIGA,
FAJUA). Carriers may also be considered if they are licensed and authorized to do insurance
business in the State of Florida.
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5. Verification of Coverage
The Association shall furnish the City with original certificates and amendatory endorsements,
or copies of the applicable insurance language, effecting coverage required by this MOU. All
certificates and endorsements are to be received and approved by the City before Services
may commence. However, failure to obtain the required documents prior to the Services
beginning shall not waive the Association's obligation to provide them. The City reserves the
right to require complete, certified copies of all required insurance policies, including
endorsements, required by these specifications, at any time.
Certificate Holder
Certificate holder must read:
CITY OF MIAMI BEACH
c/o Exigis Insurance Compliance Services
P.O. Box 947 Murrieta, CA 92564
Kindly submit all certificates of insurance, endorsements, exemption letters to our servicing
agent, EXIGIS, at:
Certificates-miamibeach (a�riskworks.com
6. Special Risks or Circumstances
The City of Miami Beach reserves the right to modify these requirements, including limits, based
on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
B. The Security Services Contractor shall maintain the Insurance Requirements, as more
particularly described in Exhibit 1.
C. Compliance with the foregoing requirements shall not relieve the Association of its
liability and obligation under this section or under any other section of this Agreement. The maintenance
of proper insurance coverage is a material element of the MOU and failure to maintain or renew
coverage may be treated as a material breach of the MOU, which could result in withholding of
payments and/or termination of the MOU.
9. ASSIGNMENT: The Association shall not be permitted to assign this MOU, without the written
approval of the City Manager, and any purported assignment will be void, and shall be treated as an
event of default pursuant to this MOU.
10. COMPLIANCE WITH LAWS: The Association agrees to abide by and be governed by all
applicable Federal, State, County and City laws, including but not limited to Miami -Dade County's
Conflict of Interest and Code of Ethics Ordinance, as amended, which is incorporated herein by
reference as if fully set forth herein, and Chapter 2, Article VI of the City Code, as amended, which is
incorporated herein by reference as if fully set forth herein.
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11. DEFAU LTITERM I NATION PROVISIONS:
A. In the event the Association shall fail to comply with any of the provisions of this MOU, the City
Manager or the City Manager's Designee shall provide the Association with thirty (30) days prior written
notice to cure the default. If the Association fails to cure the default within the cure period, the City shall
have the option to terminate this MOU and the City shall have no further obligation to the Association
under this MOU. In the event of a termination of this MOU, the City shall regain control over the
procurement and management of the Services, without the need for the consent of the Association or
any other party. These provisions shall not waive or preclude the City from pursuing any and all actions
at law or suits in equity or other proper proceedings to obtain damages resulting from the Association's
default. Further, this MOU is not intended to modify, waive or otherwise limit, in any respect, the City's
regulatory powers.
B. TERMINATION FOR CONVENIENCE OF THE CITY
THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS CONVENIENCE AND
WITHOUT CAUSE, TERMINATE THIS MOU AT ANY TIME DURING THE TERM BY GIVING
WRITTEN NOTICE TO THE ASSOCIATION OF SUCH TERMINATION; WHICH SHALL BECOME
EFFECTIVE WITHIN THIRTY (30) DAYS FOLLOWING RECEIPT BY THE ASSOCIATION 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
THE ASSOCIATION, MAY IMMEDIATELY SUSPEND THE SERVICES UNDER THIS MOU FOR A
TIME CERTAIN, OR IN THE ALTERNATIVE, TERMINATE THIS MOU ON A GIVEN DATE. IF THE
MOU IS TERMINATED FOR CONVENIENCE BY THE CITY, THE ASSOCIATION 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 MOU.
12. FLORIDA PUBLIC RECORDS LAW:
A. The Association 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 Association meets the
definition of "Contractor" as defined in Section 119.0701(1)(a), the Association shall:
Keep and maintain public records required by the City to perform the service;
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ii. 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;
iii. 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 MOU if the Association does not transfer the records to
the City;
iv. Upon completion of the MOU, transfer, at no cost to the City, all public records in possession of
the Association or keep and maintain public records required by the City to perform the service. If the
Association transfers all public records to the City upon completion of the MOU, the Association shall
destroy any duplicate public records that are exempt or confidential and exempt from public records
disclosure requirements. If the Association keeps and maintains public records upon completion of the
MOU, the Association 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
i. 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 Association of the request, and the Association must provide the
records to the City or allow the records to be inspected or copied within a reasonable time.
ii. The Association's failure to comply with the City's request for records shall constitute a
breach of this MOU, and the City, at its sole discretion, may: (1) unilaterally terminate the MOU;
(2) avail itself of the remedies set forth under the MOU; and/or (3) avail itself of any available
remedies at law or in equity.
iii. If the Association 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
i. If a civil action is filed against the Association to compel production of public records
relating to the City's contract for services, the court shall assess and award against the Association
the reasonable costs of enforcement, including reasonable attorneys' fees, if:
a. The court determines that the Association unlawfully refused to comply with the public
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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 Association has not complied with the
request, to the City and to the Association.
ii. A notice complies with subparagraph (i)(b) if it is sent to the City's custodian of public
records and to the Association at the Association's address listed on its agreement with the City
or to the Association'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.
iii. If the Association 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 ASSOCIATION HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
ASSOCIATION'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS MOU, 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:RAFAELGRANADOC&MIAMIBEACH FL. GOV
PHONE: 305-673-7411
13. WRITTEN NOTICES: Any notices required under this MOU will be effective when delivered to
the City in writing and addressed to the City Manager's Designee. Any notices required under this MOU
will be effective when delivered to the Association in writing and addressed to the Association Contact,
as identified in Article I.
14. CITY MANAGER'S DESIGNEE: All contract related questions, reports and requests for
reimbursements to be submitted to the City Manager's Designee listed below.
Elizabeth Miro, Interim Director
FACILITIES AND FLEET MANAGEMENT DEPARTMENT
1833 Bay Rd, 2nd Floor, Miami Beach, FL 33139
Tel: 305-673-7000 x 22925 / Mobile: 786-753-4394
Email: ElizabethMiro@miamibeachfl.gov
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ARTICLE III / MISCELLANEOUS PROVISIONS
15. LIMITATION OF LIABILITY:
A. The City desires to enter into this MOU 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 MOU, so that its liability for any such breach never exceeds the sum of $10,000. Association hereby
expresses its willingness to enter into this MOU with Association'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 MOU, Association hereby
agrees that the City shall not be liable to the Association 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 MOU.
B. Nothing contained in this section or elsewhere in this MOU 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.
16. NO DISCRIMINATION: The Association also accepts and agrees to comply with the following
Special Conditions:
The Association hereby agrees that it will comply with City of Miami Beach Human Rights
Ordinance as codified in Chapter 62 of the City Code, as may be amended from time to time, prohibiting
discrimination in employment (including independent contractors), housing and public
accommodations, public services, and in connection with its membership or policies because of actual
or perceived race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation,
marital and familial status, age, disability, ancestry, height, weight, hair texture and/or hairstyle,
domestic partner status, labor organization membership, familial situation, or political affiliation.
17. GOVERNING LAW AND EXCLUSIVE VENUE: This MOU shall be governed by, and construed
in accordance with, the laws of the State of Florida, both substantive and remedial, without regard to
principles of conflict of laws. The exclusive venue for any litigation arising out of this MOU shall be
Miami -Dade County, Florida, if in State court, and the U.S. District Court, Southern District of Florida, if
in federal court. BY ENTERING INTO THIS MOU, THE CITY AND THE ASSOCIATION EXPRESSLY
WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION
RELATED TO, OR ARISING OUT OF, THIS MOU.
18. NO WAIVER: No waiver of any breach or failure to enforce any of the terms, covenants,
conditions or other provisions of this MOU by either party at any time shall in any way affect, limit, modify
or waive either party's right thereafter to enforce or compel strict compliance with every term, covenant,
condition or other provision hereof.
19. CAPTIONS USED IN THIS MOU: Captions, as used in this MOU, are for convenience of
reference only and should not be deemed or construed as in any way limiting or extending the language
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or provisions to which such captions may refer.
20. NO THIRD PARTY BENEFICIARIES: The parties agree that there are no third party
beneficiaries to this MOU and that no third party shall be entitled to assert a claim against any of the
parties based upon this MOU. Nothing herein shall be construed as consent by the City to be sued by
third parties in any manner arising out of this MOU, or other obligations, whether known or unknown to
the parties.
21. TOTAL AGREEMENT: This MOU, including its special conditions and exhibits, represents the
whole and total agreement of the parties. No representations, except those contained within this MOU
and its attachments, are to be considered in construing its terms. No modifications or amendments may
be made to this MOU unless made in writing signed by both parties.
[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, the parties hereto have executed this MOU.
FOR CITY:
ATTEST:
M
Rafael E. Granado, City Clerk
Date
FOR THE ASSOCIATION:
ATTEST:
Robert Franklin, Secretary
Print Name and Title
Date
CITY OF MIAMI BEACH, FLORIDA
Alina T. Hudak, City Manager
ALLISON ISLAND ASSOCIATION, INC.
Authorized Signature
Corey Salter, President
Print Name and Title
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EXHIBIT 1
DESCRIPTION OF SERVICES ("SERVICES")
SERVICES. The Association shall be responsible for procuring the Services, contracting with a Security
Services Contractor of its choosing, and managing the Services on behalf of the Special Taxing District
pursuant to the terms of this MOU. The Association shall be required to hire a licensed, bonded and
insured State of Florida approved Security Services Contractor to provide unarmed security guard
services for the Special Taxing District. The contract with the Security Services Contractor
("Association -Security Contract") will include the provision of any required equipment and/or vehicle
necessary to provide the Services and the Services shall, at minimum, include providing a security
guard at the Guard House 24 hours per day, 365 days per year. The contract term for the Association -
Security Contract shall run concurrent with this MOU, subject to termination upon Termination of this
MOU, with annual terms, subject to budgetary approval for the Special Taxing District for each fiscal
year, and in particular for the total contract amount for the new term of the Association -Security
Contract. The Association shall be responsible for any damage to the Guard House, the personal
property contained therein or the City's land, which is caused by the Association or the Security Services
Contractor, or their respective officers, employees, contractors, or agents.
The Association is encouraged to pay the living wage in connection with the Services in accordance
with Section 2-8-9 of the Code of Miami -Dade County.
REIMBURSEMENT FOR SECURITY SERVICES. Approximately thirty (30) days prior to the
Commencement Date of the first annual term and October 11t of any subsequent Fiscal Year, the
Association shall send the City a bill for the amount equal to 1/12th of the total annual budgeted amount
for the Services for a given fiscal year (the "Initial Draw"). Thereafter, the Association shall pay for the
Services and then submit to the City Manager's designee monthly reimbursement requests
("Reimbursement Request(s)"). The Reimbursement Requests shall include the supportive
documentation including, without limitation, invoices, cancelled checks, time records for the security
personnel, credit card receipts, and any other additional records which the City may request to confirm
the Services or payment thereof for the period of the Reimbursement Request (collectively, the
"Supporting Documentation"). Within ten (10) days following the end of the initial month for the first
annual term or subsequent Fiscal Year, the Association shall provide the City with the Supporting
Documentation for the Initial Draw and refund to the City any overpayment. The cost of the Services
for each Fiscal Year shall not exceed the budgeted amount for a Security Services Contractor.
Under no circumstances will the City have any responsibilities under the agreement between
the Association and the Security Services Contractor, including, without limitation, any
obligation to pay the Security Services Contractor directly.
INSURANCE REQUIREMENTS FOR SECURITY SERVICES CONTRACTOR. The Association shall
ensure that the Security Services Contractor shall maintain the Insurance Requirements attached
hereto as Exhibit 2 and shall include the Association and the City as additional named insureds in
connection with the Comprehensive General Liability, Automobile Liability, and Umbrella Liability
insurance policies. The Association shall notify the City Manager's designee of any changes in the
status of the insurance coverages and provide the City Manager's designee with a copy of the insurance
certificates upon each renewal. If the agreement with the Security Services Contractor provides for a
performance bond in favor of the Association, the Association will also ensure that the City is included
as a dual oblige.
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EXHIBIT 2
INSURANCE REQUIREMENTS FOR A SECURITY SERVICES CONTRACTOR
The Security Services Contractor shall maintain the below required insurance in effect as of the date of
execution of the agreement between the Association and the Security Services Contractor ("Security
Services Agreement') and for the duration of the Security Services Agreement:
A. Verification of Coverage. The Security Services Contractor shall provide the required insurance
certificates, endorsements or applicable policy language effecting coverage required by this Exhibit 2,
as follows. All certificates of insurance and endorsements are to be received prior to any Services
commencing. However, failure to obtain the required coverage prior to the work beginning shall not
waive the Security Services Contractor's obligation to provide them. The City of Miami Beach reserves
the right to require complete, certified copies of all required insurance policies, including endorsements
required by these specifications, at any time.
1. Worker's Compensation Insurance as required by Florida Statute, Chapter 440, and Employer's
Liability Insurance with limits of no less than $1,000,000 per accident for bodily injury or disease.
Should the Security Services Contractor be exempt from this Statute, the Association shall include
an indemnification clause in the agreement with the Security Services Contractor, under which
provision the Security Services Contractor agrees to hold the City and the Association harmless
from any injury incurred during performance of the agreement. The exempt Security Services
Contractor shall also submit (i) a written statement detailing the number of employees and that they
are not required to carry Workers' Compensation insurance and do not anticipate hiring any
additional employees during the term of the agreement or (ii) a copy of a Certificate of Exemption.
2. Commercial General Liability on a comprehensive basis, including products and completed
operations, contractual liability, property damage, bodily injury and personal & advertising injury,
with limits of no less than $1,000,000 per occurrence, and $2,000,000 general aggregate.
3. Automobile Liability Insurance covering all owned, if none owned, then coverage for hired and
non -owned vehicles used in connection with the Services, in an amount not less than $1,000,000
combined per accident for bodily injury and property damage.
4. Umbrella Liability Insurance coverage, with limit of no less than $5,000,000.
B. Additional Insured Status
The City and the Association must be included by endorsement as an additional insured with respect
to all liability policies (except Professional Liability and Workers' Compensation) arising out of the
Services performed by the Security Services Contractor, including materials, parts, or equipment
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furnished in connection with such Services or operations and automobiles owned, leased, hired or
borrowed in the form of an endorsement to the Security Services Contractor 's insurance.
C. Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be cancelled, except with
notice to the City c/o EXIGIS Insurance Compliance Services.
D. Waiver of Subrogation
Security Services Contractor shall grant to the City and the Association a waiver of any right to
subrogation which any insurer of the Security Services Contractor may acquire against the City and/or
the Association by virtue of the payment of any loss under such insurance. The Association shall ensure
that the Security Services Contractor obtains any endorsement that may be necessary to affect this
waiver of subrogation, but this provision applies regardless of whether or not the City has received a
waiver of subrogation endorsement from the insurer.
E. Acceptability of Insurers
Insurance must be placed with insurers with a current A.M. Best rating of A:VII or higher. If not rated,
exceptions may be made for members of the Florida Insurance Funds (i.e. FWCIGA, FAJUA). Carriers
may also be considered if they are licensed and authorized to do insurance business in the State of
Florida.
F. Verification of Coverage
The Association shall furnish the City with original certificates and amendatory endorsements, or copies
of the applicable insurance language, effecting coverage required by this Exhibit 2. All certificates and
endorsements are to be received and approved by the City before Services may commence. However,
failure to obtain the required documents prior to the Services beginning shall not waive the Association's
obligation to provide them. The City reserves the right to require complete, certified copies of all
required insurance policies, including endorsements, required by these specifications, at any time.
Certificate Holder
Certificate holder must read:
CITY OF MIAMI BEACH
c/o Exigis Insurance Compliance Services
P.O. Box 947 Murrieta, CA 92564
Kindly submit all certificates of insurance, endorsements, exemption letters to our servicing agent,
EXIGIS, at:
Certificates-miam ibeach(a)riskworks.com
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G. Special Risks or Circumstances
The City of Miami Beach reserves the right to modify these requirements, including limits, based on the
nature of the risk, prior experience, insurer, coverage, or other special circumstances.
H. Compliance with the foregoing requirements shall not relieve the Association of its liability and
obligation under this Exhibit 2 or any other section of this MOU. The maintenance of proper insurance
coverage for the Security Services Contractor is a material element of the MOU and failure to maintain
or renew coverage may be treated as a material breach of the MOU, which could result in withholding
of payments and/or termination of the MOU.
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