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Resolution 2024-32882 RESOLUTION NO! 2024-32882 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM, A MAINTENANCE MEMORANDUM OF AGREEMENT (MMOA) WITH THE FLORIDA DEPARTMENT OF TRANSPORTATION (FDOT), ADDRESSING EACH PARTY'S RESPECTIVE MAINTENANCE RESPONSIBILITIES RELATING TO PUMP STATIONS, DRAINAGE SYSTEMS, SEAWALLS & OTHER MISCELLANEOUS FEATURES LOCATED WITHIN THE PROJECT LIMITS OF SR-A1A (COLLINS AVENUE) FROM 25TH STREET TO 26TH STREET, AND SR- A1A(INDIAN CREEK DRIVE) FROM COLLINS AVENUE TO 41ST STREET; AND FURTHER AUTHORIZING THE CITY MANAGER TO FINALIZE AND EXECUTE THE MMOA. WHEREAS, Indian Creek Drive is considered one of the City's main corridors, forming a southbound artery between North/Mid Beach and South Beach, which serves to provide access for emergency services, and as a hurricane evacuation route; and WHEREAS, during extreme high tide events during spring and fall, Indian Creek Drive, would consistently flood between 26th and 34th Streets; and WHEREAS, FDOT has jurisdiction over State Road (SR)A1A(Collins Avenue) from 25th Street to 26th Street, and SR-A1A (Indian Creek Drive) from Collins Avenue to 41st Street (SR- 112), which is located within the limits of the City; and WHEREAS, the City and FDOT mutually recognize that it is in the best interest of the public to improve SR-A1A (Collins Avenue) from 25th Street to 26th Street, and SR-A1A (Indian Creek Drive)from Collins Avenue to 41st Street(SR-112) (the "Project Limits"); and WHEREAS, the City, pursuant to Project FM#439228-2-58-01, agreed to design and construct permanent roadway and seawall improvements(the"Project,")along the Project Limits, within FDOT and City right-of-way; and WHEREAS, certain improvements were constructed within private properties pursuant to license agreements, easements, or other permissions or property rights secured by the City from the private property owners; and WHEREAS, the City and FDOT have negotiated the essential terms of a Maintenance Memorandum of Agreement (MMOA), setting forth the responsibilities of each party with regard to the maintenance of the improvements within the Project Limits; and WHEREAS, pursuant to the proposed MMOA, the City will be taking over the routine maintenance of the pump structure system built within the Project Limits, drainage features built within the City's right of way, the seawall and riprap, some miscellaneous features built outside of FDOT's right way, and devices used to separate the bicyclists from the travel lanes; and WHEREAS, as part of Financial Project 439228-2-58-01, on September 30, 2016,the City and FDOT entered into a Department Funded Agreement (DFA), as amended, for roadway and drainage improvements on S.R. A1A/Indian Creek Drive from 41st Street to 26th Street (M.P. 1.034 to M.P. 0.232); and WHEREAS,the City Manager recommends that the Mayor and City Commission approve, in substantial form, the MMOA, a draft copy of which is attached to the City Commission Memorandum accompanying this Resolution as Exhibit "A"; and further authorize the City Manager to finalize and execute the MMOA. 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 Maintenance Memorandum of Agreement (MMOA) with the Florida Department of Transportation (FDOT), addressing each party's respective maintenance responsibilities relating to pump stations, drainage systems, seawalls & other miscellaneous features located within the Project Limits of SR-AlA (Collins Avenue) from 25th Street to 26th Street, and SR-MA (Indian Creek Drive) from Collins Avenue to 41st Street; and further authorize the City Manager to finalize and execute the MMOA. PASSED and ADOPTED this .3l day of .74444 , 2024. • ATTEST: Steven Meiner, Mayor 73iFEB 0 6 2024 Rafael E. Granada, City Clerk Wit • '; kIN(ORP ORATED.•' Sponsored by Commissioner Alex J. Fernandez .tiR �..1.... �; ,_- 464cr7 26 APPROVED AS TO FORM & LANGUAGE &FOR EXECUTION (\Y )— City Attorney Y Date :i. I Resolutions -C7 L MIAMI BEACH COMMISSION MEMORANDUM • TO: Honorable Mayor and Members of the City Commission FROM: Alina T. Hudak, City Manager DATE: January 31, 2024 SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM, A MAINTENANCE MEMORANDUM OF AGREEMENT (MMOA) WITH THE FLORIDA DEPARTMENT OF TRANSPORTATION (FDOT), ADDRESSING EACH PARTY'S RESPECTIVE MAINTENANCE RESPONSIBILITIES RELATING, TO PUMP STATIONS, DRAINAGE SYSTEMS, SEAWALLS & OTHER MISCELLANEOUS FEATURES LOCATED WITHIN THE PROJECT LIMITS OF SR-A1A (COLLINS AVENUE) FROM 25th STREET TO 26TH STREET, AND SRA1A (INDIAN CREEK DRIVE) FROM COLLINS AVENUE TO 41ST STREET; AND FURTHER AUTHORIZING THE CITY MANAGER TO FINALIZE AND EXECUTE THE MMOA. RECOMMENDATION The City Manager recommends adopting the Resolution. BACKGROUND/HISTORY Indian Creek Drive is considered one of the City's main corridors, forming a southbound artery between North/Mid Beach and South Beach. It provides emergency services and serves as a hurricane evacuation route. During extreme high tide events during spring and fall, Indian Creek Drive,would consistently flood between 26th and 34th Streets. ANALYSIS FDOT has jurisdiction over State Road (SR) A1A (Collins Avenue) from 25 th Street to 26th Street, and SR-A1A(Indian Creek Drive)from Collins Avenue to 41st Street(SR-112),which is located within the limits of the City. The City and FDOT mutually recognize that it is in the best interest of the public to improve SR-A1A (Collins Avenue) from 25th Street to 26th Street, and SR-A1A (Indian Creek Drive) from Collins Avenue to 41st Street (SR-112) (the "Project Limits"). The City, pursuant to Project FM#439228-2-58-01, agreed to design and construct permanent roadway and seawall improvements (the "Project,") along the Project Limits, within FDOT and City right-of-way. Certain improvements were constructed within private properties pursuant to license agreements, easements, or other permissions or property rights secured by the City from the private property owners. Page 663 of 2002 The City and FDOT have negotiated the essential terms of a Maintenance Memorandum of Agreement (MMOA), setting forth the responsibilities of each party with regard to the maintenance of the improvements within the Project Limits, a draft copy of which is attached hereto as Exhibit"A". Pursuant to the proposed MMOA, the City will be taking over the routine maintenance of the pump structure system built within the Project Limits, drainage features built within the City's right of way, the seawall and riprap and some miscellaneous features built outside of FDOT's right way. The proposed MMOA also provides that the City will maintain devices used to separate the bicyclists from the travel lanes. As part of Financial Project 439228-2-58-01, on September 30, 2016, the City and FDOT also entered into a Department Funded Agreement (DFA), as amended, for roadway and drainage improvements on S.R. A1A/Indian Creek Drive from 41st Street to 26th Street (M.P. 1.034 to M.P. 0.232). SUPPORTING SURVEY DATA Results from the 2022 Resident Survey related to the City's perception and satisfaction show an overall approval of 67.4%, and rated the City as a good place to live. . FINANCIAL INFORMATION • No fiscal impact. CONCLUSION The City Manager recommends adopting the Resolution. Applicable Area • Middle Beach Is this a"Residents Right Does this item utilize G.O. to Know" item.pursuant to Bond Funds? City Code Section 2-14? Yes No. Strategic Connection Prosperity- Revitalize targeted areas and increase investment. Legislative Tracking Public Works' ATTACHMENTS: Description o Resolution o MMOA- CMB - Pump Station Indian Creek FDOT CMB Exhibit Ato Memo Page 664 of 2002 EXHIBIT "A" FLORIDA DEPARTMENT OF TRANSPORTATION PUMP STATION, DRAINAGE SYSTEMS, SEAWALL & MISCELLANEOUS FEATURES MAINTENANCE MEMORANDUM OF AGREEMENT WITH THE CITY OF MIAMI BEACH This AGREEMENT, entered into on , 20 , by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an agency of the State of Florida, hereinafter called the DEPARTMENT, and the CITY OF MIAMI BEACH, a municipal corporation of the State of Florida, hereinafter called the CITY, and collectively referred to as the PARTIES. RECITALS: A. The DEPARTMENT has jurisdiction over State Road (SR) AlA (Collins Avenue) from 25th Street to 26th Street, and SR-AlA (Indian Creek Drive) from Collins Avenue to 41st Street (SR-112) , which is located within the limits of the CITY; and B. The PARTIES to this AGREEMENT mutually recognize that it is in the best interest of the Public to improve SR-AlA (Collins Avenue) from 25th Street to 26th Street, and SR-AlA (Indian Creek Drive) from Collins Avenue to 41st Street (SR-112) , the limits of which are described in the attached Exhibit "A" (the "PROJECT LIMITS") , which by reference shall become a part of this AGREEMENT; and C. The CITY, pursuant to PROJECT FM#439228-2-58-01, has agreed to design and construct permanent roadway and seawall improvements, collectively referred to as the "PROJECT, " along the PROJECT LIMITS, within DEPARTMENT and CITY right-of-way; and D. The PARTIES agreed to have the CITY undertake administration of the PROJECT design and construction, to expedite delivery of the PROJECT in compliance with all design criteria and legal requirements . E. The CITY represents and agrees that to the extent the PROJECT improvements have been developed within private properties, it has acquired license agreements, easements, or any other necessary permissions or property rights ("PRIVATE PROPERTY Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 1 of 15 Page 667 of 2002 AGREEMENTS") to design and construct the PROJECT improvements, in accordance with all applicable Local, State, and Federal laws; and F. The PARTIES to this AGREEMENT mutually recognize the need for entering into an agreement designating and setting forth the responsibilities of each party with regards to the maintenance of the PROJECT; and G. The CITY, by Resolution No. , dated attached hereto as Exhibit "B", which by reference shall become a part of this AGREEMENT, desires to enter into this AGREEMENT, and authorizes its officers to do so. NOW, THEREFORE, in consideration of the mutual benefits contained herein and other good and valuable consideration, the PARTIES covenant and agree as follows: 1. RECITALS The recitals in this AGREEMENT are true and correct and are incorporated herein by reference and made a part hereof. 2. TERM OF AGREEMENT The effective date of this AGREEMENT is the date on which the last party executes this AGREEMENT, and this AGREEMENT shall continue so long as the PROJECT improvements remain in place. 3. ASSIGNMENT OF MAINTENANCE RESPONSIBILITIES The PARTIES agree that the execution of this AGREEMENT shall constitute an assignment of all maintenance responsibilities pertaining to certain PROJECT improvements specified below to belong to the CITY upon the DEPARTMENT' S issuance of final acceptance of the PROJECT and as more specifically set forth herein. 4 . MAINTENANCE RESPONSIBILITIES OF THE PARTIES The CITY and the DEPARTMENT, as applicable, shall maintain certain PROJECT improvements specified below within the DEPARTMENT and CITY right-of-way. The maintenance shall be performed in accordance with all applicable standards set forth in the PROJECT plans, PROJECT specifications, special provisions, Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 2 of 15 Page 668 of 2002 permit requirements and maintenance manuals provided as part of the PROJECT. 4 .1 General Requirements: The CITY' S general maintenance obligations, with respect to the PROJECT improvements for which the CITY is responsible, shall include, but shall not be limited to the following: a. Removing and disposing of litter in accordance with all applicable government rules, regulations, policies, procedures, guidelines, and manuals, as amended from time to time. b. Maintaining a service log of all maintenance operations that sets forth the date of the maintenance activity, the location that was maintained, and the work that was performed. c. Submitting lane closure requests to the DEPARTMENT when maintenance activities will require the closure of a traffic lane in the DEPARTMENT' s right-of-way. Lane closure requests shall be submitted through the District Six Lane Closure Information System, and in accordance with the District Six Lane Closure Policy, as may be amended from time to time. d. Regarding the PROJECT improvements located within private property, the PARTIES shall work together to secure from the private property owners all necessary property rights transferred to the DEPARTMENT in order for the DEPARTMENT to access the private properties and perform the maintenance or repairs required to be performed by the DEPARTMENT. 4.2 Pump Station System: a. The CITY agrees to operate and routinely maintain the PUMP STRUCTURE SYSTEM (as defined below) , including payment of all associated utility bills . b. The PUMP STRUCTURE SYSTEM includes the pump station well, the four pollution control structures and components, all pipes connecting the pollution control structures, energy dissipator, sluice gates, weirs, bulkhead walls, rip rap, pump station control panel, control panel concrete pad, generator, generator concrete pad, pumps, motors, impellers, and variable frequency drives (VFDs) (the "PUMP STRUCTURE SYSTEM") . Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 3 of 15 Page 669 of 2002 c. The CITY' S maintenance responsibilities for the PUMP STRUCTURE SYSTEM along the PROJECT LIMITS, within DEPARTMENT and CITY right-of-way shall include, but shall not be limited to, the following: i . Periodically inspecting and maintaining the PUMP STRUCTURE SYSTEM and all its associated features (electrical, mechanical, etc. ) in accordance with the manufacturer' s minimum care and maintenance requirements, and in accordance with the PROJECT plans and specifications, but never less than once per contractual year. ii . Adhering to the safety precautions prescribed by the manufacturer and enumerated in the PROJECT plans and specifications . iii . Complying with all applicable government rules, regulations, policies, procedures, guidelines, and manuals, as the same may be amended from time to time. iv. The CITY will keep electronic records of all inspections and maintenance services performed. Upon request by the DEPARTMENT, the CITY shall provide the service records for review. v. Paying all costs associated with repairs, that may include replacement of parts, of the PUMP STRUCTURE SYSTEM, that are not included as part of the repair work described in the definition of MAJOR REPAIRS (as defined in the below subsection (d) ) . d. The DEPARTMENT will be solely responsible for any MAJOR REPAIRS along the PROJECT LIMITS, within DEPARTMENT and CITY right- of-way. The CITY must notify the DEPARTMENT as soon as the need for a MAJOR REPAIR is discovered. MAJOR REPAIRS shall only include a complete replacement of any major components of the PUMP STRUCTURE SYSTEM. Major components include pump station well, four pollution control structures, bulkhead walls, pump station control panel, generator, energy dissipator, sluice gates, pumps and variable frequency drives (VFDs) . When a MAJOR REPAIR is required, the DEPARTMENT at its own expense, shall complete all necessary MAJOR REPAIRS within sixty (60) days of the date the deficiency is identified. The Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 4 of 15 Page 670 of 2002 DEPARTMENT, however, shall not be responsible for the following MAJOR REPAIRS, for which the CITY shall be solely responsible at the CITY' S own expense : i . Any MAJOR REPAIRS that are needed as a result of the CITY' S failure to perform its maintenance responsibilities pursuant to this AGREEMENT, or ii . Any MAJOR REPAIRS that are the result of a negligent act of the CITY in performing its maintenance responsibilities pursuant to this AGREEMENT. 4 .3 Drainage Features: a. With the exception of the CITY' S maintenance responsibilities described in Section 4 .2 of this AGREEMENT, the DEPARTMENT will maintain all drainage features built inside the DEPARTMENT' S right-of-way. b. All PROJECT drainage features built within the CITY' s right- of-way shall be maintained by the CITY. c. The CITY shall be responsible for ensuring that all PROJECT drainage features built on private property are maintained, which efforts may include enforcing the private property owner' s maintenance obligations under the PRIVATE PROPERTY AGREEMENTS. d. For the purpose of defining maintenance limits, the DEPARTMENT' S maintenance will end at the cross walk at each of the CITY' S side streets . e. The CITY' S maintenance responsibilities pertaining to drainage features shall include, but shall not be limited to the following: i . Maintaining the drainage features operating as originally designed. Cleaning and desilting the drainage features, including but not limited to pipes, inlets, manholes, structures, trench drains, yard drains, of debris and other materials that can accumulate throughout the life of the system. ii . Performing routine and regular inspection of the drainage features to assure that the systems are fully functional . Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 5 of 15 Page 671 of 2002 iii . Identifying, repairing, and replacing damaged and failing components . iv. Maintaining all outfalls . f. When remedial action is required, the CITY at its own expense, shall enforce the PRIVATE PARTY AGREEMENTS and/or complete all necessary repairs within a time frame that minimizes public exposure to unsafe conditions, not exceeding sixty (60) days of the date the deficiency is identified. g. For all drainage features connected to the DEPARTMENT' S systems, all inspections and maintenance shall follow all Local, State, and Federal guidelines and laws, and shall comply with all terms of State permit requirements. 4 .4 SEAWALL AND RIP RAP: a . The CITY shall inspect and repair all seawalls and rip-rap outside of the DEPARTMENT'S right-of-way in accordance with CITY' S standards and specifications. b. The CITY shall be responsible for ensuring that all seawalls and rip-rap built on private property are maintained, which efforts may include enforcing the private property owner' s maintenance obligations under the PRIVATE PROPERTY AGREEMENTS. c. The CITY' S maintenance responsibilities for the seawalls and rip rap shall include, but shall not be limited to, the following: i . Periodically inspecting and maintaining the seawalls and rip-rap in accordance with the PROJECT plans and specifications, but never less than once every five years . ii. Complying with all applicable government rules, regulations, policies, procedures, guidelines, and manuals, as the same may be amended from time to time governing the particular seawall . iii . Performing visual inspections of both above and underwater elements to detect deficiencies, including, Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 6 of 15 Page 672 of 2002 but not limited to, spalls, delamination, corrosion, and scour. d. When remedial action is required, the CITY at its own expense, shall commence to enforce the PRIVATE PARTY AGREEMENTS or complete all necessary repairs within a time frame that minimizes public exposure to unsafe conditions, not exceeding sixty (60) days of the date the deficiency is identified. 4.5 Miscellaneous PROJECT Features outside DEPARTMENT right-of- way: a. The CITY built features outside of the DEPARTMENT' S right-of- way including but not limited to guardrail, barrier walls, sidewalks, curbs, signs, lighting, pedestrian ramps, driveways, and fences . With respect to these improvements outside the DEPARTMENT' S right-of-way, the CITY shall be responsible for ensuring that these features are maintained, which efforts may include enforcing the private property owner' s maintenance obligations under the PRIVATE PROPERTY AGREEMENTS. b. When remedial action is needed, the CITY, at its own expense, shall commence to enforce the applicable PRIVATE PARTY AGREEMENTS or complete all necessary repairs within a time frame that minimizes the public exposure to unsafe conditions, not exceeding sixty (60) days of the date the deficiency is identified. c. The CITY shall submit all services logs, inspections and surveys to the DEPARTMENT Warranty Coordinator. d. The DEPARTMENT may, at its sole discretion, perform periodic inspections of the improvements to be maintained by the CITY herein to ensure that the CITY is performing its duties pursuant to this AGREEMENT. The DEPARTMENT shall share with the CITY its inspection findings and may use those findings as the basis for sending the CITY a notice to cure as set forth in Section 5 of this AGREEMENT. 4 . 6 Miscellaneous Features inside DEPARTMENT right-of-way: a. The CITY shall maintain and replace all devices used to separate the bicyclists from the travel lanes . This includes the products currently proposed for this PROJECT, and all Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 7 of 15 Page 673 of 2002 future products used. All alternate products need to be approved by the DEPARTMENT before implementation . New locations will also need to be approved by the DEPARTMENT before implementation. b. The CITY shall be responsible for sweeping the areas between the devices used to separate the bicyclists from the travel lanes and the curb, including the curb. This also includes a distance of 100 feet beyond each location where these devices are installed when mechanical sweepers cannot be utilized. c. The CITY shall maintain all features associated with bus- stops . The DEPARTMENT shall maintain the curb. d. The CITY shall perform routine and regular inspections of these features to assure that each are fully functional, including but not limited to, identifying, repairing, and replacing damaged and failing components. e. When remedial action is required, the CITY at its own expense shall complete all necessary repairs within sixty (60) days of the date the deficiency is identified. 5. DEFAULT If either party fails to observe or perform any covenant, condition, or agreement contained herein, the non-defaulting party shall provide the defaulting party with a sixty (60) calendar day written notice to cure. If the defaulting party fails to cure within the sixty (60) calendar day notice period (or such longer time period agreed by the PARTIES in writing) , then the defaulting party shall be in default of this AGREEMENT and the non-defaulting party may, at its sole and exclusive discretion, elect to cure any default and invoice the defaulting party for the actual expenses incurred. Notwithstanding the foregoing, the CITY shall not be in default of this AGREEMENT, as a result of a private property owner' s failure to maintain the PROJECT improvements located within the private property; provided that within the sixty (60) day cure period, the CITY commences its efforts to ensure that the private property owner performs the required maintenance obligation, and thereafter continues its efforts with due diligence until such time as the default has been cured. Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 8 of 15 Page 674 of 2002 6. NOTICES All notices, requests, demands, consents, approvals, and other communication which are required to be served or given hereunder, shall be in writing and shall be sent by certified U. S. mail, return receipt requested, postage prepaid, addressed to the party to receive such notices as follows : To the DEPARTMENT: Florida Department of Transportation 1000 Northwest 111 Avenue, Room 6205 Miami, Florida 33172-5800 Attn: District Maintenance Engineer To the CITY: City of Miami Beach 1700 Convention Drive Miami Beach, Florida 33139 Attention: Public Works Director With a copy to: City of Miami Beach 1700 Convention Drive Miami Beach, Florida 33139 Attention: City Manager Notices shall be deemed to have been received upon actual receipt. 7. REMOVAL, RELOCATION, OR ADJUSTMENT OF THE IMPROVEMENTS a. The PARTIES agree that the improvements located within the DEPARTMENT' S right-of-way may be removed, relocated, or adjusted at any time in the future, at the DEPARTMENT' S sole discretion. In the event that the DEPARTMENT relocates or adjusts any improvements within the DEPARTMENT'S right-of-way, which the CITY has specifically agreed to maintain herein, the CITY' s maintenance responsibilities for those improvements will survive the relocation or adjustment, as long as the materials remain within the PROJECT LIMITS. b. In the event that the DEPARTMENT is required to replace improvements within its right-of-way at any time as part of maintenance activities, a roadway project, or related construction activities, the DEPARTMENT shall replace in kind, and the CITY' S maintenance obligations under this AGREEMENT shall survive said replacements as long as the improvements remain within the PROJECT LIMITS. However, the CITY may, with Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 9 of 15 Page 675 of 2002 the written approval of the DEPARTMENT, make upgrades within the PROJECT LIMITS at its sole cost and expense with the understanding that the CITY shall assume all maintenance obligations for the upgrades, and, if the Parties deem necessary, enter into a new maintenance agreement for said upgrades . c . The PARTIES agree that the improvements located within the CITY' S right-of-way may be removed, relocated, or adjusted at any time, in the future, upon coordination between the CITY and the DEPARTMENT. In the event that the CITY relocates or adjusts any improvements within the CITY' S right-of-way, which the DEPARTMENT has specifically agreed to maintain herein, the DEPARTMENT' S maintenance responsibilities for those improvements will survive the relocation or adjustment, as long as the materials remain within the PROJECT LIMITS. 8. TERMINATION This AGREEMENT may be terminated only if mutually agreed to by both PARTIES and such termination shall be valid only if made in writing and executed with the same formalities as this AGREEMENT. 9. MISCELLANEOUS TERMS a. E-Verify The CITY shall : i . Utilize the U. S . Department of Homeland Security' s E- Verify system to verify the employment eligibility of all new employees hired by the Vendor/Contractor during the term of the contract; and ii . Expressly require any subcontractors performing work or providing services pursuant to the state contract 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 subcontractor during the contract term. (Executive Order Number 2011-02) The CITY shall insert the above clause into any contract entered into by the CITY with vendors or contractors hired by the CITY for purposes of performing its duties under this AGREEMENT. Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 10 of 15 Page 676 of 2002 b. This writing embodies the entire AGREEMENT and understanding between the PARTIES hereto and there are no other agreements and understanding, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. c. This AGREEMENT shall not be transferred or assigned, in whole or in part, without the prior written consent of the DEPARTMENT and the CITY. d. This AGREEMENT shall be governed by and constructed in accordance with the laws of the State of Florida. Any provisions of this AGREEMENT found to be unlawful or unenforceable shall be severable and shall not affect the validity of the remaining portions of the AGREEMENT. e . Venue for any and all actions arising out of or in connection to the interpretation, validity, performance or breach of this AGREEMENT shall lie exclusively in a state court of proper jurisdiction in Miami-Dade County, Florida. f. A modification or waiver of any of the provisions of this AGREEMENT shall be effective only if made in writing and executed with the same formality as this AGREEMENT. g. The section headings contained in this AGREEMENT are for reference purposes only and shall not affect the meaning or interpretation hereof. h. No term or provision of this AGREEMENT shall be interpreted for or against either Party because the Party or its legal representative drafted the provision. i. The DEPARTMENT and the CITY are state agencies, self-insured and subject to the provisions of Section 768 . 28, Florida Statutes, as may be amended from time to time. Nothing in this AGREEMENT shall be deemed or otherwise interpreted as waiving the PARTIES' sovereign immunity protections, or as increasing the limits of liability as set forth in Section 768 . 28, Florida Statutes . Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 11 of 15 Page 677 of 2002 10 . INSURANCE a. The PARTIES hereto acknowledge that the PARTIES are governmental entities subject to the provisions of Section 768 . 28, Florida Statutes . Each party shall maintain a fiscally sound and prudent risk management program with regard to its obligations under this Agreement and in accordance with the provisions of Section 768 .28, Florida Statutes . Each party shall collect and keep on file documentation of insurance of any and all contractors procured by it which may participate in any way in the PROJECT. b. With regard to work to be done inside the DEPARTMENT'S property, the CITY shall cause its contractors to add the DEPARTMENT and the CITY as additional insureds and Certificate Holders in their general insurance policies during the term of this AGREEMENT. Such insurance shall include Products/Completed Operations coverage . Prior to commencement of any work by the CITY' S contractors, the CITY shall provide the DEPARTMENT with its contractors' ACORD Certificates of Liability Insurance and Additional Insured Endorsements naming the DEPARTMENT and the CITY as additional insureds . The DEPARTMENT shall be notified in writing within ten (10) days of any cancellation, notice of cancellation, lapse, renewal, or proposed change to any policy or coverage described herein . c. With regard to work to be done inside of the CITY' S property, the DEPARTMENT shall cause its contractors to add the CITY and the DEPARTMENT as additional insureds and Certificate Holders in their general insurance policies during the term of this AGREEMENT. Such insurance shall include Products/Completed Operations coverage. Prior to commencement of any work by the DEPARTMENT' S contractors, the DEPARTMENT shall provide the CITY with its contractors' ACORD Certificates of Liability Insurance and Additional Insured Endorsements naming the CITY and the DEPARTMENT as additional insureds . The CITY shall be notified in writing within ten (10) days of any cancellation, notice of cancellation, lapse, renewal, or proposed change to any policy or coverage described herein. Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 12 of 15 Page 678 of 2002 IN WITNESS WHEREOF, the PARTIES hereto have caused these presents to be executed the day and year first above written. CITY OF MIAMI BEACH: STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION: BY: BY: CITY Manager District Director of Transportation Operations ATTEST: (SEAL) ATTEST: CITY Clerk Executive Secretary EGAL REVIEW: APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION BY: BY: CITY Attorney District Chief Counsel Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 13 of 15 Page 679 of 2002 EXHIBIT 'A' PROJECT LIMITS Below are the limits of the improvements to be maintained by the CITY under this AGREEMENT. State Road Number: AlA Local Street Names : Collins Avenue and Indian Creek Drive PROJECT LIMITS: Collins Avenue from 25th St to 26th St, and Indian Creek Dr. from Collins Ave to 41st St County: Miami-Dade Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 14 of 15 Page 680 of 2002 EXHIBIT 'B' CITY OF MIAMI BEACH RESOLUTION To be herein incorporated once ratified by the CITY Board of Commissioners . Maintenance Memorandum of Agreement between Florida Department of Transportation and City of Miami Beach Page 15 of 15 Page 681 of 2002