HomeMy WebLinkAboutR-02-0011J-02--028
1/7/02
RESOLUTION NO. 0 2, If
A RESOLUTION OF THE MIAMI CITY COMMISSION,
WITH ATTACHMENTS(S), AUTHORIZING THE CITY
MANAGER TO EXECUTE AN AGREEMENT, IN
SUBSTANTIALLY THE ATTACHED FORM, WITH NMMA
BOAT SHOWS, INC. FOR THE USE OF DOCKAGE
SPACE AT MIAMARINA AT BAYSIDE FOR THE
PRESENTATION OF THE STRICTLY SAIL VENUE OF
THE MIAMI INTERNATIONAL BOAT SHOW SCHEDULED
FOR FEBRUARY 10-21, 2002, WITH TERMS AND
CONDITIONS MORE PARTICULARLY SET FORTH IN
THE AGREEMENT.
WHEREAS, NMMA Boat Shows, Inc. has requested the use of
dockage space at Piers A. B, C, and D, excluding two slaps
currently occupied, at Miamarina at Bayside for the presentation
of the Strictly Sail venue of the Miami International Boat Show
for the period from February 10-21, 2002; and
WHEREAS, the City of Miami has agreed to provide the use of
the designated space at the dockage rate of $1.K-) per linear
foot per day for a total of $81,000 (based on 5,000 linear feet
times twelve days) plus the payment of dockage fees for one week
sips
ar i C IOX
MNa
JAN 1 n 2002
for relocated Miamarina customers and for any additional
services, accommodations, materials or equipment provided by the
City, as well as all applicable taxes;
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.
Section 2. The City Manager is authorized-�� to execute
an agreement, in substantially the attached form, with NMMA Boat
Shows, Inc. for the use of dockage space at Miamarina at Bayside
for the presentation of the strictly Sail venue of the Miami
International Boat Show scheduled for February 10-21, 2001, with
terms and conditions more particularly set forth in said
agreement.
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.
Page 2 of 3
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Section 3. This Resolution shall become effective
immediately upon its adoption and signature of the Mayor./
PASSED AND ADOPTED this 10th day of January 2002.
%NUEIL A. DIAZ, OR
ATT
OALTER J.
CITY CLERK
APPROVED AS TO FORM AND CORRECTNESS:/
A JANDRO VIL RELLO
C TY ATTORNE
W5908:tr:LB
?� if the Mayor does not sign this Resolution, it shall become effective
at the end of ten calendar days from the date it was adopted and
passed. If the Mayor vetoes this Resolution, it s' -)all not become
effective unless the City Commission overrides the veto.
Page 3 of 34-1 11
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BOAT SHOW AGREEMENT
MIAMARINA AT BAYSIDE
This Agreement is entered into this 1 st day of December, 2001 by and between the City
of Miami, a municipal corporation of the State of Florida ("City") and NMMA Boat Shows, Inc.,
a Delaware not -for profit corporation (User").
RECITALS
In consideration of the mutual covenants and promises herein contained, the City hereby
grants to User the right, privilege and permission to use the dockage space at Pier A, B, C, and D,
excluding two (2) slips currently occupied, at the municipal facility of the City known as
Miamarina at Bayside (the "Facility"), on a transient basis, for the Permitted Use and during the
Use Period, as the terms are hereinafter defined, subject the terms and conditions set forth in this
Agreement.
1. TERM: The term of this Agreement shall commence upon full execution hereof
and shall terminate upon fulfillment of all the responsibilities and obligations of the parties
hereunder.
2. PERMITTED USE: User shall be permitted to use: the Facilities ibr the purpose of
presenting a Boat Show (the "Event") during the Use Period and for no other purpose.
3. USE PERIOD: The Use Period shall, which includes set-up and dismantle, shall
commence at 7:00 a.m. on the ten (10t) day of February and shall end at 5:00 p.m. on the twenty
one (21") day of February, 2002.
4. USE FEE: The Use Fee shall be the sum total of the Dockage Charges and the
Additional Charges. The Dockage Charges shall be computed at the rate of $1.35 per linear foot
per day and is estimated to be $6,750 per day, for a total of $81,000 (based on 5,000 linear feet
times twelve days). The Dockage Charges includes, light for ordinary use, water for reasonable
purposes and janitorial and restroom supplies, and nothing else. The Additional Charles consist
of any amounts due for additional set -vices, accommodations, materials or equipment furnished to
the User, and all other amounts due in connection with the Permitted Use, Additionally, User
shall pay all applicable taxes, including State of Florida Sales and Rental Taxes.
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5. PAYMENT OF USE FEE: - User agrees to pay to the City the Use Fee as follows:
A. Reservation Deposit: Upon execution of this Agreement, User shall pay
to the City the sum of $40,500, plus $2,632.50 sales tax (or 6.5% of charges), for a total of
$43,132.50 as Reservation Deposit. The Reservation Deposit shall be non-refundable, except
where the Event is canceled as a result of Force Majeure under Section 15 below. The reservation
deposit shall be applied toward the payment of the Use Fee.
B. Docka a Char es and taxes: The balance of the Dockage Fee, in the
estimated sum of $40,500, together with the State of Florida Rental Taxes, estimated at
$2,632.50 (or 6.5% of charges), shall be paid on or before February 10"', 2002,
C. Additional Charges: Payment of Additional Charges shall be made upon
demand.
6. OTHER PAYMENTS: User acknowledges that that the City is relocating its
permanent and semi-annual customers during the Use Period in order to allow the User exclusive
use of the Facility during that time. Therefore, in addition to the foregoing, User agrees to pay the
City the sum of $ , which represents one (1) week of dockage fees for the relocated
customers of record as of January 10, 2002.
7. EVENT PERSONNEL UTILITIES AND SUPPLIES: Except as otherwise
specifically provided, User shall be responsible for the staffing of the Event and shall pay for all
utilities, supplies or other services, expect those which are furnished by the City and are included
in the Dockage Charges, as specifically provided under Section 4 above. User shall consult with
the City to ensure that the Event shall be properly staffed and that staffing levels and security
staffing are adequate to handle attending crowds.
8. CONDITION OF FACILITY:
A. This Agreement is only for the use of dockage space on a transient basis and the
City disclaims all warranty, and makes no representation of any kind, as to the condition of the
piers, walks, gangways, ramps, or any other portion of the facility, except that the piers and
docks are in "good condition." Prior to the execution of this Agreement, User has inspected the
Facility and accepts it in "as -is" condition.
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B. User agrees to surrender the Facility to the City properly cleaned and in the same
condition existing upon User's acceptance. If the Facility is not properly cleaned to the City's
satisfaction, then the City shall have the right to invoice the User for such additional cleaning.
The cost of additional cleaning, as well as the cost of damage repairs, or any repairs necessitated
as a result of the use of the Facility by User, shall be paid by User upon demand.
C. The City shall have the right to remove from the Facility, at User's cost and
expense, any effects remaining therein or on the grounds of the Facility at the end of the Use
Period. Alternatively, the City may charge the User for storage, at a rate equal to the lowest use
rate, per day, for each day or part of a day that said effects remain in or on the grounds of the
Facility. All amounts due by User under this Section shall be paid by User upon demand.
D. The City shall have the right to enter upon the Facility at any time during the Use
Period as it deems necessary.
9. RISK OF LOSS: User understands and agrees that the City shall not be liable for the
care, protection, security, loss or damage relating to any vessel, her appurtenances or contents,
nor for any loss, injury or damage to any property or equipment brought into the Facility by User
or by any other person in connection with the use of the Facility by user. All personal property
placed or moved in the Facility shall be at the risk of User or the owner thereof. User further
agrees that it shall be responsible to provide all security during the Use Period, whether or not the
Facility is open to the general public.
t4. COMPLIANCE WITH APPLICABLE LAWS: User agrees to obtain all required
licenses and permits and to abide by and comply with all applicable laws, rules, regulations,
codes and ordinances in the use of the Facility and/or presentation of the Event.
11. RULES AND REGULATIONS FOR THE FACILITY: By execution of this
Agreement, User acknowledges that it has received and fully understands the "Marinas Facilities
Rules and Regulations" which has been furnished to User prior to the execution hereof. Uscr
hereby represent and warrants to the City that User shall abide by each, and shall not permit the
violation of any, rule and regulation set out therein.
12. INDEMNIFICATION: User agrees to indemnify and save harmless the City,
including all the City's volunteers, agents, officers and employees, from and against any and all
claims, liabilities, losses, and causes of action, which may arise out of User's activities under this
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Agreement, and/or the presentation of the Event, whether caused by any action or omission of
User or the city or any of their respective employees or agents, or by any person whatsoever
acting for or on their behalf. User further indemnifies the City as to all liabilities, costs and
expenses, including legal fees and costs, at all levels, incurred in the defense and/or investigation
of any such claims.
13. INSURANCE:
A. Without limitation of the requirements set forth in this Article, Provider shall
maintain insurance with coverage and minimal limits of liability as follows:
(1) Workers' Compensation and Employer's Liability providing statutory
coverage under the Workers' Compensation and Occupational Disease Laws of the state
where operations are being performed under this Contract; and Employer's Liability
coverage with limits of $200,000 bodily injury per accident and at least $500,000 annual
aggregate bodily injury.
(2) Comprehensive General Liability affording (i) Bodily Injury Liability (or
death) with limits of at least $1,000,000 for each person and, where applicable, at least
$3,000,000 suggested in the aggregate; and (ii) Property Damage Liability with limits of
at least $2,000,000 for each occurrence and at least $1,000,000 in the aggregate, such
coverage to include; Products Completed Operations, Broad Form Contractual Liability
covering liability assumed under this Contract, and Provider's Contingent (Protective)
Liability with respect to work subcontracted by the Provider.
B. In no event shall the provisions of this Article be construed in any way to limit
Provider's obligations under any provision of this Agreement, including, but not limited to.
Provider's obligations to indemnify, defend and hold harmless the City.
C. The insurance coverage required herein shall be through policies issued by
companies authorized to do business under the laws of the state where the work is performed,
with these qualifications.
D. The Company must be rated by the latest edition of Best's Insurance Guide,
published by Alfred M. Best Company, Inc. [or other recognized organization] at no less than an
"A" Best Policyholders rating and no less than an "X" rating in Best's Financial Size Category.
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E. All of such insurance, including renewals, shall be subject to the approval of the
City for adequacy of protection, and evidence of such coverage shall be furnished to the City on
Certificates of Insurance indicating such insurance to be in force and effect and providing that it
will not be canceled during the performance of the services under this contract without thirty (30)
calendar days prior written notice to the City. Completed Certificates of Insurance shall be filed
with the City prior to the performance of services hereunder, provided, however, that Provider
shall at any time upon request file duplicate copies of the policies of such insurance with the
City.
Such insurance shall be written by insurance companies which are satisfactory to the City
and which are registered to do business in the State of Florida. All policies shall be endorsed to
name the City as additional insured.
User shall provide to the City certificates evidencing the required insurance coverage at
least seven (7) days prior to the commencement of the Use Period and throughout the term of the
Agreement, as the insurance policies expire. Binders are not acceptable.
14. DEFAULT/MARITIME LIENS:
A. if User fails to comply with any term or condition of this Agreement, or fails to
perform any of its obligations hereunder, then User shall be in default. Upon the occurrence of a
default hereunder the City may, in addition to all remedies available to it by law and under this
Agreement, immediately, upon written notice to User, terminate this Agreement whereupon all
deposits, payments, advances, or other compensation paid by the User to the City shall be
retained by the City.
B. The User acknowledges that the City has the right to establish and enforce a
maritime lien for dockage, repairs, supplies, towing or other necessaries, and agrees that the City
retains the right to pursue such maritime liens and such other legal and equitable remedies as may
be necessary to enforce the terms and conditions of this Agreement.
15. FORCE MA.IEURE: The City and the User shall each have the right to terminate
this Agreement in the event that the Facility is condemned, or in the event of its damage due to
Ere, windstorm, catastrophe or other act of God. to such event, User shall be entitled to a refund
of the Reservation Deposit, or so much thereof as has not been applied, upon termination of the
Agreement, after satisfaction of all amounts due by User hereunder, if any.
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16. NONDISCRIMINATION: User represents and warrants to the City that User does not
and will not engage in discriminatory practices and that there shall be no discrimination in
connection with User's use of the Facility or presentation of the Event on account of race, color,
sex, religion, age, handicap, marital status or national origin. User further covenants that no
individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status
or national origin, be excluded from participation in, be denied services, or be subject to
discrimination in connection with the use of the Facility under this Agreement.
17. ASSIGNMENT: This Agreement shall not be assigned by User, in whole or in part,
without the prior written consent of the City's, which may be withheld, or conditioned, in the
City's sole discretion.
18. NOTICES: All notices or other communications required under this Agreement shall
be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return
receipt requested, addressed to the other party at the address indicated herein or to such other
address as a party may designate by giving notice in the manner herein provided. Notice shall be
deemed given on the day on which personally delivered; or, if by mail, on the fifth day after
being posted or the date of actual receipt, whichever is earlier.
TO USER:
400 Arthur Godfrey Road, Suite 310
Miami Beach, FL 33140
Attn: Cathy Johnston
TO THE CITY:
Miamarina at Bayside
401 Biscayne Blvd,
Miami, FL 33132
Attn: Stephen H. Bogner
19. MISCELLANEOUS PROVISIONS:
A. User shall identify the City and the Facility in all promotional material and press
releases prepared or issued in connection with the Event. The City shall be identified as "The
City of Miami, Florida" or "Miami" and the Facility shall be identified as "Miamarina at
Bayside."
B. User shall provide to the Director fifty (50) promotional tickets for the Event, for
the purpose of promoting the Facility.
C. This Agreement shall be construed and enforced according to the laws of the State
of Florida.
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D. Title and paragraph headings are for convenient reference and are not a part of this
Agreement.
E. No waiver or breach of any provision of this Agreement shall constitute a waiver
of any subsequent breach of the same or any other provision hereof, and no waiver shall be
effective unless made in writing.
F. Should any provision, paragraph, sentence, word or phrase contained in this
Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise
unenforceable under the laws of the State of Florida or the City of Miami, such provision,
paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to
conform with such laws, or if not modifiable, then same shall be deemed severable, and in either
event, the remaining terms and provisions of this Agreement shall remain unmodified and in full
force and effect or limitation of its use.
G. This Agreement constitutes the sole and entire agreement between the parties
hereto. No modification or amendment hereto shall be valid unless in writing and executed by
property authorized representatives of the parties hereto.
20. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties
hereto, their heirs, executors, legal representatives, successors, or assigns.
21. ENTIRE AGREEMENT: This instrument, together with its attachments and all other -
instruments incorporated herein by reference, constitute the sole and only agreement of the
parties hereto relating to the use of the Facilities. Any prior agreements, promises, negotiations,
or representations not expressly set forth in this Agreement are o f no force or effect.
22. COUNTERPARTS: This Agreement may be executed in two or more counterparts,
each of which shall constitute an original, but all of which, when taken together, shall constitute
one and the same agreement.
23. APPROVAL BY OVERSIGHT BOARD: The State of Florida has appointed an
Emergency Financial Oversight Board ("Oversight Board") which is empowered to review and
approve all pending City of Miami contracts. As a result, contracts shall not be binding on the
City until such time as they have been approved by the Oversight Board. EXeCrrtion of this
contract by the City Manager shall constitute evidence of its approval by the Oversight Board.
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THIS AGREEMENT SHALL BE RETURNED TO THE CITY,
PROPERLY EXECUTED BY USER, BY FEBRUARY 10th, 2002,
AT 5:00 P.M. FAILURE TO COMPLY WITH THIS
PROVISION MAY RESULT IN THE CANCELLATION OF
THIS AGREEMENT BY THE CITY AND FORFEITURE OF
ANY DEPOSIT, ADVANCE OR PAYMENT MADE BY USER
TO RESERVE THE USE PERIOD.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their respective officials thereunto duly authorized, this the day and year above
written.
"CITY"
CITY OF MIAMI, a municipal
ATTEST: corporation
Walter Foeman, City Clerk
Print Name:
Title: Corporate Secretary
APPROVED AS TO FORM AND
CORRECTNESS:
Alejandro Vilarello
City Attorney
By:
Carlos A. Gimenez, City Manager
"USER"
NMMA Boat
corporation
By:
Print Name:
Title: President
Shows, Inc., a Delaware
APPROVED AS TO INSURANCE
REQUIREMENTS:
Mario Soldevilla, Administrator
Division of Risk Management
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0 CITY OF MIAMI, FLORIDA '*CA=12
INTER-OFFICE MEMORANDUM
TO The Honorable Mayor
and Members of the City Commission
FROM
Carlos . Gimenez
City Manager
DATE:. n PILE:
DaC c 7
SUBJECT:
Resolution Authorizing City Manager
to Execute Agreement with NMMA
REFERENCES : Oat Shows, Inc. for use of dockage
space at Miamarina at Bayside
ENCLOSURES:
RECOMMENDATION
It is respectfully recommended that the City Commission adopt the attached Resolution authorizing
the City Manager to execute an Agreement, in substantially the attached form, with NMMA Boat
Shows, Inc. for the use of dockage space at Miamarina at Bayside for the presentation of the Strictly
Sail venue of the Miami International Boat Show from February 10 through February 21, 2002.
BACKGROUND
NMMA Boat Shows, Inc. has requested the use of dockage space at Piers C,B,C, and D at
Miamarina at Bayside for the presentation of the Strictly Sail venue of the Miami International Boat
Show. They have successfully used Miamarina for the Strictly Sail venue for the past three years.
NMMA Boat Shows has agreed to pay the dockage rate of $1.35 per linear foot per day, plus the
payment of dockage fees for one week for relocated Miamarina customers and for any additional
services, accommodations, materials or equipment provided by the City, as well as all applicable
taxes. Strictly Sail has proven to be a great success at Miamarina over the past three years, not only
for the additional transient dockage revenue in the amount of $81,000, but also for the overall
economic impact and the positive publicity that this event generates for the City.
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