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1726 Interlocal Agrmt w/UCF re: Econ. Distressed AreasInterlocal Agreement Between The City Of Sanford And The University of Central Florida Relating To Economically Distressed Areas Analysis This Interlocal Agreement, is made and entered into this2, day of July, 2015, notwithstanding the dates of the signatures hereon, .by and between the City of Sanford, a political subdivision of the State of Florida, whose address is 300 North Park Avenue, Sanford, Florida 32771 (hereinafter referred to as the "CITY") and the University of Central Florida, by and on behalf of its Board of Trustees, whose address is University of Central Florida, 4000 Central Florida Boulevard, Orlando, Florida 32816, (hereafter referred to as either "UCF"). WITNESSETH: Whereas, City Commission of the City of Sanford and UCF desire to cooperate and collaborate in the study that is the subject of this Interlocal Agreement; and Whereas, the CITY and UCF desire to cooperate with regard to accomplishing a study that will assist in the revitalization and redevelopment of the City of Sanford for the benefit of the citizens of Sanford; and Whereas, this Interlocal Agreement serves a public purpose and is authorized pursuant to the provisions of controlling Florida law. Now, Therefore, in consideration of the premises and the promises, covenants, agreements and commitments contained herein and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged by both parties, the parties agree as follows. Section 1. Recitals. The above recitals are true and correct and form a material part of this Interlocal Agreement upon which the parties have relied. Section 2. Term. This Interlocal Agreement shall become effective upon 1 approval by the governing bodies of the CITY and UCF and shall remain in effect This Interlocal Agreement shall begin on May 1, 2015 (notwithstanding the dates of the signatures hereon) and shall not extend beyond September 30, 2015 unless the period is extended by modification of this Interlocal Agreement by mutual consent of the parties as approved by UCF and the City Manager of the City. Section 3. Collaboration; Scope Of Work; Employee Status. (a). UCF shall provide all the necessary personnel and facilities to perform the services of this Interlocal Agreement. UCF shall perform the services, and City shall provide any materials for use in UCF performing such services, as: (1). In conjunction with the Seminole County Health Department, UCF School of Public Administration researchers will compile a demographic profile of economically distressed areas in the City. (2). The following components will be included in the analysis of economically distressed areas in the City: (A). Identify and describe economical distressed areas in the City. (B). Demographics of current populations (e.g., income, education, occupation, percent homeownership, race, ethnicity, female householder). (C). Creation of maps to demonstrate demographics of population and population trends. (D). Identification of social, economic, political, housing, infrastructure, police community relations and cultural concerns of residents in economically distressed areas. (b). UCF shall organize a planning review team of stakeholders to work with consultants in design of process to solicit community input. 2 (c). UCF shall conduct 3-4 focus groups of 8-10 people. (d). UCF shall identify nonprofit, community, faith based and government service providers offering services to targeted areas. (e). As part of the citizens participation, UCF shall engage community stakeholders in identifying and conducting a comprehensive assessment of needs in the distressed areas. (f). Upon completion of the demographic profile and assessment of the needs in the distressed areas, UCF shall submit a final report to include a summary of findings and recommendations from community stakeholders. (g). The schedule for performance is as follows (will be adjusted by actual start date): Task Target Completion Date Planning meeting with Sanford staff and Research Team. Demographic data collection to identify and describe economically distressed areas. Meeting with City staff and Commissioner get acquainted and review scope of services and discuss expectations. Recruit stakeholders planning Team and conduct meeting to explain project, get acquainted and review scope of services. GIS Mapping and data analysis. Development of Research questions and Proposal. Interim Report. Submit Project Proposal to Institutional Review Board (IRB). Data collection. April 8, 2015 April 15 — May 1, 2015 April 22, 2015 May 14, 2015 June 15 — June 30, 2015 June 30, 2015 July 10, 2015 June 15 — July 15, 2015 June 15 - August 30, 2015 3 Conduct focus groups. GIS Mapping and data analysis. Final Report. July 15 - August 30, 2015 July 15 - August 30, 2015 September 30, 2015 (h). The lead contacts for UCF shall be the following: Technical: Dr. Vanessa Lopez -Littleton UCF College of Health and Public Affairs 4364 Scorpius Street Orlando, Florida 32816-1395 Phone: 407-823-3926 Email: vanessa.lopez.littleton@ucf.edu Contractual: Shannon Moran University of Central Florida 12201 Research Parkway, Suite 501 Orlando, Florida 32826 Phone: 407-823-3186 Email: Shannon.Moran@ucf.edu (i). Persons employed or retained by UCF in the performance of services and functions pursuant to this Interlocal Agreement shall have no claim to pension, workers' compensation, unemployment compensation, civil service or other employee rights or privileges granted to the City's officers and employees either by operation of law or by the City. UCF assumes total and plenary responsibility for salaries, employment benefits, contractual rights and benefits, contract payments, and Federal, State and local employment taxes, if any, attributable to UCF personnel and agrees, to the extent permitted by Florida law, to indemnify and hold the City harmless from any responsibility for same. UCF also agrees to place this provision in all contracts and agreements with its agents and contractors pertaining to the any project of UCF such that its agents and contractors shall assume all such liability and shall indemnify and hold UCF and the City harmless from any and all such costs and liability. 4 Section 4. Invoice Schedule; Fee; Process. (a). UCF shall invoice the City as follows: (1). For 50% of the fee upon execution of this Interlocal Agreement. (2). For 40% of the fee upon submission of the Final Report. (3). For 10% of the fee upon acceptance of the Final Report by the City Manager. (b). The City shall pay UCF a fee of $4,998.00. (c). UCF shall submit invoices to the City at the following address: Sanford City Hall, 300 N. Park Avenue, Sanford, Florida 32771. (d). The City shall remit payments to UCF at: University of Central Florida, Contracts & Grants, Post Office Box 160118, Orlando, Florida 32816-0118. Section 5. Remedies. Each party shall have any and all remedies as permitted by law; provided, however, that the parties agree to provide for positive dialogue and communications if disputes or disagreements arise as to the interpretation or implementation of this Interlocal Agreement and agree to comply with the alternative dispute resolution processes set forth in any interlocal agreement relating to said subject. Section 6. Force Majeure. In the event any party hereunder fails to satisfy a requirement imposed in a timely manner, due to a hurricane, flood, tornado, or other Act of God or force majeure, then said party shall not be in default hereunder. Section 7. Binding Effect. This Interlocal Agreement shall be binding upon and inure to the benefit of the parties hereto and the successors in interest, transferees and assigns of the parties. Section 8. Assignment. This Interlocal Agreement shall not be assigned by s either party without the prior written approval of the other. Section 9. Insurance And Indemnification. (a). The parties shall maintain their respective insurance programs and policies in effect during the term of this Interlocal Agreement. (b). To the fullest extent permitted by law, each party shall indemnify, hold harmless and defend the other party and its agents, servants, officers, officials and employees, or any of them, from and against any and all claims, damages, losses, and expenses including, but not limited to, attorneys fees and other legal costs such as those for paralegal, investigative, and legal support services, and the actual costs incurred for expert witness testimony, arising out of or resulting from the performance or provision of services required under this Interlocal Agreement. (c). In accordance with Section 725.06, Florida Statutes, adequate consideration has been provided, if necessary, for the undertaking of this obligation, the receipt and sufficiency of which is hereby specifically acknowledged. (d). Nothing herein shall be deemed to affect the rights, privileges, and immunities of either party as set forth in Section 768.28, Florida Statutes. Section 10. Records And Audits. The parties shall maintain in their places of business any and all books, documents, papers and other evidence pertaining to work performed under this Interlocal Agreement. Such records shall be available at the parties' places of business at all reasonable times during the term of this Interlocal Agreement and for so long as such records are maintained thereafter. Records shall be maintained in accordance with State law and generally accepted accounting and auditing principles. 6 Section 11. Notices. (a). For the present, the parties designate the following as the representative places for giving of notice, to -wit: For UCF: Contractual: Shannon Moran University of Central Florida 12201 Research Parkway, Suite 501 Orlando, Florida 32826 Phone: 407-823-3186 Email: Shannon.Moran@ucf.edu For the City: Norton N. Bonaparte, Jr. City Manager 300 North Park Sanford, Florida 32771 With a copy to: Mr. Andrew Thomas Senior Project Manager 300 North Park Avenue Sanford, Florida 32771 (b) Either of the parties may change, by written notice as provided herein, the addresses or persons for receipt of notices. All notices shall be effective upon receipt. Section 12. Standards Of Conduct/Public Records. (a). The parties shall not discriminate on the grounds of race, color, religion, sex, or national origin in the performance of work under this Interlocal Agreement or violate any laws pertaining to civil rights, equal protection or discrimination. (b). The parties reserve the right to unilaterally terminate this Interlocal Agreement if the other party refuses to allow public access to all documents, papers, letters, or other materials subject to provisions of Chapter 119, Florida Statutes, and other applicable law, and made or received by the party in conjunction, in any way, with this Interlocal Agreement. The City and UCF shall allow public access to all public record documents, papers, letters or other materials that have been made or received by the City and UCF in conjunction with this Interlocal Agreement. (c). The parties shall not engage in any action that would create a conflict of interest or which would violate or cause others to violate the provisions of Part 111, Chapter 112, Florida Statutes, relating to ethics in government. Section 13. Controlling Laws/Venue/Interpretation. (a). This Interlocal Agreement is to be governed by the laws of the State of (b). Venue for any legal proceeding related to this Interlocal Agreement shall be in the Eighteenth Judicial Circuit Court in and for Seminole County, Florida. (c). This Interlocal Agreement is the result of bona fide arms length negotiations between UCF and the City and all parties have contributed substantially and materially to the preparation of this Interlocal Agreement. Accordingly, this Interlocal Agreement shall not be construed or interpreted more strictly against any one party than against any other party. (d). In performing under this Interlocal Agreement, the parties shall abide by all laws, statutes, ordinances, rules, and regulations pertaining to, or regulating the performance set forth herein, including those now in effect and hereafter adopted. Any violation of said laws, statutes, ordinances, rules, or regulations shall constitute a material breach of this Interlocal Agreement, and shall entitle the non -violating party to terminate this Interlocal Agreement immediately upon delivery of written notice of termination to the violating party. s Section 14. Termination. (a). This Interlocal Agreement may be terminated by either party at any time by the terminating party providing written notice to the other party of the termination. In the event of termination, UCF will be paid for all costs incurred and any non -cancelable obligations properly incurred through the date of termination. (b). This Interlocal Agreement shall terminate upon the completion of the distressed areas work and the submission of the final Consultant report to the City Manager. Section 15. Waiver. The failure of a party to insist in any instance upon the strict performance of any provision of this Interlocal Agreement or to exercise any right or privilege granted to the party hereunder shall not constitute or be construed as a waiver of any such provision or right and the same shall continue in force. Section 16. Severability. Each provision of this Interlocal Agreement is intended to be severable. If any term or provision hereof is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the remainder of this Interlocal Agreement. Section 17. Entire Interlocal Agreement/Integration. This Interlocal Agreement constitutes the complete and entire agreement between UCF and the City with respect to the subject matter hereof, and supersedes any and all prior agreements, arrangements or understandings, whether oral or written, between the parties relating thereto, all of which have been integrated herein. 9 Section 18. Headings. All sections and description headings in this Interlocal Agreement are inserted for convenience only, and shall not affect the construction or interpretation of this Interlocal Agreement. Section 19. Counterparts. This Interlocal Agreement may be executed in any number of counterparts, each of which, when executed and delivered, shall be an original, but all counterparts shall together constitute one and the same instrument. Section 20. Modification. This Interlocal Agreement may not be amended, changed, or modified, and material provisions hereunder may not be waived, except by a written document, of equal dignity herewith; provided, however, that this Interlocal Agreement anticipates the entering of memoranda of understanding as set forth herein. In Witness Whereof, the parties have caused this Interlocal Agreement to be executed on the day and year first written above: SIGNATURE PAGE FOLLOWS: 10 Attest. Ws&fno 0 0 �-- By: Cynthia Porter City Clerk Date For use and reliance of the Sanford City Commission only Attest For the use and reliance of the University of Central Florida Approved as to form and legal sufficiency. University Attorney Luis" By: Pri ted Name: S�n,vwrm Kctt kn Printed Title: fto- t�CunqqCr Date:115 11 T: City Clerk .: Request for Services — Interlocal Agreement between the City and UCF The item(s) noted below is/are attached and forwarded to your office for the following action(s): ❑ Development Order ❑ ❑ Final Plat (original mylars) ❑ ❑ Letter of Credit ❑ ❑ Maintenance Bond ❑ Ordinance ❑ ❑ Performance Bond ❑ Resolution El Once completed, please: ❑ Return original ❑ Return copy Special Instructions: Mayor's signature Recording Rendering Safe keeping (Vault) Please advise if you have any questions regarding the above. Thank you! Andrew Thomas_ From T:\Dept_forms\City Clerk Transmittal Memo - 2009.doc _8/10/15 Date