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Professional Services Agreement between CMB & Miami Rescue Mission, Inc Docusign Envelope ID:EOAF11D1-ABE7-42FO-AB97-7 657 84F48476 20 2 Ste-" 33 ! 23 Docusign Envelope MD:5512D98B-CAFE-42.79-AF51-02E367561422 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF MIAMI BEACH OCT 0 8 2025 AND MIAMI RESCUE MISSION, INC. FOR EMERGENCY SHELTER SERVICES lota12025 i a.26 EDT This Professional Services Agreement(°Agreement")is entered into this day of 2025, with an effective date of October 5, 2025("Effective Date"), between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139 ("City), and MIAMI RESCUE MISSION, INC., whose address is 3553 NW 50Ch Street, Miami, Florida 33142 ("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 shall be the Housing and Community Services Director. 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 pad 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. SECTION 2 SCOPE OF WORK(SERVICES) 2.1 The scope of work to be performed by Contractor is set forth in Exhibit"A"entitled "Scope of Services,"attached hereto and incorporated herein, 2.2 Contractor's Services, and any deliverables incident thereto, shall be completed in accordance with the timeline and/or schedule in Exhibit"A,"entitled"Scope of Services" hereto. SECTION 3 TERM The term of this Agreement("Term")shall commence upon the Effective Date of this Agreement by all parties hereto (the Effective Date set forth on p.1 hereof) and shall continue for five (5) 1 Docusign Envelope ID:EOAF1101-ABE7-42FQ-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 years, unless otherwise terminated by the City. The terms of this Agreement can be extended for an additional two(2),two(2)year renewal terms with the approval of the City Manager. 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 FIXED FEE 4.1 For the term of this Agreement, the City agrees to pay a fixed fee of$25.00 per bed, per day, for a minimum of fifteen(15)beds,totaling One Hundred Thirty Six Thousand Eight Hundred Seventy Five Dollars ($136,875.00)per year for Year One of this Agreement, to be used by Contractor to provide Emergency Shelter Services (such Services as set forth in Exhibit"A" hereto). In Year Two, the fixed fee shall be $25.75 per bed, per day, for a minimum of fifteen (15) beds, totaling One Hundred Forty Thousand Nine Hundred Eighty-One Dollars and Twenty-Five Cents (140,981.25). In Year Three (leap year), the fixed fee shall be $26.52 per bed, per day, for a minimum of fifteen (15)beds, totaling One Hundred Forty-Five Thousand Five Hundred Ninety- Four Dollars and Eighty Cents($145,594.80).In Year Four,the fixed fee shall be$27.32 per bed, per day, for a minimum of fifteen (15) beds, totaling One Hundred Forty-Nine Thousand Five Hundred Seventy-Seven Dollars ($149,577.00), in Year Five, the fixed fee shall be $28.14 per bed,per day,for a minimum of fifteen(15)beds,totaling One Hundred Fifty-Four Thousand Sixty- Six Dollars and Fifty Cents($154,066.50). If renewal terms are exercised,the daily bed rate shall continue to increase by 3% annually as stipulated in the original terms of the Agreement. Additional beds may be purchased at the same rate per day, per bed, if requested by City and available. 4.2. Contractor shall be compensated for the Services, as set forth in Section 2 and Exhibit "A", as follows: The Contractor shall submit monthly requests for payment no later than the 5th day of the succeeding month,Compensation wilt be issued in corresponding monthly installments. Invoices are payable upon receipt of an invoice that is acceptable to the City. Advance payments are not allowed. The aggregate annual fee shall not exceed the sums sot forth in subsection 4.1 unless additional beds are requested by and provided to the City. Invoices for services taking place prior to the beginning of the Agreement term are not reimbursable.Similarly, invoices for services taking place after the end of the Agreement term are not reimbursable. The City assumes no obligation to provide financial support of any type in excess of the total Agreement amount.All amounts submitted to the City must not be submitted to any other funding agency for payment. Contractor's compensation shall be tuwther subject to and conditioned upon all or any portion of the Services to be provided herein being allowable and within the Scope of Services delineated irk Exhibit"A." 2 Docusign Envelope ID:EOAF11D1-ABE7-42FO-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 4.3 INVOICING Contractor shall provide the City with a detailed invoice,on a monthly basis,by the 5'h day of each month, that details all services performed by Contractor in a particular month. In the event that the fifth of the month lands on a Saturday, Sunday or holiday, the report must be submitted the following business day. Monthly reports and reimbursement requests may be submitted via any of the following methods: • Electronic mail • Hand delivery • Standard mail to: Alba Tarre, Department Director Office of Housing and Community Services 1700 Convention Center Drive Miami Beach, Florida 33139 Alba Tarre@miamibeachfl.gov Contractor's invoices are subject to the review and approval of the City Manager and/or his or her designee, who shalt be the Department Director of the Office of Housing and Community Services. The City shall not remit any payments to Contractor unless Contractor provides the City with a detailed invoice that is acceptable to the City. 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 be signed by an authorized employee of the Contractor, shall include a detailed description of the Services(or portions thereof)provided,and shall be submitted to the City at the following address: Alba Terre, Department Director Office of Housing and Community Services 1700 Convention Center Drive Miami Beach, Florida 33139 AlbaTarre@rniarnibeachfl.gov 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. 3 Docusign Envelope ID:EOAF11D1-ABE7-4210-AB97-765784F48476 Docusign Envelope ID:5512D9B6-CAFE-4279-8F51-02E367561422 Notwithstanding the foregoing, if the performance of the Services by Contractor under this Agreement is creating a temporary or permanent public health, welfare or safety issue, as determined by the City Manager, in the City Manager's sole discretion, the City Manager may immediately suspend the Services under this Agreement for a time certain, or, in the alternative, terminate this Agreement on a given date, without providing Contractor with an opportunity to cure. 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 by 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 he entitled to recover alt 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) DAYS FOLLOWING RECEIPT BY THE CONTRACTOR OF SUCH NOTICE. 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. 5.4 TERMINATION DUE TO LACK OF FUNDING The City may also, through its City Manager, terminate this Agreement due to lack of funds, should available funding be reduced or should funding for the Services not be approved through the City's budgetary process during the Term of this Agreement, by giving written notice to the Contractor of such termination. Following termination pursuant to this section 5.4, the City shall be discharged from any and all liabilities, duties, and terms arising out of, or by virtue of, this Agreement. 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 4 Docusign Envelope ID:EOAF11D1-ABE7-42FO-A89 7-76 5 7 84F48476 Docusign Envelope ID:5512D988-CAFE-4279-8F51-02E367561422 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 othor 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 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 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 reviewed and approved by the City's Risk Manager. The Contractor shall maintain and carry in full force during the Term, the following insurance: 1. Comprehensive General Liability insurance in an amount not less than $500,000 combined single limit per occurrence and $1,000,000 aggregate in a policy year. Deductibles exceeding$1,000 are discouraged,unless Contractor can provide financial statements to support a higher deductible. The City of Miami Beach must be designated and shown as an additional insured and the certificate holder with respects to this coverage. The general liability policy must contain coverage for the following: a. Bodily Injury; b. Property Damage; c. No endorsement for premises only operations. 2. if applicable,Contractor Professional Liability insurance,with coverage amounts net less than $250,000 per claim and In the aggregate. Defense costs may be inside the limits of liability and the policy can be written on claims made form.The City of Miami Beach is not required to be named as an Additional insured. Professional liability insurance is generally required when the scope of services uses professional services that require certification or license(s)to provide direct services to program participants. 3. Workers Compensation & Employers Liability, as required pursuant to Florida Statutes. Worker's Compensation Insurance must cover all employees, non-incorporated independent contractors or Contractors, and incorporated independent contractors or Contractors that do not have worker's compensation coverage or a valid State of Florida exemption on file with the Department of Labor, as required by Florida Statutes, Chapter 440. In the event that the Contractor is no longer exempt from obtaining Worker's Compensation insurance, the Contractor must notify the City of Miami Beach and provide the necessary certificate of insurance upon the termination of the exemption.The employer's liability portion will be$500,000/$500,000/$500,000 as a minimum. r Docusign Envelope ID:EOAF11D1-ABE7-42F0-A897-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 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 "t3+" as to management and not less than"Class VI"as to strength by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All of Contractor's certificates shall contain endorsements providing that written notice shall be given to the City at toast thirty(30)days prior to termination,cancellation or reduction in coverage in the policy.The insurance certificates for General Liability shall include the City as an additional insured and shall contain a waiver of subrogation endorsement. Original certificates of insurance must be submitted to the City's Risk Manager for approval(prior to any work and/or services commencing)and will be kept on tile 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. Failure by Contractor to comply with Section 6.2 shall be a material breach of this Contract. The City will not disburse any funds under this Agreement until all required Certificates of Insurance have been provided to and have been approved by the City's Risk Manager. 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. Contractor and or Contractor's insurance agent, as applicable, shall notify the City, in writing, of any material changes in insurance coverage, including,but not limited to,any renewals of existing insurance policies,not later than thirty(30)days prior to the effective date of making any material changes to the insurance coverage except for ten (10) days for lack of payment changes. Contractor shall be responsible for ensuring that all applicable insurance is maintained and submitted to the City for the duration of this Agreement. In the event of any change In Contractor's Scope of Services, as set forth in Exhibit "A", the City may increase, waive, or modify in writing any of the foregoing insurance requirements. Any request by a Contractor to decrease,waive,or modify any of the foregoing insurance requirements must be approved, in writing, by the City prior teany such decrease, waiver, or modification. In the event that an Insurance policy is canceled, 4tapst3., or expired during the effective period of this Agreement, the City shall withhold all payments to Contractor until a now Certificate of Insurance required under this section Is submitted and approved by the City. The now insurance policy shall cover the time period commencing from the date of cancellation of the prior insurance policy. The City may require Contractor to furnish additional and different insurance coverage, or both, as may be required from time to time under applicable federal or state laws or the City requirements. Provision of insurance by Contractor, in no Instance, shall be deemed to be a release, limitation, or waiver of any claim,cause of action or assessment that the City may have against Contractor for any liability of any nature related to performance under this Agreement or otherwise. All insurance required hereunder may be maintained by Contractor pursuant to a master or blanket policy or policies of insurance 6 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 D<x:usign Envelope ID:5512D9BB-CAFE-4279.8F51-02E367561422 SECTION 7 LITIGATION JURISDICTION/VENUE/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 $10,000.00. 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$10,000.00. 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 the sum of$10,000.00. Nothing contained in this section or elsewhere in this Agreement is in any way Intended to be a waiver of the limitation placed upon the City's liability, as set forth In Section 768.28, Florida Statutes. SECTION 9 DUTY OF CARE/COMPLIANCE WITH APPLICABLE LAWS/PATENT RIGHTS; COPYRIGHT AND CONFIDENTIAL FINDINGS 9.1 DUTY OF CARE With respect to the performance of the work and/or service contemplated heroin, Contractor shall exercise that degree of skill, care, efficiency and diligence normally exorcised by reasonable persons and/or recognized professionals with respect to the performance of comparable work and/or services. 9.2 COMPLIANCE WITH APPLICABLE LAWS In its performance of the work and/or services, 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 7 Docusign Envelope ID:EOAF1101-ABE7-42F0-Aa97-7 6 5784F48476 Docusign Envelope ID:5512D98B-CAFE-4279-8F51-02E367561422 he 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. 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.,gAM--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 shalt 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, including Contractor's financial records. Contractor shalt maintain any and all such records at its place of business at the address set forth in the "Notices" section of this Agreement. Contractor agrees to submit its agency financial audit to the City within 30 days of completion, at least once during the Term 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. (E3) 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 shaft 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 Docusign Envelope ID:EOAF1101-ABE7-42F0-AB97-765784F48476 Docuskgn Envelope ID:5512D96B-CAFE-4279-8F51-02E367561422 to audit,investigate,monitor,oversee,inspect and review operations activities, performance and procurement process including but not limited to pro)ect 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. (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 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 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: I. 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 li. 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,subcontractors 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. Contractor shall be responsible for all Services performed,and all expenses incurred, under this Agreement, Including services provided and expenses incurred by any and all subcontractors. 9 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID 5512D9BB-CAFE-4279-8F51-02E367561422 The City shall not be liable to any subcontractor for any expenses or liabilities incurred under any subcontract. Contractor shall be solely liable for any expenses or liabilities incurred under any subcontract. Contractor shall hold harmless and defend, at Contractor's expense, the City against any claims, demands or actions related to any subcontract. 10.4 NON-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 (including independent contractors), 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, hair texture and/or hairstyle, domestic partner status, tabor organization membership, familial situation, or political affiliation. 10.5 CONFLICT OF INTEREST The 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,and as may be amended from time to time;and by the City of Miami each Charter and Code(as may be amended from time to time); both of which are incorporated by reference Herein as if fully set forth herein. The Contractor covenants that it presently has no interest and shall not acquire any interest, direct or Indirectly, which could conflict in any manner or degree with the performance of the Services. The Contractor further covenants that in the performance of this Agreement, Contractor shall not employ any person having 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 there from. • 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: The Miami Rescue Mission, Inc. Attn:Antonio Villasuso, President 3350 NW 50'^Street Miami, Florida 33142 (305) 571-2232 10 Docusign Envelope ID:EOAF11D1-A8E7-42F0-AB97-765764F48476 Docusign Envelope ID:5512D98B-CAFE-4279-8F51-02E367561422 TO CITY: City of Miami Beach Office of Housing and Community Services Attn:Alba Ana Terre, Department Director 1700 Convention Center Drive Miami Beach, Florida 33139 (305)673-7491 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 malt,return receipt requested,hand delivered,or by overnight delivery. In the event an alternate notice address Is properly provided,notice shall be sent to such alternate address in addition to any other address which notice would otherwise be sent, unless other delivery instruction as specifically provided for by the party entitled to notice. Notice shall be deemed given on the day on which personally served,or the day of receipt by either U.S.certified mail or overnight delivery. 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 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. 12.4 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 cc received pursuant to law or ordinance or in 11 Docusign Envelope ID:E0AF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:551209B6-CAFE-4279-8F51-02E367561422 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(1Xa),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 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. (Cl) REQUEST FOR RE.COROS;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 falls 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 attorney 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. 12 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 (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 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, 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 aaMIAMIBEACHFL.GOV PHONE: 305-673-7411 12.5 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. 12.6 CONFIDENTIALITY Contractor and the City understand that during the course of performing the Services hereunder, each party may have access to certain confidential and proprietary information and materials of the other party in order to further performance of the Services. The parties shall protect confidential information and comply with applicable federal and state laws on confidentiality to prevent unauthorized use, dissemination or publication of confidential information as each party uses to protect its own confidential information in a like manner. The parties shall not disclose confidential information to any third party(except that such information may be disclosed to such party's attorneys), or to any employee of such party who does not have a need to know such information, which need is related to performance of a responsibility hereunder. However, this Agreement imposes no obligation upon the parties with respect to confidential information which (a)was lawfully known to the receiving party before receipt from the other, (b) is or becomes a matter of public knowledge through no fault of the receiving party,(c)is rightfully received by the receiving party from a third party without restriction on disclosure,(d)is independently developed by or for that party. (e)is disclosed under operation of law, (f)is disclosed by the receiving party with the other party's prior written approval, or (g) is subject to disclosure pursuant to Public .13 Docusign Envelope ID:EOAF1101-ABE7-42FO-AB97-765784F48476 Docusign Envelope ID 5512D988-CAFE-4279-8F51-02E367561422 Records Laws including, without limitation, Chapter 119 of the Florida Statutes or is otherwise required to be disclosed by law. The confidentiality provision of this Agreement shall remain in Wit force and effect after the termination of this Agreement. 12.7 DATA SECURITY OBLIGATION Contractor shall maintain an appropriate level of data security for the personally identifiable information(PII)which Contractor is collecting or using in the performance of this Agreement. PII is Information that can uniquely identify, contact, or locate a single person or can be used with other sources to uniquely identify individuals. Contractor shall maintain and adhere to a written Data Security Policy that addresses requirements regarding the protection of PII from unauthorized access and protection against data breaches, and ensures Contractor Is in compliance with applicable federal and state standards with respect to transmission, receipt and storage of PII on Contractor's computing network and as paper records. This policy shall address the topics of computer passwords,screensavers that lock computers,securing physical facilities, storing data, data use, data confidentiality agreements, and staff training related to the policy. Additionally, Contractor is responsible for approving and tracking all Contractor employees who request system or information access and ensuring that user access has been removed from all terminated employees of Contractor.All employees and independent contractors performing work or duties related to this Agreement will sign a Data Confidentiality Agreement prior to beginning work related to this Agreement Contractor must also abide by all requirements to protect client protected PII. 12.8 'INTENTIONALLY DELETEDI 12.9 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" (ME 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 subcontractor 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 subcontractor. If Contractor enters into a contract with an approved subcontractor, the subcontractor must provide the Contractor with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Contractor shall maintain a copy of such affidavit for the duration of this Agreement 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 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. 14 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID.5512D9BB-CAFE-4279-8F51-02E367561422 (2) If the City has a good faith belief that a subcontractor 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 subcontractor. Contractor's failure to terminate a subcontractor shall be an event of default under this Agreement, entitling City to terminate this Agreement for cause. (3) A contract terminated under the foregoing Subsection (13)(1) or (B)(2) is not in breach of contract and may not be considered as such. (4) The City or Contractor or a subcontractor may file an action with the Circuit or County Court to challenge a termination under the foregoing Subsection 03)(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 ne 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. 12.10 CONTRACTOR'S COMPLIANCE WITH ANTI-HUMAN TRAFFICKING LAWS Contractor agrees to comply with Section 787.06,Florida Statutes,as may be amended from time to time, and has executed the Anti-Human Trafficking Affidavit, containing the certification of compliance with anti-human trafficking laws, as required by Section 787.06(13), Florida Statutes, a copy of which is attached hereto as Exhibit"B". 12.11 PROHIBITION ON CONTRACTING WITH A BUSINESS ENGAGING IN A BOYCOTT Contractor warrants and represents that it is not currently engaged in, and will not engage in,a boycott, as defined in Section 2-375 of the City Code. In accordance with Section 2-375.1(2)(a) of the City Code, Contractor hereby certifies that Contractor is not currently engaged in, and for the duration of the Agreement, will not engage in a boycott of Israel. 12.12 PROHIBITION ON CONTRACTING WITH AN INDIVIDUAL OR ENTITY WHICH HAS PERFORMED SERVICES FOR COMPENSATION TO A CANDIDATE FOR CITY ELECTED OFFICE —` Contractor warrants and represents that, within two (2) years prior to the Effective Date, Contractor has not received compensation for services performed for a candidate for City elected office, as contemplated by the prohibitions and exceptions of Section 2-379 of the City Code. For the avoidance of doubt, the restrictions on contracting with the City pursuant to Section 2- 379 of the City Code shall not apply to the following: (a) Any individual or entity that provides goods to a candidate for office. (b) Any individual or entity that provides services to a candidate for office if those same services are regularly performed by the individual or entity in the ordinary course of business for clients or customers other than candidates for office. This includes, without 15 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 limitation, banks, telephone or internet service providers, printing companies, event venues, restaurants,caterers,transportation providers,and office supply vendors. (c) Any individual or entity which performs licensed professional services(including for example, legal or accounting services). •12.13 PROHIBITION AGAINST CONTRACTING WITH FOREIGN COUNTRIES OF CONCERN WHEN AN INDIVIDUAL'S PERSONAL IDENTIFYING INFORMATION MAY BE ACCESSED Contractor hereby agrees to comply with Section 287.138, Florida Statutes, as may be amended from time to time,which states that as of January 1, 2024, a governmental entity may not accept a bid on,a proposal for, or a reply to,or enter into,a contract with an entity which would grant tho entity access to an individual's personal identifying information (PII), unless the entity provides the governmental entity with an affidavit signed by an officer or representative of the entity under penalty of perjury attesting that the entity does not meet any of the criteria in Paragraphs 2(a)-(c) of Section 287.138, Florida Statutes:(a)the entity is owned by a government of a foreign country of concern; (b) the government of a foreign country of concern has a controlling interest in the entity; or(c) the entity is organized under the laws of or has its principal place of business in a foreign country of concern(each a'Prohibited Entity"). A foreign country of concern is defined in Section 287.138(1)(c), Florida Statutes, as may be amended from time to time, as the People's Republic of China, the Russian Federation, the Islamic Republic of Iran,the Democratic People's Republic of Korea,the Republic of Cuba,the Venezuelan regime of Nicolas Maduro,or the Syrian Arab Republic, including any agency of or any other entity of significant control of such foreign country of concern.Additionally,beginning July 1,2025,a governmental entity may not extend or renew a contract with a Prohibited Entity. Contractor warrants and represents that it does not fall within the definition of a Prohibited Entity, and as such, has caused an authorized representative of Contractor to execute the"Prohibition Against Contracting with Entities of Foreign Countries of Concern Affidavit", incorporated herein by reference and attached hereto as Exhibit"C". THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. 16 Docusign Envelope ID:E0AF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 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: ATTEST: CITY OF MIAMI BEACH, FLORIDA ,,D/o/'euSlgned by: ,1 `�j• ClYQt1I,Q 6 a a e` `.' i`ITdo, City Clerk ric T Carpenter, .E., City Manager 10/8/2025 I 8:26 EDT Date Date _... FOR CONTRACTOR: MIAMI RESCUE MISSION, INC. ATTEST: By: ,. te_144.1.,A).L.r1w06*7‘, /94,140 Ulltno Print Name Print Name/Title- ? Z Y Z S"_ 7_2 V. Z� Date Oat Corporate Seal APPROVED AS TO FORM &LANGUAGE & FOR EXECUTION liCity Attorney •.- Date r 1/ Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 EXHIBIT"A" SCOPE OF SERVICES The Contractor agrees to provide the following services to individuals referred for emergency shelter placement: Service Units of Service • ',Documentation of Service Bed Roster Report 1 Report Daily Attendance Roster Emergency Housing 15 beds per day, Attendance Roster with additional beds if requested and available Meals 3 meals per day! Attendance Roster per client placed Related Definitions:The Clty's goal is to reduce homelessness by providing emergency shelter to homeless persons as a means of transitioning them to stability and, ultimately, permanent housing. The City adheres to a strengths-based client engagement strategy that seeks to utilize a client's strengths to devise plans that incorporate these natural strengths to overcome existing service gaps or personal barriers. We seek to adhere to cultural competency standards and engage the client at his/her level of comprehension. In order to achieve this and ensure that finite public resources are used efficiently, the City will expect the following: Intake & Consent — The Intake provides prospective clients with an overview of shelter services and the benefits and expectations of program participation. Client consents required for program participation are executed by the City enabling the provision of further services by the City and Contractor. Client Termination—The Contractor may terminate clients for failure to adhere to shelter rules. The Contractor shall notify the City in writing of any terminations and the reasons for such termination. Service Deliverables The Contractor shall provide the following services,as appropriate: 1,Testing for tuberculosis within forty-eight(48)business hours of admittance to shelter. 2. Clean clothing and hygiene products,if available. 3. Random drug and alcohol tests will be conducted monthly and/or at shelter staffs discretion, with test results Included in client's case file. 4. The City reserves the right to conduct periodic audits of client files to ensure adherence to service benchmarks. 5.Access to medical,mental, and substance abuse treatment services. 18 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 Clients will receive case management services from the City with an emphasis on obtaining stability,entitlements,and housing.This includes: 1. Development of a Care Plan and documentation of contacts; 2. Referrals for specialized health, substance abuse, mental health screening and treatment will be made for clients based on need or their request; 3. Referral to other entitlement services including, but not limited to, Veterans Administration, SNAP and Medicaid; 4. Referral to educational and vocational training; 5. Create and maintain client resume on file; 6. Referral for employment; and 7. Referral to permanent housing,among other services Employee/Contractor Filo Review The following documentation must be included in the employee/Contractor file for those employees/Contractors' providing services under this contract. The following must be included In the employee files: Employment Application • Evidence of degree/credentials • Job Description Signed by Employee • Evidence of Required Experience • Florida Background Criminal Screening • Proof of Knowledge of Policies& Procedures • Confidentiality Agreement Re:Client information • Documentation of Agency Training/In-Service Training • Evidence of completion of mandatory inclusion training provided by Pridelines • 1-9 Verification on File The City reserves the right to inspect employee/Contractor files with due notice (at least forty- eight (48) hours in advance of planned site visit) to ensure adherence to contractual expectations. Monitoring&Performance Reviews The City reserves the right to inspect, monitor and/or audit the Contractor to ensure contractual compliance.This includes,but is not limited to: • Review of on-site service delivery • Inspection and review of budgetary and employee files(for those employees providing services under this Agreement) Promotion &Public Relations Requirements The Contractor agrees to receive City of Miami Beach Homeless Outreach Program Brochures and shall make them available to clients during all in-person client interactions. Contractor shall identify the City as fonder in all media, promotional materials and press releases referencing the program's services within the City of Miami Beach. Additional Documentation 19 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 The following documentation must be submitted with this executed agreement: • All required insurance certificates • Copy of most recent financial audit, as appropriate • Copy of required business licenses and permits • List of all members of Contractor's Board of Directors,if applicable • Contractor's Board of Directors by-laws, if applicable • Conflict of Interest policy • Agency 990 Form • Agency W-9 Form THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. 20 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 EXHIBIT"B" ANTI-HUMAN TRAFFICKING AFFIDAVIT In accordance with Section 787.06(13), Florida Statutes,the undersigned,on behalf of Contractor hereby attests under penalty of perjury that Contractor does not use coercion for labor or services as defined in Section 787.06, Florida Statutes,entitled"Human Trafficking". I understand that I am swearing or affirming under oath to the truthfulness of the claims made in this affidavit and that the punishment for knowingly making a false statement includes fines and/or imprisonment. The undersigned is authorized to execute this affidavit on behalf of Contractor. CONTRACTOR: Miami Rescue Mission, Inc.,a Florida not-for-profit corporation. __‘ _ /"„,. .� 3. /U� �d Name/Title: --_.----.._..-- .-- ___--.--._-- (Address) State of _. 12 ►_ County of -_ �,,,.... r The foregoing instrument was acknowledged before me by means of fid'ph1sical presence or 0 onlirie notarization, this _ Zr_ day of --t(,, 202 f by � �A'/,ii thI -----------��'J _. � as -- rn_����------ ._. ...------, of Miami Rescue Mission. Inc., a Florida not-for-profit corporation,known to me to be the person described herein, or who produced,_•._Car5 c.4iwr+,,„.___.--._ .as identification,and who did/did not take an oath. NOTARY PUBLIC: ,-- lfr_IIP.I : r/.5, AXES WH tWOI N 1 1/ --- ---- IC'� Florida ! con Notary ion rr-State; (S' attire) .iz My Comm.E'7,i►tmkm9,2027 1 --� 1 toned thrcu4b National wary Ave. I ' (+ (Print Name) My commission expires:_._ _- 9 Z 7 21 Docusign Envelope ID:EOAF 11 D1-AB E 7-42F0-AB97-765784 F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 EXHIBIT"C" PROHIBITION AGAINST CONTRACTING WITH FOREIGN COUNTRIES OF CONCERN AFFIDAVIT In accordance with Section 287.138, Florida Statutes, incorporated herein by reference, the undersigned,on behalf of Contractor,hereby attests under penalty of perjury that Contractor does not meet any of the following criteria in Paragraphs 2(a)-(c) of Section 287.138, Florida Statutes: (a) Contractor is owned by a government of a foreign country of concern; (b) the government of a foreign country of concern has a controlling interest in Contractor;or(c)Contractor is organized under the laws of or has its principal place of business in a foreign country of concern. I understand that I am swearing or affirming under oath, under penalties of perjury, to the truthfulness of the claims made in this affidavit and that the punishment for knowingly making a false statement includes fines and/or imprisonment. The undersigned is authorized to execute this affidavit on behalf of Contractor. CONTRACTOR: Miami Rescue Mission, Inc., a Florida not-for-profit corporation. 4_47112/1.A0 ofa 3S - A/� ��� < 1 Name/Title: Q /0 (Address) State of 10404 County of Atrl!r1r..--6.Me' The foregoing instrument was acknowledged before me b means of 0 physical presence or n on)0notariyatipn, this 24 ,day, of I t 202S by D,,,iw VI 1146640 , as viecq_ot+ , of Miami Rescue Mission, Inc., a Flori not-for-profit corporation. known to me to be the person described herein, or who produced/ as identification,and who did/did not take an oath. �'+rw`�. NOT�UBUC: (Si..iure) —- fo `% JAMES KNIGHT WHITWORTH (Print Name) ` (+(�n'>>Y Notary Public-State of Florida Commission Y HH 380683 My commission expires: _ . I B ithroughm.ExpiresJun 9,2027 1 Natioonalnal Notary Assn. 1 22 Docusign Envelope ID:EOAF11D1-ABE7-42F0-AB97-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 MI AM I BEACH Contract/Document Routing Form Contract No. Title N/A Professional Services Agreement between the City of Miami Beach and Miami Rescue Mission,Inc. for Emergency Shelter Services Miami Rescue Mission,Inc.d/b/a The Caring Place Office of Housing and Community Services Department Director Name&Signature ACM Name&Signature Dr.Alba A.Tarre[,tra 9/18/2025 112:46 EDT David Martinez LL,,,,i j " 9/26/2025 I 9:26 EDT Document Type(Select One) Type 1-Contract,amendment,change order or task order resulting from a procurement-Issued competitive solicitation. X Type 2-Other contract,amendment,change order or task order not resulting from a procurement-issued competitive solicitation. Type 3-Independent Contractor Agreement(ICA) Type 6-Tenant Agreement Type 4-Grant agreements with the City as the recipient Type 7-Inter-governmental agency agreement Type 5-Grant agreements with the City as the grantor Other: Brief Summary&Purpose • Since 2003,the City has contracted with the Miami Rescue Mission,Inc.,to provide emergency shelter services for homeless men who may otherwise be denied placement due to criminal history or physical impairments.The organization offers low- barrier shelter access and has consistently reserved 15 emergency shelter beds for the City.In support of the City's expanded outreach efforts,Miami Rescue Mission,Inc.enhanced service accessibility by accepting clients on weekends,thereby supporting seven-day-a-week street outreach operations. The current Professional Services Agreement,executed on October 5,2018,secured fifteen(15)emergency shelter beds at an initial rate of$18.04 per bed,per day,which gradually increased to$22.00 over the course of the Agreement and is set to expire on October 4,2025.The Miami Rescue Mission,Inc.has agreed to execute a new Agreement for an initial term of five(5)years, with two(2)additional two-year renewal options at the City Manager's discretion. On June 25,2025,the Mayor and City Commission approved Resolution No.2025-33723,authorizing the execution of a new Agreement with an initial term of(5)years,with two(2)two-year renewal periods at the City's option,for the provision of emergency shelter services,including the minimum guaranteed of fifteen(15)beds per day,at the initial fixed fee of$25 per bed per day,in the base annual amount of$136,875.00 for the first year,with the fixed fee per bed increased by three percent(3%) annually,subject to funding appropriation and approval during the city's budgetary process during each fiscal year;further, approving the purchase of additional beds,as needed, at the applicable fixed fee,subject to funding availability within the department's budget;and further,authorizing the City Manager to finalize and execute the Agreement.The Agreement has been finalized,reviewed,and approved by the City Attorney's Office and signed by the Contractor. The Professional Services provided by the Miami Rescue Mission,Inc.qualify as professional services exempt from formal bidding requirements under Section 287.057(3)(e)(9). Resolution 2025-33723 was passed and adopted by the Mayor and City Commission on June 25,2025,approving the Professional Services Agreement between the City and the Miami Rescue Mission, Inc.,and authorizing the City Manager to sign and execute said Agreement.This item seeks the City Manager's signature on the Agreement. Original Term !Renewal Periods Total Term(Original+Renewals) October 5,2025-October 4,2030 October 5,2031-October 4,2034 Nine(9)years Funding information Grant Funded: 1.111031© No En State IIII Federal II Other: Cost&Funding Source Year Annual Cost Account Require Enhanee rent 1 $136,875.00 Homeless Services 011-0560-000349-23-405-575-00-00-00- Yes X No 1.For contracts longer than five years,contact the Procurement Department. 2.Attach any supporting explanation needed.3. Budget approval indicates approval for the current fiscal year only.Future years are subject to City Commission approval of the annual adopted operating budget. Oocusign Envelope 443:EOAF1101-ASE7-42F4-A697-765784F48476 Docusign Envelope ID:5512D9BB-CAFE-4279-8F51-02E367561422 Authority to Sign City Commission Approved: X Yes No Resolution No.: CC Agenda Item No.: CC Meeting Date: _ 2025-33723 C7 N 6/25/2025 If no,explain why CC approval is not required: Legal Form Approved: I X I Yes I No j If no,explain below why form approval is not necessary: <iiz ✓/�iG/://ii,,,;i9t►}A)� l1f$ IAX>)g;ls�getrlttc11 , Procurement: Grants: N/A Kristy Bada 640,4 9/5/2025 12:31 EDT Budget: �... Information N/A Aarti Ramsubhag 9/9/2025 112:31 EDT Technology: Budget: g/2Q25 1:56 EDT Tameka Otto-Stewart tim Dien 5 ,�( ) .—wwwu+.a Risk Management: Fleet Si N/A Marc Chevalier °a""`""" Facilities: Marc (Iirualatx 9/9/2025 12:03 EDT Human Resources: fA,., Reviewed by: Febe Perez j Ff 9/5/2025) 12:42 EDT Reviewed by: 9/5/2025) 12:58 EDT Theresa Buigas �61'