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Home My WebLink AboutR-03-1010J-03-791 9/10/03 iJ3-10. 0 RESOLUTION NO. A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT (S), AUTHORIZING THE CITY MANAGER TO EXECUTE A MEMORANDUM OF UNDERSTANDING, IN SUBSTANTIALLY THE ATTACHED FORM, WITH RACEWORKS, LLC, FOR THE ISSUANCE OF A PERMIT FOR MOTOR SPORTS RACES, "GRAND PRIX AMERICAS IN DOWNTOWN MIAMI," TO BE HELD IN DOWNTOWN MIAMI ON SEPTEMBER 26-28, 2003. WHEREAS, Raceworks, LLC has requested a permit, authorized under Section 549.08, Florida Statutes ("Motor Sports Act"), to conduct a racing event in Downtown Miami on September 26-28, 2003; and WHEREAS, the City wishes to issue such permit, contingent upon Raceworks compliance with all requirements of the Motor Sports Act and the execution of a Memorandum of Understanding with the City; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. �n C_,p WGt H4 n' i" l Y L Y. CITY COMMISSION IKEE1'uNG OF Resolution No. �l3-10.0 Section 2. The City Manager is authorized) to execute a Memorandum of Understanding, in substantially the attached form, with RACEWORKS, LLC, for the issuance of a permit for motor sports races "Grand Prix Americas in Downtown Miami," to be held in Downtown Miami on September 26-28, 2003. Section 3. This Resolution shall become effective immediately upon its adoption and signature of the Mayoral PASSED AND ADOPTED this 11th ATTEST: PRISCILLA A. THOP APPROV AS FC ,pl�NDK VIL EI Y ATTORNEY W7506:ENW:BSS SON,/,,21TY CLERK day of September 2003. Mr EL A. DIAZ, MAYOR AND CORRECTNESS: t1— 1� The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. zi If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. Page 2 of 2 iJ3-x.010 MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding ("Memorandum") is entered into as of September , 2003, by and between the City of Miami, a municipal corporation of the State of Flonda ("City"), and Raceworks, LLC, a limited liability corporation organized and existing under the laws of the State of Delaware and licensed as a foreign corporation in the State of Florida ("Raceworks"). For the purposes of this Memorandum, the City and Raceworks are collectively referred to as "Parties". The Parties Agree as Follows: 1. Raceworks has submitted documents to the City requesting a permit ("Permit") authorized under Section 549.08, Florida Statutes ("Motor Sports Act)". The parties understand and agree that the Motor Sports Act permits a municipality to issue a permit to a person to conduct a racing event on a highway or street or in a park within the limits of the municipality. Raceworks understands and agrees that issuance of a Permit by the City will be contingent on Raceworks' compliance with requirements of the Motor Sports Act. 2. Upon the City's determination, in its reasonable discretion, that Raceworks is in compliance with the Motor Sports Act, City will issue a Permit to Raceworks for motor sports races to be held September 26-28, 2003 ("Event Weekend"). 3. The Parties acknowledge, that as a condition of the Motor Sports Act and prior to the issuance of the Permit, Raceworks shall provide the City with evidence of adequate insurance to pay any damages incurred because of loss of or injury to any person or property. 4. It is expressly understood by the Parties that the City has the right to revoke the Permit in the event that: (a) Raceworks is in default in connection with any agreement between Raceworks and the City at the time of such revocation; (b) the City is estopped from granting the Permit or the Permit is invalidated or the City is estopped from having a racing event, as defined in Motor Sports Act, by a Court of competent jurisdiction; (c) the City, in its sole discretion, determines that Raceworks has failed to comply, or is no longer in compliance, with any provision of the Motor Sports Act or the Permit. 5. In exchange for the City issuing the Permit, Raceworks will: (a) provide an instrument ("Instrument"), which may be an irrevocable letter of credit or other security instrument, acceptable to and approved in writing by the City Manager, to secure the costs of restoring all highways or streets, alleys, sidewalks, buildings and parks, as contemplated by the Motor Sports Act. Raceworks agrees to provide such Instrument no later than ten (10) days before the Event Weekend. (b) prepay for any services that the City's Police, Fire, and Solid Waste Departments may render during the Event Weekend. Raceworks agrees to prepay the costs of such services ten (10) days in advance of the Event Weekend contemplated in the Permit and the Motor Sports Act. Raceworks hereby agrees that the improvements made to create the racecourse contemplated by the Permit shall become the property of the City, if owned by the City, or, if owned by a City agency or instrumentality, shall become the property of such respective agency, upon inspection and approval of the improvements by the City. 6. Raceworks shall indemnify, hold and save harmless, and defend the City, the U.S. Department of Army, Army Corps of Engineers ("Corps"), and the Bayfront Park Management Trust ("Trust") their directors, officers, employees and volunteers from and against any and all claims, demands, liens, judgments, liability, losses or damages, including but not limited to cost, expenses and attorney's fees caused by the actual or claimed negligence (active or passive) or omission of Raceworks, its agents, employees, contractors, or concessionaires, or either of them, either as a sole or contributory cause, for loss of, use of, injury to or destruction of any property and/or bodily or personal or other injuries, including death, at any time resulting therefrom, sustained by any person or persons, including officers and employees of the City, the Corps or the Trust, or in any manner attributable to any and all actions, representations, or performance of the provisions of this Memorandum or the Permit or in connection with having race or racing events. Raceworks shall further indemnify, hold and save harmless, and defend the City, the Corps, and the Trust, their directors, officers and employees, from and against any and all claims, liens, liability, losses or damages, including but not limited to cost, expenses and attorneys' fees arising out of the City's statutory obligations pertaining to defective conditions in the Race Course and appurtenances thereto, including obligations under the Florida Statutes relating to dangerous condition of public property. Notwithstanding the foregoing, it is specifically understood and agreed that Raceworks shall not indemnify nor agree to hold free and harmless and defend the City or the Trust, its officers and employees, or any of them of and from and against any and all claims, demands, liens, judgments, or otherwise, for death of or injury to any person or damage to any property whatsoever that may happen or occur as the sole result of any act or activity of the City or the Trust or any person acting for the City or the Trust or under their separate control or direction in failing to perform any act or duty imposed upon the City by the terms of this Memorandum, or as the sole result of any act or non -action by the City permitted or required pursuant to the terms of this Memorandum. In the event that the City or Trust is a defendant in or party to litigation as a result of this Memorandum or any prior agreement between the City and Raceworks, Raceworks shall indemnify the City and the Trust, their directors, officers, employees and volunteers from and against any and all monetary judgments (including related attorney's fees and costs awards). The City Attorney's Office shall vigorously defend, at its own expense, any litigation brought 93-1010 against the City as a result of this Memorandum or any other prior Agreement between the City and Raceworks. Raceworks also agrees not to sue the City, the Corps, or the Trust, their directors, officers, employees and volunteers in the event that a third party sues the City, the Corps, the Trust, their directors, officers, employees and volunteers, for injunctive relief preventing performance of this Memorandum and such injunctive relief is granted. 7. Raceworks shall indemnify and save and hold harmless the City and Bayfront Park Management Trust, its officials, officers, employees and the agencies and instrumentalities of the City from and against any and all claims, penalties, fines, forfeitures, judgments and other liabilities, including reasonable attorneys' fees and related litigation costs, fees and expenses and amounts paid in settlement, incurred by Raceworks, or its affiliates, that arise from the revocation of the Permit for the aforementioned reasons. In consideration of the above -referenced recitals, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties hereto agree to be bound by the terms of this Memorandum. IN WITNESS WHEREOF, the Parties hereto have executed this Memorandum as of the day and year first above written. ATTEST: _,'_,}rint Name: `✓:�� Print Title: ATTEST: Priscilla A. Thompson City Clerk APPROVED AS TO FORM AND CORRECTNESS Alejandro Vilarello City Attorney RACEWORKS, LLC, a Delaware Corporation Chuck Martinez President and General Manager CITY OF MIAMI, a municipal corporation of the State of Florida Joe Arriola City Manager APPROVED AS TO INSURANCE REQUIREMENTS Diane Ericson, Director Risk Management ;J3-1010