HomeMy Public PortalAbout10-8066 MOU with Creative Substainable Solutions Sponsored by: City Manager
Resolution No. 10-8066
A RESOLUTION OF THE CITY COMMISSION OF THE
CITY OF OPA-LOCKA, FLORIDA, AUTHORIZING THE
CITY MANAGER TO ENTER INTO A MEMORANDUM
OF UNDERSTANDING (MOU) WITH CREATIVE
SUBSTAINABLE SOLUTIONS, LLC, CREATING A
PARTNERSHIP TO REDUCE GREENHOUSE GASES
THROUGH THE IMPLEMENTATION OF THE "DOWN
TO EARTH" GLOBAL SUSTAINABILITY INITIATIVE
AGREEMENT; PROVIDING FOR INCORPORATION OF
RECITALS; PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, Creative Sustainable Solutions, LLC, is desirous of entering into a
partnership with the City to reduce greenhouse gases through the implementation of the
"Down to Earth" Global Sustainability Initiative Agreement; and
WHEREAS, Creative Sustainable Solutions, LLC, will raise private sector
funding in the amount of Three Million Dollars ($3,000,000.00) over a two year cycle (FY
2011 thru FY2012), as a 50% match of $3,000,000.00 in public funding to be provided
through the Florida State Energy Plan, associated with funding allocations received as a
part of the ARRA Act of 2009, as well as Federal funding provided through the U.S.
Department of Energy Weatherization Innovation Pilot Program; and
WHEREAS, the only financial obligation of the City of Opa-locka, which would
be Ten Thousand Dollars ($10,000.00) as a good faith infusion of funds, has already been
provided by the City of Opa-locka through "sweat equity" in the form of planning and
development efforts to assist Creative Sustainable Solutions, LLC in its efforts, and
therefore, no financial commitment is required of the City of Opa-locka; and,
Resolution No. 10-8066
WHEREAS, the implementation of this partnership will not only assist in
reducing CO2 emissions, but will provide education and training to residents of the City
of Opa-locka in eco-friendly practices through grass-roots based educational campaigns:
NOW, THEREFORE, BE IT DULY RESOLVED BY THE CITY
COMMISSION OF THE CITY OF OPA-LOCKA,FLORIDA:
Section 1. The recitals to the preamble herein are incorporated by reference.
Section 2. The City Commission of the City of Opa-locka hereby agrees to
enter into a partnership with Creative Sustainable Solutions, LLC for the implementation
of the "Down to Earth" Global Sustainability Initiative Agreement, and authorizes and
directs the City Manager to execute the Memorandum of Understanding (MOU) between
the City of Opa-locka and Creative Sustainable Solutions, LLC, in substantially the form
attached hereto as Exhibit"A"
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED THIS 26th DAY OF May,2010.
t�■11■..
JOSEP L. 4 LEY
OR
Att• •
4.--■•■
411 ► A , If
Deborah S. Jr. JM rl • eller
City Clerk C ty Attorney
Moved By: HOLMES
Seconded by: TAYLOR
Commission Vote: 4-0
Commissioner Holmes: YES
Commissioner Johnson: ABSTAIN
Commissioner Tydus: YES
Vice Mayor Taylor: YES
Mayor Kelley: YES
MEMORANDUM OF UNDERSTANDING BETWEEN, THE CITY OF OPA-LOCKA, AND
CREATIVE SUSTAINABLE SOLUTIONS LLC., CREATING A PARTNERSHIP TO REDUCE
GREENHOUSE GASES THROUGH THE IMPLEMENTATION OF:
The "Down to Earth" GLOBAL SUSTAINABILITY INITIATIVE AGREEMENT
This Memorandum of Understanding("MOU") is entered into by and between The City of Opa-Locka
herein referred to as"City", and Creative Sustainable Solutions LLC., Down to Earth, G.S.I. Inc. and its
partners, and
WHEREAS, Creative Sustainable Solutions LLC.,owner and chief administrator of The"Down to Earth"
Global Sustainability Initiative Inc.,on behalf of the people of the "City", is dated effective as of
May, ,2010(the "Effective Date").The"City"and Creative Sustainable Solutions
LLC./"Down to Earth"Global Sustainability Initiative Inc. are collectively referred to herein as the
"Parties".
The intent of this MOU is to establish a forward-going partnership to further mutually-shared goals of
improving the environmental performance of the "City" operations by reducing greenhouse gas
emissions and establishing a collaborative service model that builds upon the Parties extensive efforts to
situate the "City"at the forefront of environmental leadership in direct response to accomplish the
objectives set forth by the US Department of Energy Golden Field Office Weatherization Assistance
Program: Weatherization Innovation Pilot Program: Funding Opportunity Announcement Number: DE-
FOA-00000309 CDFA Number 81.042
RECITALS
WHEREAS,the"City"adopted the " Down to Earth" Global Sustainability Initiative Action Plan aimed at
reducing CO2 emissions, between the calendar years of 2011 and 2012 through the implementation and
management of the Weatherization Innovation Pilot Program grant opportunity;and
WHEREAS, Creative Sustainable Solutions LLC.'s copyrighted, licensed, and registered service mark
product called The "Down to Earth"Global Sustainability Initiative has,exhibited strong leadership in
reducing community lifestyle behavior-related emissions by measuring and quantifying action item
activity, actual carbon footprint calculations through the use of a digital carbon footprint reduction
measuring database calculator called "STRESS RT 1";and a copy of the strategic action operational plan
will be provided by Creative Sustainable Solutions LLC.,to the "City"for review and revision as per the
"City's key stakeholders discretion; and
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WHEREAS,The"City"acknowledges the responsibility of paying Zero Dollars as a good faith infusion,
as$10,000(Ten thousand dollars)of sweat equity has been provided through previous planning and
development efforts therefore, no financial commitment is required towards full program inclusion
costs provided through the U.S. Department of Energy Golden Field Office as well as through the
private sector funding attachment of the Down to Earth Global Sustainability Initiative
investor/sponsorship base, as a designated pilot program recipient for Calendar 2011 and calendar
Year 2012, for a total grant cycle of 2 year service provision.
WHEREAS, Creative Sustainable Solutions LLC. agrees to provide private sector funding in the amount of
$3,000,000.00(Three Million Dollars) in total for a 2 year grant cycle, as a direct 50%cost match of
$3,000,000.00(Three Million Dollars) in total for a 2 year grant cycle (calendar year2011 through 2012)
to be solicited through all available public sector funding sources provided at the State level,through
Florida State Energy Plan associated funding allocations received as part of the ARRA Act of 2009, as well
as federal funding provided through the U.S. Department of Energy Weatherization Innovation Pilot
Program Request for Proposal (RFP) responding directly to the provision requirements set forth under
the Residential Retrofit Program on behalf of Miami Dade County. The "City"will not be directly
responsible for any percentage of cost match, as all funds are obtained through county,state, and
federal sources and private donations, and;
WHEREAS,the "Down to Earth" Global Sustainability Initiative specifically calls for aggressive milestones
with measureable goals, objectives, and outcomes for air-quality improvements, recommendations to
climate emissions of CO2 emission particulates, and a replacement plan to phase out through
grassroots based educational campaigns, resident focused "non" eco-friendly practices from the "City"
through the facilitation, coordination and ultimate completion of weatherizing 300 homes over the 2
year grant cycle,through guidelines set forth by the Florida State Energy Plan, EECBG Residential
Retrofit Program, Department of Energy guidelines,and the Environmental Protection Agency guidelines
on Residential and Commercial/Residential Unit retrofit processing under guidelines set forth by the EPA
Weatherization Assistance Program Weatherization Innovation Pilot Program policies and procedures;
and
WHEREAS,The "Down to Earth" Global Sustainability Initiative(GS!) also establishes the
implementation of technological advancements in the form of specific carbon footprint measuring
software that will be applied directly to measure and quantify the activities, productivity, and successes
achieved towards the reduction of CO2 emission sources throughout the"City" ; and
WHEREAS,the Parties are committed to comprehensive applications of the State of Florida, Florida
State Energy Plan goals, objectives and strategies as well as other applicable statutes to ensure
meaningful and constructive consideration of greenhouse gas emissions and feasible mitigation; and
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WHEREAS, The Mayor and the City Commission of The City of Opa-Locka, have exhibited, and will
continue to provide strong environmental leadership through the ongoing development of additional
measures to increase overall energy efficiency through the use of alternative energy options on behalf
of The City of Opa-Locka, for the State of Florida; and
WHEREAS, under the leadership of the Mayor and City Commission,The "Down to Earth" GSI's adopted
strategic mission is to promote a "grow green, live green, build green, plan green, and produce green
philosophy; with a strategic objective to "transform"The City of Opa-Locka into the greenest city in The
State of Florida, by raising environmental awareness and standards thus enhancing public health; and
WHEREAS, Creative Sustainable Solutions under the"Down to Earth"Global Sustainability Initiative will
implement an environmental education and weatherization management program through operational
strategies, inclusive of residential and commercial unit inhabitants, counseling for achieving increased
eco-friendly lifestyle and behavior modification practices, Environmental Protection Agency
Weatherization Assistance Program facilitation, provide water conservation education, energy efficiency
education,waste management education, and green infrastructure improvement education through its
certified sustainability officers; and
WHEREAS,the"City" is committed to the successful implementation of The"Down to Earth" Global
Sustainability Initiative (GSI)and reducing GHG emissions through the provision of in-kind related
services currently at the "City's" disposal; and
WHEREAS, Creative Sustainable Solutions LLC.,through its product STRESS RT 1, agrees to provide the
following data collection capabilities and data storage capacity specifically with its weatherization
assistance program through the following:
Home Inspection Survey Information collection, Home Inspection Survey Analysis reports,Automated
calculations and measurements of qualification into the EPA Home Weatherization Assistance funding,
urgency prioritization measurements through weighted items leading to expedited service delivery and
response time frame monitoring(referral commencement to project completion), coalition building
collection of all qualified WAP certified local contractors utilized during ramp up procedures, quality and
service improvement electronic suggestion responder inclusive of recommended start date, anticipated
completion date by DOE guidelines, labor/man power recommended ratios, individual/family energy use
monthly measurement calculator provided through facilitation of sign residential/commercial
authorization to review utility bills, before, during, and after service provision utilized to calculate CO2
metric ton/wattage reduction formulas.
WHERAS, Creative Sustainable Solutions agrees to implement specific action items/ per year through
The "Down to Earth" GSI as follows:
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1. 1(one)grass roots mobile unit to be utilized year round (with the exception of force majeure
climate circumstances inhibiting utilization) providing constant exposure in locally populated
areas distributing"free green/eco friendly" product samples through private sector sponsorship
item giveaway campaigns
2. 4(four)grass roots mobilization and education based Town Hall Meetings(1(one) per quarter)
3. 1 (one)city wide public school "pep rally" style"Down to Earth" GSI "Green Teens Cool it Now"
auditorium/gymnasium held activity targeting the reinforcement and enhancement of current
public school efforts within the "City's"jurisdiction. The "City"takes a position of advocacy to
facilitate the implementation of the "Down to Earth"GSI Green Teens Cool it Now" pep rally
tour. Down to Earth, GSI and its representatives will hold the responsibility of receiving
authorization and acceptance through the Department of Education prior to proceeding with
any and all aspects concerning associated public school touring.
1 (one) City wide "Unplugged" community based coalition building CBO/FBO collaboration
facilitating families unplug and power down through the use of power strips"provided Free to
the public" educating on the elimination of phantom "vampire" power energy waste.This
launching event will be followed by 12 (twelve)spin off events occurring in 1 (one) designated
venue within the "City's"jurisdiction, utilized to encourage families to come outdoors to
minimize use of energy though behavior modification exercises.
WHEREAS,the "City" agrees to facilitate,through sponsorship attainment resources,the following
services, as in-kind items thus facilitating the overall success of initiative action item events. Marketing
and Promotional support in the form of"City" resources as available.
1. Venue Space support in the form of scheduling and securing the use of facilities to execute
related action item events
2. Live production support in the form of technical and equipment related aspects of event
coordination inclusive of audio visual, sound and lighting facilitation for any and all DTE related
action item events
3. Personnel support in the form of Parks and Recreation post event clean up requirements and
guidelines set by the "City's" Parks and Recreations Department
4. Multimedia and press support in the form of facilitation of providing maximum media related
coverage for any and all Down to Earth related action item events and activities
WHEREAS,the "City" agrees to facilitate an operations office with Commissioner Johnson for the
oversight required during the 2 year grant cycle of the weatherization innovation pilot program.
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Except as expressly stated, nothing in the MOU shall be construed as a waiver of any party's
discretionary authority or deemed to restrict authority granted to any party under law in any way with
respect to future legislative, administrative or other actions, including but not limited to those actions
related to the proposed initiative, and those action items set forth in this agreement. Nothing in the
MOU shall be construed as a waiver of any applicable third party due-process rights.
WHEREAS,the "City" and Down to Earth, GSI agree to allow the disbursement of funds by and through
a neutral party CPA firm and to allow for a trustee position to be included in the personnel budget of
this Grant allocation.The trustee shall be responsible for overseeing all transactions by the CPA firm as
they relate to the accounts payable and accounts receivable aspect of this grant and report to the "City"
on an ongoing basis. A single audit will be provided through a CPA firm approved by the City of Opa-
Locka Commission. The non financial auditing requirements of data collection associated with the
"City's" demographics and pilot program,statistic analysis reports will be provided by Florida Memorial
University. Cost associated with the internal university audit will be provided as a line item in the
budget of the Weatherization Innovation Pilot Program grant allocation. Down to Earth, GSI agrees to
the line item inclusion in the operations section of the Weatherization Innovation Pilot Program grant
budget of the independent audit performed by Florida Memorial University as primary and if a
secondary University be required,the secondary University shall be St Thomas University.Total
cumulative cost for the audit shall not exceed $20,000.
Whereas,the "City" and Down to Earth, GSI mutually agree that the co-grantee relationship as it relates
to the Weatherization Innovation Pilot Program will be Down to Earth, GSI Inc. as the grantee and fiscal
agent providing services as the chief implementer of the Down to Earth strategic operational plan and
the "City" as the service recipient of the "Down to Earth "GSI strategic operational plan services.
This MOO shall not be construed to bind or limit the discretion of the"City"in any manner to add,
subtract or modify mitigation measures described in this agreement and or otherwise set forth in the
State of Florida,State Energy Plan and the State Florida EECBG Residential Retrofit Plan,or considered
by the"City"in any manner, not to adopt, reject or modify any mitigation prior to adoption based on
the totality of all information brought to the attention of the"City", including information provided
by other governmental agencies, members of the public, industry representatives or any other
interested persons.
I. No addition to or Modification of any term or provision of this MOU will be effective unless
set forth in writing and signed by an authorized representative of each of the Parties.
II. Each party represents and warrants that,it has the right,power,and authority to execute this
MOO.
III. Each party represents and warrants that it has given any and all notices,and obtained any and
all consents, powers and authorities,necessary to permit it,and the persons executing this
MOO for it,to enter into this MOO.
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IV. This MOU shall be binding on and inure to the benefit of the successors and assigns of the
Parties to the MOU.
V. This MOU shall be governed by and construed in accordance with the laws of the State of
Florida.
VI. This MOU may be executed in counterparts, each of which shall be deemed an original.
VII. This MOU shall be binding upon the receipt of facsimile signatures.
VIII. This MOU shall be deemed to have been jointly drafted;so that the general rule of
construction that is to be construed against the drafter shall not apply.
No Admission. Nothing in this MOU shall be deemed as an admission of any wrongdoing, fault,violation
of law,or liability of any kind on the part of the parties,or any admission by the Parties of any claim or
allegations made in any action.A general release does not extend to claims which the creditor does not
know or expect to exist in his favor at the time of executing this release,which if known by him must
have materially affected his settlement with the debtor.
Representation by Counsel. Each of the Parties affirmatively represents that it has been represented
throughout this matter by attorney of its own choosing. Each party has read this MOU and has had the
terms used herein and the consequences thereof explained by its attorneys of choice.This MOU is freely
and voluntarily executed and given by each party after having been apprised of all relevant information
and data furnished by its attorneys of choice. Each party in executing this MOU does not rely upon any
inducements, promises, or representations made by any other party except as set forth herein.
Severability. In the event that any provision of the MOU should be held to be void,voidable, and
unlawful or,for any reason, unforeseeable,the remaining portions hereto shall remain in full force and
effect.
Effective Date.This MOU is effective upon the date that all Parties have signed.
Integration:This document constitutes the entire MOU between the parties to this MOU with respect
to the subject matter set forth and supersedes any and all prior MOUs or contracts on this subject
matter between the parties, either oral or written.This MOU may not be amended,waived, or
extended, in whole or in part, except in writing signed by both Parties.This MOU shall not be construed
to limit the right or capacity of any party to comment upon or take any action under the Florida State
EECBG allocation titled: Residential Retrofit and or the State of Florida, Florida State Energy Plan with
respect to any project except as specifically set forth herein.
This MOU shall not be construed to bind any Party in any manner with respect to any person or entity
that is not a Party to this MOU, or a successor or assign of a Party.Any notice or report required or
permitted to be given under this MOU shall be in writing and shall be deemed to be given when served
personally, or on the third day after mailing if mailed in the United States mail, postage prepaid,
addressed to the address for each Party set forth below:
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For the City of Opa-Locka:
The City of Opa-Locka
Opa-Locka City Hall
780 Fisherman Street
Opa-Locka FI,33054
305-953-2868
For Creative Sustainable Solutions LLC./Down to Earth Global Sustainability Initiative Inc.
Maggy A. Ducena-Wright RN CNCM
President/CEO
209 Washington Street
Mount Vernon NY 10553
(also)
17781 SW 113th Avenue
Miami Florida 33157
1-877-DOWN-001 phone/914-665-3003 fax
In witness thereof, this MOU is executed by the following:
The City of Opa-Locka Creative Sustainable Solutions LLC.
City Manager/CEO CEO
Maggy Ducena-Wright
Approved as to Form:
City Attorney COO
Julian L. Brown
Attested to: Witnessed by:
City Clerk General Counsel
Jonathan Black Esq.
Date: Date:
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DOWN TO EARTH, Global Sustainabilitv Initiative Inc.
17781 SW 113th Avenue
Miami Florida 33157
Chief Executive Officer
Chief Operating Officer
Chief Finance Officer
GENERAL COUNSEL
Date:
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