1736 Intlcl 17/92 CRA Beautification Project `- 1 2016
Monday, February 0
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PURCHASING DEPARTMENT
TRANSMITTAL MEMORANDUM
A
I
T®: City Clerk
RE: Seminole County Services Building- Interlocal Agreement between the US
17/92 CRA and City of Sanford Beautification Project From Park Drive to
First Street Project
The item(s) noted below is/are attached and forwarded to your office for the following action(s):
❑ Development Order ❑ Mayor's signature
❑ Final Plat(original mylars) ❑ Recording
❑ Letter of Credit F-1 Re dcring
❑ Maintenance Bond ® S keepC . ltd
❑ Ordinance ❑ Deputy City Manager
❑ Performance Bond ❑ Payment Bond
❑ Resolution ❑ City Manager Signature
❑ ❑ City Clerk Attest/Signature
❑ City Attorney/Signature
Once completed, please:
❑ Return originals to Purchasing- Department
❑ Return copies
Special Instructions: Safe Keeping
Ma,r4o-b Ord4-� �/, ' /(„
From Date/
T:\Dept_forms\City Clerk Transmittal Memo-2009.doe
INTERLOCAL AGREEMENT BETWEEN THE U.S. 17-92 CRA AND THE CITY
OF SANFORD FOR FUNDING TO CONSTRUCT THE U.S. 17-92
BEAUTIFICATION PROJECT FROM PARK DRIVE TO FIRST STREET
(PROJECT)
THIS INTERLOCAL AGREEMENT is made and entered into by and between the U.S.
17-92 COMMUNITY REDEVELOPMENT AGENCY,a Public Agency created by Resolution
No. 97-R-130, pursuant to Chapter 165, Florida Statutes, whose address is Seminole County
Services Building, 1101 East First Street, Sanford, Florida 32771 (hereinafter referred to as
"CRA"), and the CITY OF SANFORD, a Florida municipal corporation, whose address is 300
North Park Avenue, Sanford, Florida 32771 (hereinafter referred to as "CITY").
WITNESSETH:
WHEREAS, the Project is located in the CITY limits and within the U.S. 17-92
Community Redevelopment Area and is of significant interest and concern to the citizens of the
CITY and Seminole County; and
WHEREAS, the Project in this area will contribute to the general health, safety and
welfare of the residents of the CITY and Seminole County; and
WHEREAS, CITY and CRA have worked together in a cooperative manner relating to
this area and desire to continue to mutually cooperate with each other in order to enhance the
quality of life of the citizens of the CITY and Seminole County,
NOW, THEREFORE, for and in consideration of the promises, mutual covenants and
agreements contained herein by and between the parties and for the mutual benefit of CRA and
CITY, and their respective citizens, the parties agree as follows:
Section 1. Recitals. The foregoing recitals are true and correct and form a material part
of this Agreement upon which the parties have relied.
Interlocal Agreement between the U.S. 17-92 CRA and the City of Sanford
for Construction of the U.S. 17-92 Beautification Project from Park Drive to First Street
Page 1 of 8
Section 2. Purpose of this Agreement. The purpose of this Agreement is to set forth the
terms and conditions associated with the parties' joint responsibilities with respect to the
construction of the U.S. 17-92 Beautification Project between Park Drive and First Street in
Sanford,Florida, ("the Project").
Section 3. CRA's Responsibilities. CRA will reimburse CITY for the work as outlined
in Exhibit A in one lump sum when the Project is deemed completed by CRA. Payment will not
exceed ONE MILLION NINE HUNDRED EIGHTY-ONE THOUSAND SIX HUNDRED
FORTY-ONE AND 82/100 DOLLARS ($1,981,641.82). All costs exceeding ONE MILLION
NINE HUNDRED EIGHTY-ONE THOUSAND SIX HUNDRED FORTY-ONE AND 82/100
DOLLARS($1,981,641.82)shall be the sole responsibility of CITY. Should said costs be less than
ONE MILLION NINE HUNDRED EIGHTY-ONE THOUSAND SIX HUNDRED FORTY-ONE
AND 82/100 DOLLARS ($1,981,641.82), CRA'will reimburse CITY for actual costs only.
Section 4. CITY's Responsibilities. CITY will be responsible for the following:
(a) Coordinating and hiring all contractors involved in the Project.
(b) Completing the Project as outlined in the Scope of Services, attached hereto as
Exhibit A.
(c) Payment for any costs incurred in the performance and service under this
Agreement in excess of ONE MILLION NINE HUNDRED EIGHTY-ONE THOUSAND SIX
HUNDRED FORTY-ONE AND 82/100 DOLLARS ($1,981,641.82).
Section 5. Termination. Anything else in this Agreement to the contrary notwithstanding,
this Agreement may be terminated by either party upon giving thirty(30) days written notice to
the other party.
Interlocal Agreement between the U.S. 17-92 CRA and the City of Sanford
for Construction of the U.S. 17-92 Beautification Project from Park Drive to First Street
Page 2 of 8
Section 6. Insurance Requirements.
(a) Each party shall maintain adequate insurance coverage to protect its own interests
and obligations under this Agreement.
Section 7. Indemnification.
(a) Each party to this Agreement is responsible for all personal injury and property
damage attributable to the negligent acts or omissions arising out of this Agreement of that party
and the officers, employees, and agents thereof.
(b) The parties further agree that nothing contained herein shall be construed or
interpreted as denying to any party any remedy or defense available to such parties under the laws
of the State of Florida,nor as a waiver of sovereign immunity of CRA and CITY beyond the waiver
provided for in Section 768.28,Florida Statutes,as this statute may be amended from time to time.
(c) The waiver of a provision in this Section by either party shall not constitute the
further waiver of said provision or the waiver of any other provision of this Agreement.
Section 8. Employee Status. Persons employed by CITY in the performance of services
and functions pursuant to this Agreement are deemed not to be the employees or agents of CRA,
nor do these employees have any claims to pensions, worker's compensation, unemployment
compensation, civil service or other employee rights or privileges granted to CRA's officers and
employees either by operation of law or by CRA. Persons employed by CRA in the performance
of services and functions pursuant to this Agreement are deemed not to be the employees or agents
of CITY, nor do these employees have any claims to pensions, worker's compensation,
unemployment compensation, civil service or other employee rights or privileges granted to
CITY's officers and employees either by operation of law or by CITY.
Interlocal Agreement between the U.S. 17-92 CRA and the City of Sanford
for Construction of the U.S. 17-92 Beautification Project from Park Drive to First Street
Page 3 of 8
Section 9. Disclaimer of Third Party Beneficiaries. This Agreement is solely for the
benefit of the formal parties hereto and no right or cause of action shall accrue under or by reason
hereof to or for the benefit of any third party not a formal party hereto.
Section 10. Notice.
(a) Whenever either parry desires to give notice unto the other, it must be given by
written notice, sent by certified United States mail,return receipt requested, addressed to the party
for whom it is intended at the place last specified. The place for giving of notice will remain such
until it is changed by written notice in compliance with the provisions of this Section. For the
present, the parties designate the following as the respective places for giving of notice,to wit:
As to CRA:
U.S. 17-92 CRA Program Manager
1101 East First Street
Sanford,Florida 32771
As to CITY:
City Manager
City of Sanford
300 North Park Avenue
Sanford, Florida 32771
(b) The parties may change or substitute the names and addresses of the contact
persons, addressee or both by written notice to the other party,which notice may also be sent via
facsimile transmission or electronic transmission, provided that a record of such communications
is maintained by both parties.
Section 11. Equal Opportunity Employment. The parties agree that they will not
discriminate against any employee or applicant for employment for work under this Agreement
because of race, color,religion,sex,age,national origin,or disability and will take steps to ensure
Interlocal Agreement between the U.S. 17-92 CRA and the City of Sanford
for Construction of the U.S. 17-92 Beautification Project from Park Drive to First Street
Page 4 of 8
that applicants are employed, and employees are treated during employment, without regard to
race, color, religion, sex, age,national origin or disability. This provision shall include,but not be
limited to, the following: employment, upgrading, demotion or transfer; recruitment advertising;
layoff or termination; rates of pay or other forms of compensation; and selection for training,
including apprenticeship.
Section 12. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Florida and the parties consent to venue in the Circuit
Court in and for Seminole County,Florida as to state actions and the United States District Court
for the Middle District of Florida as to federal actions.
Section 13. Foce Majeure. In the event any party hereunder fails to satisfy in a timely
manner any requirements imposed by this Agreement due to a hurricane, flood,tornado, or other
act of God or force majeure, then said party shall not be in default hereunder provided,however,
that performance shall recommence upon such event ceasing its effect.
Section 14. Public Records. Each party shall allow public access to all documents,
papers, letters, or other materials which have been made or received in conjunction with this
Agreement in accordance with Chapter 119,Florida Statutes.
Section 15. Records and Audits. The parties agree to maintain all books, documents,
papers, accounting records, and other evidences pertaining to work performed under this
Agreement in such a manner as will readily conform to the terms of this Agreement and to make
such materials available at all reasonable times during the Agreement period and for five(5)years
from the date of final payment under the contract for audit or inspection.
Interlocal Agreement between the U.S. 17-92 CRA and the City of Sanford
for Construction of the U.S. 17-92 Beautification Project from Park Drive to First Street
Page 5 of 8
Section 16. Dispute Resolution. Disputes shall be resolved in accordance with any
dispute resolution agreements pertaining to the parties and the provisions of Chapter 164, Florida
Statutes.
Section 17. Headings. All headings and captions contained in this Agreement are
provided for convenience only, do not constitute a part of this Agreement and may not be used to
define, describe, interpret or construe any provision of this Agreement.
Section 18. Exhibits. Exhibits to this Agreement shall be deemed to be incorporated into
this Agreement as if fully set forth verbatim into the body of this Agreement.
Section 19. Counterparts. This 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. Parties Bound. This Agreement is binding upon and inures to the benefit of
CITY and CRA, and their successors and assigns.
Section 21. Conflict of Interest.
(a) Each party agrees that it shall not engage in any action that would create a conflict
of interest in the performance of its obligations pursuant to this Agreement with the other party or
which would violate or cause third parties to violate the provisions of Part III,Chapter 112,Florida
Statutes, as this statute may be amended from time to time,relating to ethics in government.
(b) Each party hereby certifies that no officer, agent or employee of that parry has any
material interest (as defined in Section 112.312(15), Florida Statutes, as the statute may be
amended from time to time, as over 5%) either directly or indirectly, in the business of the other
party to be conducted here, and that no such person will have any such interest at any time during
the term of this Agreement.
Interlocal Agreement between the U.S. 17-92 CRA and the City of Sanford
for Construction of the U.S. 17-92 Beautification Project from Park Drive to First Street
Page 6 of 8
(c) Pursuant to Section 216.347,Florida Statutes,as this statute may be amended from
time to time, the parties hereby agree that monies, if any, received from the other party pursuant
to this Agreement will not be used for the purpose of lobbying the Legislature or any State or
federal agency.
(d) Each party has the continuing duty to report to the other party any information that
indicates a possible violation of this Section.
Section 22. Entire Agreement.
(a) It is understood and agreed that the entire agreement of the parties is contained
herein and this Agreement supersedes all oral agreements,negotiations, and previous agreements
between the parties relating to the subject matter hereof.
(b) Any alterations, amendments, deletions, or waivers of the provisions of this
Agreement will be valid only when expressed"i 'wtiting and duly signed by both parties, except
as otherwise specifically provided in this Agreement.
Section 23. Severability. If any provision of this Agreement or the application thereof to
any person or circumstance is held invalid, it is the intent of the parties that the invalidity will not
affect other provisions or applications of this Agreement which can be given effect without the
invalid provision or application, and to this end the provisions of this Agreement are declared
severable.
Section 24. Effective Date and Term. The Effective Date of this Agreement will be the
date when the last party has properly executed this Agreement as determined by the date set forth
immediately below the respective signatories of the parties. The term of this Agreement is two(2)
years from the Effective Date, unless extended by mutual agreements of CRA and CITY.
Interlocal Agreement between the U.S. 17-92 CRA and the City of Sanford
for Construction of the U.S. 17-92 Beautification Project from Park Drive to First Street
Page 7 of 8
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement
for the purposes stated herein.
ATTEST: CITY OF SANFORD
1..n�- By:
CYN IA PORTER, City Clerk JEFF TRIPLET ,
Date: ' t �-'/ 10
Approved as to form and
legal sufficiency.
ttorney
ATTEST: U.S. 17-92 COMMUNITY REDEVELOPMENT
AGENCY
_f1
I .AISNI E MORSE J HORAN, Chairman
Clerk to the Board of
County Commissioners of
Seminole County,Florida. Date:
For the use and reliance As authorized for execution by the CRA at its
of Seminole County only. December 8 ,2016 regular meeting.
Approved as to form and
legal sufficiency.
County A
Attachments:
Exhibit A— Scope of Work
MCC
11/20/15
P:\UscrsTcgal SccroaryCMEconomic MvclopmcntlCRAII20M17-92 CRA&:Sanford Intcrlocal(Bcautification Grant)Novi9(15).docx
Interlocal Agreement between the U.S. 17-92 CRA and the City of Sanford
for Construction of the U.S. 17-92 Beautification Project from Park Drive to First Street
Page 8 of 8