HomeMy WebLinkAboutReso 2004-687
RESOLUTION NO. 2004- ~6 7
A RESOLUTION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA,
APPROVING AN AGREEMENT BY AND BETWEEN THE CITY OF
SUNNY ISLES BEACH AND RON SILVER AND ASSOCIATES, INC. FOR
PROFESSIONAL LEGISLATIVE RELA TIONS AND LOBBYING
SERVICES TO COORDINATE WITH STATE AND FEDERAL AGENCIES,
IN AN AMOUNT OF $3,000.00 PER MONTH, ATTACHED HERETO AS
EXHIBIT "A"; AUTHORIZING THE MAYOR TO EXECUTE SAID
AGREEMENT; AUTHORIZING THE CITY MANAGER TO DO ALL
TmNGS NECESSARY TO EFFECTUATE THE TERMS OF THE
AGREEMENT; PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the City of Sunny Isles Beach has had and continues to anticipate a number of
issues that will come before the Florida Legislature, Federal Government and possibly other
legislative bodies that will directly affect the City of Sunny Isles Beach and for which the City of
Sunny Isles Beach may be eligible to receive funding; and
WHEREAS, Ron Silver and Associates, Inc., is qualified, willing and able to provide the
City of Sunny Isles Beach professional legislative and lobbyist services assisting the City in securing
grant monies through State and Federal agencies; and
WHEREAS, the City desires to enter into an agreement with Ron Silver and Associates,
Inc., for the provision of legislative relations and lobbyist services through State and Federal
Agencies, in an amount of $3,000.00 per month, in accordance with the Professional Services
Agreement attached hereto as Exhibit "A".
NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS:
Section 1. Approval of Agreement. The Agreement by and between the City of Sunny Isles
Beach and Ron Silver and Associates, Inc. for professional services, in an amount of $3,000.00 per
month, attached hereto as Exhibit "A", be, and the same, is hereby approved.
Section 2. Authorization of Mayor. The Mayor is hereby authorized to execute said Professional
Services Agreement.
Section 3. Authorization of City Manager. The City Manager is hereby authorized to do all
things necessary to effectuate the terms of this Professional Services Agreement.
Section 4.
Effective Date. This Resolution shall become effective upon adoption.
PASSED AND ADOPTED this 8th day of July, 2004.
Page 1 of2
R2004- Ron Silver & Assoc., Inc., Agmt Fed. Lobbyist Srvs.
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. J al1e A. tJines, 91~Y Clerk
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APPROVED AS TO FORM
AND LEGAL SUFFICIENCY:
Vote: 5.:t)
Mayor Ede1cup
Vice Mayor Goodman
Commissioner Brezin
Commissioner Iglesias
Commissioner Thaler
V (Yes)
V (Yes)
V(Yes)
~Yes)
(Yes)
R2004. Ron Silver & Assoc., Inc., Agmt Fed. Lobbyist Srvs.
Moved by:
V I U VY\ t.Uj 0 v (r)()CJ.\) ~(.hJ
~Yn\ (\ ll\Nti((.Ic;-"L'i.11 ~
Seconded by:
_(No)
_(No)
_(No)
_(No)
_(No)
Page 2 of 2
CITY OF SUNNY ISLES BEACH
CONTRACT FOR PROFFESSIONAL SERVICES
CONTRACT NO. 04C7-/0-5/9-53/iflJ
THIS CONSULTANT AGREEMENT made and entered into this Rft day of
~~ 2004, by and between the CITY OF SUNNY ISLES BEACH, FLORIDA, a
munici al corporation of the State of Flonda, (heremafter referred as to "CIty") and Ron A.
Silver and Associates, Inc. authorized to do business in the State of Florida, (hereinafter
referred to as "Consultant").
WHEREAS, the Consultant is a qualified Lobbyist firm; and
WHEREAS, the City wishes to employ Consultant to coordinate with State and Federal
agencies to ascertain what monies are available and then aggressively pursue same on City's
behalf as more specifically described in Exhibit "A," attached hereto and made a part hereof;
and,
WHEREAS, the Consultant is qualified, willing and able to provide the desired services
on the terms and conditions set forth herein;
NOW THERFORE, in consideration of the premises and the mutual covenants herein
named, the parties hereto agree as set forth below:
1. RECITALS. The Recitals set forth above are hereby incorporated into this Agreement
and made a part of hereof for reference.
2. SERVICES TO BE PERFORMED. Consultant shall perform the following services:
a. Meet with State and Federal Agencies to ascertain whether monies are available and to
aggressively pursue same on City's behalf. Consultant will find those resources and
secure what is available, as well as those services more particularly described in Exhibit
"A" attached hereto and made a part hereof.
b. Consultant will prepare and present oral/written reports as needed or as requested on a
periodic basis while engaged in the project. Consultant shall provide, a draft report
containing the Consultant's initial findings. Recommendations shall include specific
actions the City can take in the current budgetary cycle. These recommendations should
also be taken in the context of a framework for longer-term changes. The Consultant
shall also provide a detailed final narrative report to the City Manager delineating all
services provided by the Consultant in the project. Each report required herein will be
submitted to the attention of the City Manager.
c. The total price for these services shall be Three Thousand Dollars and 00/100 ($3,000.00),
monthly, payable as invoiced.
Exhibit" A"
SIB
9
City of Sunny Isles Beach
17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
3. TERM. Subject to the provisions relating to the termination of this Agreement as set
forth in Paragraph 10 hereunder, the Agreement shall commence upon execution by both parties
and shall terminate upon the completion of services described in Exhibit "A".
4. COMPENSATION. Payment to Consultant for all charges and tasks under this
Agreement shall be in accordance with this Agreement and the schedule of charges reflected in
Exhibit "A", which fee shall be disbursed on a monthly basis and under the following conditions:
a. Disbursements. There are no reimbursable expenses associated with this contract.
b. Payment Schedule. Invoices received from the Consultant pursuant to this
Agreement will be reviewed by the initiating City Department. If services have
been rendered in conformity with the Agreement, the invoice will be sent to the
Finance Department for payment. Invoices must reference the contract number
assigned hereto. Invoices will be paid in accordance with the State of Florida
Prompt Payment Act.
c. Availability of Funds. The City's performance and obligation to pay under this
Agreement is contingent upon an annual appropriation for its purpose by the City
Commission.
d. Final Invoice. In order for both parties herein to close their books and records,
the Consultant will clearly state "final invoice" on the Consultant's final/last
billing to the City. This certifies that all services have been properly performed
and all charges and costs have been invoiced to the City. Since this account will
thereupon be closed, any and other additional charges, if not properly included on
this final invoice are waived by the Consultant.
Consultant shall make no other charges to the City for supplies, labor, taxes, licenses,
permits, overhead or any other expenses or costs unless any such expense or cost is incurred by
Consultant with the prior written approval of the City. If the City disputes any charges on the
invoices, it may make payment of the uncontested amounts and withhold payment on the
contested amounts until they are resolved by agreement with Consultant.
Consultant shall not pledge the City's credit or make it a guarantor of payment or surety
for any contract, debt, obligation, judgment, lien, or any form of indebtedness. The Consultant
further warrants and represents that it has no obligation or indebtedness that would impair its
ability to fulfill the terms of this Agreement.
5. UNDISCLOSED CONDITIONS. In the event that undisclosed conditions are
discovered during the performance of this Agreement, the City shall have the right to cancel this
Agreement upon thirty (30) days written notice to Consultant. Upon termination, the City may
bid/re-bid the project if the Consultant fails to perform under this Agreement due to the
undisclosed conditions.
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City of Sunny Isles Beach
17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
6. INDEPENDENT CONSULTANT RELATIONSHIP. The Consultant is an
independent Consultant and shall be treated as such for all purposes. Nothing contained in this
agreement or any action of the parties shall be construed to constitute or to render the Consultant
an employee, partner, agent, shareholder, officer or in any other capacity other than as an
independent Consultant other than those obligations which have been or shall have been
undertaken by the City, Consultant shall be responsible for any and all of its own expenses in
performing its duties as contemplated under this agreement. The City shall not be responsible
for any expense incurred by the Consultant. The City shall have no duty to withhold any Federal
income taxes or pay Social Security services and that such obligations shall be that of the
Consultant, other than those set forth in this agreement. Consultant shall furnish its own
transportation, office and other supplies as it determines necessary in carrying out its duties
under this agreement.
7. INSURANCE. Consultant shall, at its sole cost and expense, during the 0 any
work performed under this Agreement, procure and maintain t owing minimum
insurance cov e to protect the City and Consultant again oss, claims, damage and
liabilities caused by tant, its agents, sub-Consul ~ees;,,7i~ SlOW:
[J hall carry coverage fo~s and omissions.
Insurance re' of the Consultant shall be primary
nsurance maintained by the City.
ANY EXCEPTIONS TO THE INSURANCE REQUIREMENTS IN THIS
SECTION MUST BE APPROVED IN WRITING BY THE CITY.
8. OWNERSHIP OF DOCUMENTS AND EQUIPMENT. All documents prepared by
the Consultant pursuant to this agreement and related services to this agreement are intended and
represented for the ownership of the City only. Any other use by Consultant or other parties,
shall be approved in writing by the City.
Consultant shall deliver to the City for approval and acceptance, and before being eligible
for final payment or any amounts due, all documents and materials prepared by, and for, the City
under this Agreement.
All oral and written information not in the public domain or not previously known, and
all information and data obtained, developed or supplied by the City, or at its expense, will be
kept confidential by the Consultant and will not be disclosed to any other party, directly or
indirectly, without the City's prior written consent, unless required by a lawful order. All
drawings, maps, sketches, programs, data base, reports and other data developed or purchased
under this Agreement for, or at the City's expense, shall be and remain the City's property and
may be reproduced and reused at the discretion of the City.
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City of Sunny Isles Beach
17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-31 13 Fax
The City and Consultant shall comply with the provisions of Chapter 119, Florida
Statutes (Public Records Law).
All covenants, agreements, representations and warranties made herein, or otherwise
made in writing by any party pursuant hereto, including, but not limited to, any representations
made herein relating to disclosure or ownership of documents, shall survive the execution and
delivery of this Agreement and the consummation of the transactions contemplated hereby.
9. INDEMNIFICATION. Consultant agrees to indemnify and hold harmless, the City, its
officers, agents, and employees from, and against any and all claims, actions, liabilities, losses
and expenses including, but not limited to, attorney's fees for personal, economic or bodily
injury, wrongful death, loss of or damage to property, at law or in equity, which may arise or
may be alleged to have risen from the negligent acts, errors, omissions or other wrongful conduct
of the Consultant, agents or other personal entity acting under Consultant's control in connection
with the Consultant's performance of services pursuant to that agreement and to that extent the
Consultant shall pay such claims and losses and shall pay all such costs and judgments which
may issue from any lawsuit arising from such claims and losses including wrongful termination
or allegations of discrimination or harassment, and shall pay all costs and attorneys' fees
expended by the City in defense of such claims and losses including appeals. The parties agree
that ten percent (l 0%) of the total compensation is a specific consideration from the City to the
Consultant for this indemnity.
10. TERMINATION.
a, If, through any cause within the reasonable control the Consultant shall fail to fulfill in a
timely manner or otherwise violate any of the covenants, agreements or stipulations material to
this agreement, the City shall have the right to terminate the services then remaining to be
performed. Prior to the exercise of its option to terminate for cause, the City shall notify the
Consultant of its violation of the particular terms of the agreement and grant Consultant ten (10)
days to cure such default. If the default remains uncured after ten (10) days the City may
terminate this agreement.
I. In the event of termination, all finished and unfinished documents, data
and other work product prepared by Consultant (and sub-Consultant(s])
shall be delivered to the City and the City shall compensate the Consultant
for all services satisfactorily performed prior to the date of termination, as
provided in Paragraph 4 herein.
11. Notwithstanding the foregoing, the Consultant shall not be relieved of
liability to the City for damages sustained by it by virtue of a breach of the
agreement by Consultant and the City may reasonably withhold payments
to Consultant for the purposes of set-off until such time as the exact
amount of damages due the City from the Consultant is determined.
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Ronald A Silver & Assc. Agreement
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City of Sunny Isles Beach
17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
111. After receipt of a Termination Notice and except as otherwise directed by
the City, the Consultant shall:
1. Stop work on the date and to the extent specified.
2. Terminate and settle all orders and subcontracts relating to the
performance of the terminated work.
3. Transfer all work in process, completed work and other
materials related to the terminated work to the City.
4. Continue and complete all parts of that work that have not been
terminated.
b. Termination for Convenience of City. The City may, for its convenience and
without cause terminate the services then remaining to be performed in the event the Consultant
is placed either in voluntary of involuntary bankruptcy or makes any assignment for the benefit
of creditors.
c. Termination for Insolvency. The City also reserves the right to terminate the
remaining services to be performed in the event the Consultant is placed either in voluntary or
involuntary bankruptcy or makes any assignment for the benefit of creditors.
11. ASSIGNMENTS. TRANSFERS. SUBCONTRACTING. The Consultant shall not
subcontract, assign or transfer any work under this agreement without the prior written consent
of the City. Should the Consultant subcontract any services under this agreement, it shall be
done with continued liability for the Consultant. The Consultant shall remain responsible for
services, responsibilities and liabilities of any person or entity acting under Consultant.
12. TIME OF COMPLETION. The services to be rendered by the Consultant shall be
commenced upon execution of this contract and shall be completed within the time specified in
Exhibit "A" if any time is indicated. A reasonable extension of time shall be granted in the event
the work of the Consultant is delayed or prevented by the City or by circumstances beyond the
reasonable control of the Consultant including weather conditions of acts of God which render
the performance of the Consultant's duty impracticable.
13. AUTHORITY TO PRACTICE. Consultant hereby represents and warrants that it has
and will continue to maintain all licenses and approvals required to conduct its business and that
it will at all times conduct its business activities in a reputable manner. Proof of such licenses
and approvals shall be submitted to the City prior to commencement of work under this
Agreement.
14. MODIFICATIONS OF WORK. The City reserves the right to make changes in the
work, including alterations, reductions or additions thereto. Upon receipt of the City's
notification of a contemplated change, the Consultant shall (1) if requested by the City, provide
an estimate for the increase or decrease in cost due to the contemplated change, (2) notify the
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Ronald A Silver & Assc. Agreement
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City of Sunny Isles Beach
17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
City of any estimated change in completion date, and (3) advise the City in writing if the
contemplated change shall affect the Consultant's ability to meet the completion dates or
schedules of this Agreement.
15. COORDINATION OF SERVICES. The City's representativeniaison during the
performance of this Agreement shall be Christopher J. Russo, City Manager, telephone
number 305/947-0606. Consultant shall not respond to requests for services under this
Agreement unless the request is received directly from Christopher J. Russo, City Manager, or
designated personnel. Any requests received from other City departments/divisions shall be
referred to the City Manager's Department representative designated above. Services performed
without authorization shall be considered unauthorized and shall not be compensated/paid
by the City.
16. ARBITRATION. It is the intention of the parties that whenever possible, if a dispute or
controversy arises hereunder then such dispute or controversy shall be settled by arbitration in
accordance with the procedures, rules and regulations of the American Arbitration Association.
The decision rendered by the Arbitrator shall be final and binding upon the parties and judgment
upon the award rendered by the arbitrator may be entered in any court having jurisdiction.
Arbitration shall be held in Miami-Dade County, Florida. The non-prevailing party shall pay all
costs of arbitration and attorneys' fees incurred by the parties or, if neither party prevails on the
whole, each party shall be responsible for a portion of the costs of arbitration and their respective
attorneys' fees as may be determined by the court on confirmation.
17. CONFIDENTIAL INFORMATION. The Consultant shall not, either during the term
of this Agreement or any time for a period ofTen (10) years subsequent to that date upon which
the Consultant shall leave the employment of the City for any reason whatsoever, disclose to any
person or entity, other than in the discharge of the duties of the Consultant under this Agreement,
any information which the City designates in writing as "confidential." As a violation by the
Consultant of the provisions of this Section could cause irreparable injury to the City and there is
no adequate remedy at law for such violation, the City shall have the right, in addition to any
other remedies available to it at law or in equity, to enjoin the Consultant in a court of equity for
violating such provisions.
18. NOTICES. All notices and communications hereunder shall be in writing and shall be
deemed given when sent postage prepaid by registered or certified mail, return receipt requested
and, if intended for City to Christopher J. Russo, City Manager, with a copy to Lynn M.
Dannheisser, City Attorney, City of Sunny Isles Beach, 17070 Collins Avenue, Suite 250,
Sunny Isles Beach, Florida 33160, and, if intended for Consultant, shall be addressed to Ronald
A. Silver and Associates.
19. GOVERNING LAW. The validity of this Agreement and the interpretation and
performance of all of its terms shall be construed and enforced in accordance with the laws of the
State of Florida, without regard to principles of conflict of laws thereof. The location of any
action or proceeding commenced under or pursuant to this Agreement shall be in Miami-Dade
County, in the State of Florida.
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Ronald A Silver & Assc. Agreement
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City of Sunny Isles Beach
17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
20. AUDIT. The Consultant shall make available to the City or its representative all required
financial records associated with the Agreement for a period of three (3) years.
21. NON-DISCRIMINATION. The Consultant agrees to comply with all local and state
civil rights ordinances and with Title VI of the Civil Rights Act of 1984 as amended, Title VIII
of the Civil Rights Act of 1968 as amended, Title I of the Housing and Community Development
Act of 1974 as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with
Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and with
Executive Order 11248 as amended by Executive Orders 11375 and 12086.
The Consultant will not discriminate against any employee or applicant for employment because
of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age,
marital/family status, or status with regard to public assistance. The Consultant will take
affirmative action to insure that all employment practices are free from such discrimination.
Such employment practices include but are not limited to the following: hiring, upgrading,
demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of payor
other forms of compensation, and selection for training, including apprenticeship. The
Consultant agrees to post in conspicuous places, available to employees and applicants for
employment, notices to be provided by the City setting forth the provisions of this non-
discrimination clause.
The Consultant agrees to comply with any Federal regulations issued pursuant to compliance
with Section 504 of the Rehabilitation Act of 1973 (29 V.S.C. 708), which prohibits
discrimination against the handicapped in any Federally assisted program.
22. CONFLICT OF INTEREST. The Consultant agrees to adhere to and be governed by
the Miami-Dade County Conflict of Interest Ordinance Section 2-11.1, as amended; and by
Sunny Isles Beach Ordinance No. 99-Kl, which are incorporated by reference herein as if fully
set forth herein, in connection with the Agreement conditions hereunder.
Consultant covenants that it presently has no interest and shall not acquire any interest, direct or
indirectly that should conflict in any manner or degree with the performance of the services.
23. CONFLICTING PROVISIONS. The terms and conditions in this agreement supersede
any other conflicting provisions that are contained in any other document.
24. MISCELLANEOUS.
a. The rights granted to Consultant hereunder are nonexclusive, and the City reserves the
right to enter into agreements with other persons or firms to perform services including those
provided hereunder.
b. Consultant and its employees shall promptly observe and comply with applicable
provisions of all published federal, state and local laws, rules and regulations which govern or
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Ronald A Silver & Assc. Agreement
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City of Sunny Isles Beach
17070 Collins Avenue, Suite 250, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
apply to the services rendered by Consultant hereunder, or to the wages paid by Consultant to its
employees.
c. Consultant shall obtain and keep in force during the term of this Agreement all necessary
licenses, registrations, certificates, permits and other authorizations as are required by law in
order for Consultant to render the service(s) required hereunder.
d. Consultant shall not use the name or official seal of the City in any promotional material
without the prior written consent of the City.
e. Except as expressly provided for in this Agreement, Consultant is not authorized to act as
the City's Agent hereunder and shall have no authority, expressed or implied, to act for or bind
the City hereunder, either in Consultant's relations with sub-Consultants, or in any other manner
whatsoever,
25. ENTIRE AGREEMENT. This Agreement and Attachment Exhibit "A," which is
expressly incorporated herein by reference, shall constitute the entire agreement between the
parties with respect to the subject matter hereof, and it shall supersede all previous and
contemporaneous oral and written negotiations, commitments, agreements and understanding
relating hereto. This Agreement may be executed in multiple identical counterparts, each of
which shall be deemed an original for all purposes.
26. AMENDMENT. Any modification of this Agreement shall be effective only if in
writing and signed by the parties to this Agreement. No waiver of any provision of
this Agreement shall be valid or enforceable unless such waiver is in writing and
signed by the parting granting such waiver.
27. OWNERSHIP OF DOCUMENTS AND EOUIPMENT. All documents prepared by
the Consultant pursuant to this agreement and related services to this agreement are intended and
represented for the ownership of the City only. Any other use by Consultant or other parties shall
be approved in writing by the City.
Consultant shall deliver to the City for approval and acceptance, and before being eligible
for final payment or any amounts due, all documents and materials prepared by, and for, the City
under this Agreement.
All oral and written information not in the public domain or not previously known, and
all information and data obtained, developed or supplied by the City, or at its expense, will be
kept confidential by the Consultant and will not be disclosed to any other party, directly or
indirectly, without the City's prior written consent, unless required by a lawful order. All
drawings, maps, sketches, programs, data base, reports and other data developed or purchased
under this Agreement for, or at the City's expense, shall be and remain the City's property and
may be reproduced and reused at the discretion of the City.
8
Ronald A Silver & Assc. Agreement
Attorney/Agreements
7/1/2004
SIB
City of Sunny Isles Beach
17070 Collins A venue, Suite 250, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
The City and Consultant shall comply with the provisions of Chapter 119, Florida
Statutes (Public Records Law).
All covenants, agreements, representations and warranties made herein, or otherwise
made in writing by any party pursuant hereto, including, but not limited to, any representations
made herein relating to disclosure or ownership of documents, shall survive the execution and
delivery of this Agreement and the consummation of the transactions contemplated hereby.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement m
duplicate on the day and year first written above.
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Print Name: C~\'STb Pt-k.Q -3 (CiA~O
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Print Name~'\~~\h L:x..lkt,c.-
.~
mes, City Clerk
Attachments: Exhibit A
Resolution No. 200,/- -'87
RONALD A. SILVER & ASSOCIATES, INC.
BY~~~ '
President
Print/type Name: /~O/l...J"A1-t) 1\ \, S \ LV t f<
CITY OF SUNNY ISLES BEACH
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Ronald A Silver & Assc. Agreement
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7/2/2004
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