HomeMy WebLinkAboutR-00-0282J-00-289
3/23/00
RESOLUTION NO.
C,0 282
A RESOLUTION OF THE MIAMI CITY COMMISSION,
WITH ATTACHMENT (S) AUTHORIZING THE CITY
MANAGER TO EXECUTE A REVOCABLE LICENSE
AGREEMENT ("AGREEMENT"), IN SUBSTANTIALLY THE
ATTACHED FORM, WITH SFLFL, INC., FOR THE USE
OF A PORTION OF SPACE AT THE ORANGE BOWL
STADIUM, MIAMI, FLORIDA, ONiA MONTH TO MONTH
BASIS FOR OFFICE PURPOSES, AT TERMS AND
CONDITIONS MORE PARTICULARLY SET FORTH IN
SAID AGREEMENT.
WHEREAS, the City of Miami is owner of certain real property
located at 1501 Northwest Third Street, Miami, Florida, a/k/a the
Orange Bowl Stadium (the "Property"); and
WHEREAS, SFLFL, Inc. entered into a Use Agreement dated
March 9; 2000, for the use of the Orange Bowl Stadium to play a
minimum of four to six home games each year at the Stadium,
during the months of March to June, for a period of one year with
two additional two years option; and
WHEREAS, SFLFL, Inc. has requested the City to provide the
use of certain office space at the Orange Bowl Stadium, on a
year-round basis, and the City has agreed to do so, under the
terms and conditions specified in the Revocable License
Agreement; and
A hi
CITY COMMISSION
MEETING OF
MAR 2 3 2000
Resolution No.
f,0 026 8 21
-
•
Ll
WHEREAS, the use of a certain portion of office space within
the Property is not required at this time by any of the City's
offices or departments; and
WHEREAS, the City Commission has determined that it is in
the best interest of the City to enter into a Revocable License
Agreement for use of a portion of said Property, subject to the
terms and conditions set forth in a Revocable License Agreement;
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 hereby adopted by reference
thereto and incorporated herein as if fully set forth in this
Section.
Section 2. The City Manager is hereby authorized" to
execute a Revocable License Agreement ("Agreement"), in
substantially the attached form, with SFLFL, Inc. for the use of
a portion of space at the Orange Bowl Stadium, Miami, Florida, on
a month to month basis for office purposes, at terms and
conditions more particularly set forth in said Agreement.
}� 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. ThU 04
— 2
.Section 3. This Resolution shall become effective
immediately upon its adoption and signature of the Mayor./
PASSED AND ADOPTED this 23rd day of March
ATTEST:
. 2000.
JOE CAROLLO, MAYOR
In accordance with Miami Code Sec. 236, since the Mayor did not indicate approval of
this legislation by signing it in the designated place provided, caid legis;at ion now
becomes effective with the elapse of ten (10) daZ00"'
m the date ViJrr}rniwS7icr� )n
regarding same, without the Mayor exercisiV �. �
WALTER J. FOEMAN
CITY CLERK
;SS e/
r J. Fern a Clerk
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 3 of 3 (J —1'2
REVOCABLE LICENSE AGREEMENT
This Revocable License Agreement (the "Agreement") is made as of the _ day of
2000, between the City of Miami (the "City") a municipal corporation of the State of
Florida and SFLFL, Inc., a Florida corporation (the "Licensee").
WITNESSETH
WHEREAS, the City and Licensee have heretofore entered into a Use Agreement dated
2000 for the use of the Orange Bowl Stadium for a period of one year with
two additional two years option, a copy of which is attached hereto as Attachment 1 (the Use
Agreement"); and
WHEREAS, pursuant to the Use Agreement, Licensee has agreed to play a minimum of 4
to 6 home games each year at the Stadium, during the months of March to June; and
WHEREAS, Licensee has requested the City to provide the use of certain office space at
the Stadium, on a year-round basis, and the City has agreed to do so, under the terms and
conditions hereinafter set forth.
NOW, THEREFORE, in order to carry out the intent as expressed herein and in
consideration of the mutual agreements subsequently contained, City and Licensee agree as
follows:
1. Recitals: The recitals are true and correct and are hereby incorporated into
and made a part of this Agreement.
2. Premises: The City has determined that a certain portion of office space
within the Orange Bowl Stadium, as depicted in Exhibit "A" attached hereto and made a part
hereof (the "Premises"),. is not needed at this time by any of the City's offices or departments.
The Licensee wishes to use the Premises for office purposes relating to the Use Agreement, all
year round. The City is willing to assist the Licensee in accomplishing its purpose and in
furtherance thereof authorizes the Licensee to occupy and use the Premises under the conditions
hereinafter set forth_ . The use of the Premises is strictly limited to the office space located at the
SE Quadrant, first and second floor, including stairwell, and is not to be used for any other
purpose whatsoever. Any use of the Area not authorized hereunder or under the Permitted Use
must receive the written consent of the ._City Manager, which consent may be withheld or
conditioned for any or no reason, including, but not limited to additional financial consideration.
3. Occupancy And Use Period: This Agreement shall commence as of the
date upon which the City Manager executes this Agreement (the "Effective Date") and shall
continue on a month-to-month basis until the first to occur of the following:
(a) cancellation or termination by express written agreement of the parties hereto; or
(b) cancellation or termination by request of any of the parties hereto, subject to the notice
provisions of Sections 16 and 17 hereof, or
(c) cancellation or termination of the Use Agreement.
4. Limitations on Licensee's Use of the Premises: Licensee's hours of
operations within the Premises shall be limited to normal City business hours, unless otherwise
approved by the City. Licensee shall not occupy the Premises on Event Days. For purposes of
this Agreement an Event Day is one in which licensee is not hosting the event unless otherwise
approved by the City.
5. Improvements and Maintenance: Licensee shall be responsible for all
improvements associated with making the Premises useable for office purposes and shall pay and
be responsible for all maintenance thereof. All work performed by Licensee under this section
shall be subject to the City's prior written approval, shall be done at Licensee's sole cost and
expense, in compliance with all applicable laws, regulations and codes, and shall be performed to
the satisfaction of the City.
6. Interest Conferred By This Agreement: Licensee agrees that this
Agreement has been issued by the City to authorize Licensee to occupy the Premises solely for
the limited purposes set forth herein. The parties hereby agree that the provisions of this
Agreement do not constitute a lease and the rights of Licensee hereunder are not those of a tenant
but are merely a personal privilege to do certain acts of a temporary character and to otherwise
use the Premises subject to the terms of this Agreement. No leasehold interest in the Area is
conferred upon Licensee under the provisions hereof and Licensee does not and shall not claim at
any time any leasehold estate or ownership interest in the Premises by virtue of this Agreement.
Licensee does not have, and shall not claim at any time, any interest or estate of any kind or
extent whatsoever in the Premises by virtue of any expenditure of funds by the Licensee for
improvements, construction, repairs, partitions or alterations which may be authorized by the
City.
7. Use Feer In consideration for this Agreement, Licensee .agrees to pay to the
City for the use of the Premises a monthly fee in the amount of One Thousand Two Hundred
Dollars ($1,200.00), plus State Use Tax, if applicable, which shall be paid in advance and in full
on the first day of eachmonth, without notice or demand (the "Monthly Fee"). Payments shall be
made payable to "City of Miami" and shall be mailed to 1501 NW 3" STREET, Miami, Florida
33125, or such other address as maybe designated from time to time. In the event the Effective
Date does not fall on the first day of the month, the Monthly Fee will be prorated on a daily basis
for that month. The Use Fee shall include the cost of electric and water services. All other utility
services including, but not limited to, storm water fee, gas, garbage, sewage disposal and
telephone services shall be paid by Licensee separately. In the event any installment of the
Monthly Fee is not received by City on or before the fifth day of the month, Licensee shall pay to
City a late charge in an amount equal to five percent (5%) of the Monthly Fee. Such late fee
shall constitute additional fees due and payable to City by Licensee upon the date of payment of
the delinquent payment referenced above. Acceptance of such late charge by City shall, in no
® 0
event, constitute a waiver of Licensee's violations with respect to such overdue amount nor
prevent City from the pursuit of any remedy to which City may otherwise be entitled. In the
event any check is returned to the City as uncollectible, the Licensee shall pay to City a returned
check fee (the "Returned Check Fee") based on the following schedule:
Returned Amount Returned Check Fee
$00.01 - 50.00
$20.00
$50.01 - 300.00
$30.00
$300.01 - 800.00
$40.00
Over $800
5% of the returned amount.
The Returned Check Fee shall constitute additional fees due and payable, to City by Licensee,
upon the date of payment of the delinquent payment referenced above. Acceptance of Returned
Check Fee by City shall, in no event, constitute a waiver of Licensee's violations with respect to
such overdue amount nor prevent City from the pursuit of any remedy to which City may
otherwise be entitled.
8.Security Deposit: Simultaneously with the execution of. this Agreement, the
Licensee shall deposit with City the sum of One Thousand Two Hundred Dollars ($1,200.00)
(the "Security") as guarantee for the full and faithful performance by Licensee of all obligations
of Licensee under this Agreement or in connection with this Agreement. If Licensee is in
violation beyond any applicable notice or cure period, the City may use, apply or retain all or any
part of the Security for the payment of (i) any fee or other sum of money which Licensee was
obligated to pay but did not pay, (ii) any sum expended by City on Licensee's behalf in
accordance with the provisions of this Agreement, or (iii) any sum which City may expend or be
required to expend as a result of Licensee's violation. The use, application or retention of the
Security or any portion thereof by City shall not prevent City from exercising any other right or
remedy provided for under this Agreement or at law and shall not limit any recovery to which
City may be entitled otherwise. At any time or times when City has made any such application
of all or any part of the Security Deposit, the Licensee shall deposit the sum or sums equal to the
amounts so applied by City within ten (10) days of written notice by the City.
Provided Licensee is not in violation of this Agreement, the Security or balance thereof,
as the case may be, shall be returned to Licensee upon the termination of this Agreement or upon
any later date after. which Licensee has vacated the Premises in the same condition or better as
existed on the Effective Date, ordinary wear and tear excepted. Upon the return of the Security
(or balance thereof) to the Licensee, City shall be completely relieved of liability with respect to
the Security. Licensee shall not be entitled to receive any interest on the Security.
9. Utilities: Licensee shall pay for all utilities, including but not limited to,
storm water fees, gas, telephone, garbage and sewage disposal used by Licensee during its
occupancy of the Premises, as well as all costs for installation of any lines and equipment
necessary. Licensee, at its sole cost, shall install utilities required for its use and install separate
utility meters required thereby and shall be billed directly by the applicable utility company for
such services. In the event that the City is billed for any utility that is a result of Licensee's use
of the Area, the Licensee shall reimburse such amount to the City within 15 days of the date of
the bill.
10. Condition Of The Area: Licensee accepts the Premises "as is", in its present
condition and state of repair and without any representation by or on behalf of City, and agrees
that City shall, under no circumstances, be liable for any latent, patent or other defects in the
Area. Licensee, at its sole cost, shall maintain the Premises in good order and repair at all times
and in an attractive, clean, safe and sanitary condition and shall suffer no waste or injury thereto.
Licensee shall be responsible for all repairs to the Premises required or caused by Licensee's use
of part thereof. Licensee agrees to make all changes necessary to the Premises at Licensee's sole
cost and expense in order to comply with all City, County and State code requirements for
Licensee's occupancy thereof.
11. Violations, Liens And Security Interests: Licensee, at its expense and
with due diligence and dispatch, shall secure the cancellation or discharge of or bond off same in
the manner permitted by law, all notices of violations arising from or otherwise in connection
with Licensee's improvements or operations in the Premises which shall be issued by any public
authority having or asserting jurisdiction. Licensee shall promptly pay its contractors and
materialsmen for all work and labor done at Licensee's request. Should any such lien be asserted
or filed, regardless of the validity of said liens or claims, Licensee shall bond against or discharge
the same within fifteen (15) calendar days of Licensee's receipt of notice of the filing of said
encumbrance. In the event Licensee fails to remove or bond against said lien by paying the full
amount claimed, Licensee shall pay the City . upon demand any amount paid out by City,
including City's costs, expenses and reasonable attorneys' fees. Licensee further agrees to hold
Citv harmless from and to indemnify the City against any and all claims, demands and expenses,
including reasonable attorney's fees, by reason of any claims of any contractor, subcontractor,
materialman, laborer or any other third person with whom Licensee has contracted or otherwise
is found liable for, in respect to the Area. Nothing contained in this Agreement shall be deemed,
construed or interpreted to .imply any consent or agreement on the part of City to subject the
City's interest or estate to any liability under any mechanic's or other lien asserted by any
contractor, subcontractor, materialsman or supplier thereof against any part of the Premises or
any of the improvements thereon and each such contract shall provide that the contractor must
insert a statement in any subcontract or purchase order that the contractor's contract so provides
for waiver of lien and that the subcontractor, materialman and supplier agree to be bound by such
provision.
12. City Access To Facility: City and its authorized representative(s) shall have
at all times access to the Premises. City will retain a complete set of keys to the Premises In the
event Licensee changes key locks as approved by the Director, Licensee, at its sole cost and
expense, must also provide to City a copy or copies of said keys, if :more than one copy is
required. The City shall have access to and entry into the Premises at any time to (a) inspect the
Premises, (b) to perform any obligations of Licensee hereunder which Licensee has failed to
perform after written notice thereof to Licensee, Licensee not having cured such matter within
ten (10) days of such notice, (c) to assure Licensee's compliance with the terms and provisions of
this Agreement and all applicable laws, ordinances, rules and regulations, and (d) for other
purposes as may be deemed necessary by the City Manager in the furtherance of the City's
corporate purpose; provided, however, that City shall make a diligent effort, to provide at least
24 -hours advance notice and Licensee shall have the right to have one or more of its
representatives or employees present during the time of any such entry. The City shall not be
liable for any loss, cost or damage to the Licensee by reason of the exercise by the City of the
right of entry described herein for the purposes listed above. The making of periodic inspection
or the failure to do so shall not operate to impose upon City any liability of any kind whatsoever
nor relieve the Licensee of any responsibility, obligations or liability assumed under this
Agreement.
13. Indemnification And Hold Harmless: The Licensee shall indemnify, hold
harmless and defend the City from and against any and all claims, suits, actions, damages or
causes of action of whatever nature arising during the period of this Agreement, for any personal
injury, loss of life or damage to property sustained in or on the Premises; by reason of or as a
result of Licensee's use or operations thereon, and from and against any orders, judgments or
decrees which may be entered thereon, and from and against all costs, attorney's fees, expenses
and liabilities incurred in and about the defense of any such claims and the investigation thereof;
even if the claims, costs, liabilities, suits, actions, damages or causes of action arise from the
negligence or alleged negligence of the City, including any of its employees, agents, or officials.
14. Insurance: 'Licensee, at its sole cost, shall obtain and maintain in full force and
effect at all times throughout the period of this Agreement, the following insurance coverage:
A. Commercial General liability insurance on a Comprehensive General liability
coverage form, or its equivalent, including premises, operations and contractual coverage's
against all claims, demands or actions for bodily injury, personal injury, death or property
damage occurring in or about the Premises with such limits as may be reasonably requested by
the City from time to time but not less than $1,000,000 per occurrence combined single limit for
bodily injury and property damage. The City shall be named as Additional Insured on the policy
or policies of insurance and the Area shall be added as a scheduled premise to the policy or
polices.
B. Automobile liability insurance covering all owned, non -owned and hired vehicles
used in conjunction with operations covered by this agreement. The policy or policies of
insurance shall contain a combined single limit of at least $500,000 for bodily injury and
property damage. The requirements of this provision will be waived upon submission of a
written statement from Licensee that no automobiles are used to conduct business.
C. Worker's Compensation in the form and amounts required by State law.
D. The City of Miami, Division of Risk Management, reserves the right to reasonably
amend the insurance requirements by the issuance of a notice in writing to Licensee. The
Licensee shall provide any other insurance or security reasonably required by the City.
E. The policy or policies of insurance required shall be so written that the policy or
policies may not be canceled or materially changed without thirty (30) days advance written
notice to the City. Said notice should be delivered to the City of Miami. Division of Risk
Management, 444 SW 2 Avenue, 9`h Floor, Miami, Florida 33130, with copy to City of Miami,
Office of Asset Management, 444 SW 2 Avenue, 3`d Floor, Miami, Florida 33130. or such other
address that may be designated from time to time.
A current Evidence and Policy of Insurance evidencing the aforesaid required insurance
coverage shall be supplied to the Office of Asset Management at the commencement of the term
of this Agreement and a new Evidence and Policy shall be supplied at least twenty (20) days
prior to the expiration of each such policy. Insurance policies required above shall be issued by
companies authorized to do business under the laws of the State of Florida, with the following
qualifications as to management and financial strength: the company should be rated "A" as to
management, and no less than class "Y' as to financial strength, in accordance with the latest
edition of Best's Key Rating Guide, or the company holds a valid Florida Certificate of Authority
issued by the State of Florida, Department of Insurance, and is a member of the Florida
Guarantee Fund. Receipt of any documentation of insurance by the City or by any of its
representatives that indicates less coverage than required does not constitute a waiver of the
Licensee's obligation to fulfill the insurance requirements herein.
In the event Licensee shall fail to procure and place such insurance, the City may, but
shall not be obligated to, procure and place same, in which event the amount of the premium paid
shall be paid by Licensee to the City as an additional fee upon demand and shall in each instance
be collectible on the first day of the month or any subsequent month following the date of
payment by the City. Licensee's failure to procure insurance shall in no way release Licensee
from its obligations and responsibilities as provided herein.
15. No Liability: In no event shall the City be liable or responsible for injury, loss or
damage to the property, improvements, fixtures and/or equipment belonging to or rented by
Licensee, its officers, agents, employees, invitees or patrons occurring in or about the Premises
that may be stolen, destroyed, or in any way damaged, including, without limitation, fire, flood,
steam, electricity, gas, water, rain, vandalism or theft which may leak or flow from or into any
part of the Premises, or from the breakage, leakage, obstruction or other defects of the pipes,
sprinklers. wires, appliances, plumbing, air conditioning or Iighting fixtures of the Premises, or
from hurricane or any act of God or -any act of negligence of any user.. of the facilities or
occupants of the Premises or any person whomsoever whether such damage or injury results
from conditions arising upon the Premises or,, upon other portions of the Stadium or from other
sources. Licensee indemnifies the City its_,officers, agents and employees from and against any
and all such claims even if the claims, costs, liabilities, suits, actions, damages or causes of
action arise from the negligence or alleged negligence of the City, including any of its employees,
agents. or officials. Licensee further acknowledges that as lawful consideration for being granted
the right to utilize and occupy the Premises, Licensee, on behalf of himself, his agents, invitees
and employees, does hereby release from any legal liability the City, its officers, agents and
employees, from any and all claims for injury, death or property damage resulting from
Licensee's use of the Premises.
16. Taxes and Fees: Licensee shall pay before any fine, penalty, interest or costs
is added for nonpayment, any and all charges, fees, taxes or assessments levied against the
Premises, or against any occupancy interest or personal property of any kind, owned by or placed
in, upon or about the Premises by Licensee, including, but not limited to, ad valorem taxes, fire
fees, and parking surcharges. In the event Licensee appeals a tax or fee, Licensee shall
immediately notify City of its intention to appeal said tax or fee and shall furnish and keep in
effect a surety bond of a responsible and substantial surety company reasonably acceptable to
City or other security reasonably satisfactory to City in an amount sufficient to pay one hundred
percent of the contested tax with all -interest on it and costs and expenses, including reasonable
attorneys' fees, to be incurred in connection with it.
17. Cancellation By Request Of Either Of The Parties Without Cause: Either
party may cancel this Agreement at any time with thirty (30) days written notice to the non -
canceling party prior to the effective date of the cancellation (the "Notice Period").
18. Termination By City Manager For, Cause: If, at the sole and complete
discretion of the City, Licensee in any manner violates the restrictions and conditions of this
Agreement, then, and in the event, after ten (10) days written notice given to Licensee by the City
Manager within which to cease such violation or correct such deficiencies, and upon failure of
Licensee to do so after such written notice within said ten (10) day period, this Agreement shall
be automatically canceled without the need for further action by the City.
19. Notices: All notices or other communications which may be given pursuant
to this Agreement shall be in writing and shall be deemed properly served if delivered by
personal service or by certified mail addressed to City and Licensee at the address indicated
herein or as the same may be changed from time to. time. Such notice shall be deemed given on
the day on which personally served; or if by certified mail, on the fifth day after being posted or
the date of actual receipt, whichever is earlier:
CITY OF MIAMI
Christina P. Abrams, Director
Department of Conferences,
Conventions & Public Facilities
1501 NW ) Street
Miami, FL 33125
WITH A COPY TO
City of Miami
Office of the City Manager
444 S W 2 Avenue, I Oth Floor
Miami, FL 33130
LICENSEE
Mark Rice, President Chairman
SFLFL, Inc
4617 Montrise Boulevard, C-215
Houston, Texas 77006
WITH A COPY TO
Todd S. Sharinn, General Counsel
SFLFL, Inc.
Goodwin Square
Hartford, CT 06103-4302
20. Advertising: Licensee shall not permit any signs or
advertising matter to be placed either upon the exterior of the Premises without having first
obtained the approval of the Stadium Manager, which approval may be withheld for any or no
reason, at his sole discretion. Licensee shall, at its sole cost and expense, install. provide,
maintain such sign, decoration, advertising matter or other things as may be permitted hereunder
in good condition and repair at all times. Licensee must further obtain approval from all
governmental authorities having jurisdiction, and must comply with all applicable requirements
set forth in the City of Miami Code and Zoning Ordinance. Upon the cancellation of this
Agreement, Licensee shall, at its sole cost and expense, remove any sign, decoration, advertising
matter or other thing permitted hereunder from the Premises. If any part of the Premises is in any
way damaged by the removal of such items, said damage shall be repaired by Licensee at its sole
cost and expense. Should Licensee fail to repair any damage caused to the Premises within ten
(10) days after receipt of written notice from City directing the required repairs, City shall cause
the Premises to be repaired at the sole cost and expense of Licensee. Licensee shall pay City the
full cost of such repairs within five (5) days of receipt of an invoice indicating the cost of such
required repairs.
21. Ownership Of Improvements: As of the Effective Date and throughout the
Use Period, all improvements thereon in the Premises shall be vested in City. Furthermore, title
to all improvements and alterations made in or to the Area, whether or not by or at the expense of
Licensee, shall, unless otherwise provided by written agreement, immediately upon their
completion become the property of the City and shall remain and be surrendered with the
Premises.
22. Surrender Of Area: In either event of cancellation pursuant to .this Agreement,
at the expiration of the Notice Period, Licensee shall peacefully surrender the Premises broom
clean and in good condition and repair together with all alterations, fixtures, installation,
additions and improvements which may have been made in or attached on or to the Premises.
Upon surrender, Licensee shall promptly remove all its personal property, trade fixtures and
equipment and Licensee shall repair any damage to the Premises caused thereby. Should
Licensee fail to repair any damage caused to the Premises within ten (10) days after receipt of
written notice from City directing the required repairs, City shall cause the .Premises to be
repaired at the sole cost and expense of Licensee. Licensee shall pay City the full cost of such
repairs within ten (10) days of receipt of an invoice indicating the cost of such required repairs.
At the City's option, City may require Licensee, at Licensee's sole cost and expense, to restore
the Premises so that the Premises shall be as it was on the Effective Date. In the event Licensee
fails to remove its personal. property, equipment and fixtures from the Premises within the time
limit set by the notice, said property shall be deemed abandoned and thereupon shall become the
sole personal property of the City. The City, at its sole discretion and without liability, may
remove and/or dispose of same as City sees fit, all at Licensee's sole cost and expense.
23. Severability: Should any provisions, paragraphs, sentences, words or phrases
contained in this Agreement be determined by a court of competent jurisdiction to be invalid,
illegal or otherwise unlawful under the laws of the State of Florida or the City, such provisions,
paragraphs, sentences, words or phrases shall be deemed modified . to the extent necessary in
order to conform with such laws, and the same may be deemed severable by the City, and in such
event, the remaining terms and conditions of this Agreement shall remain unmodified and in full
force and effect.
24. Assignment Or Transfer: Licensee cannot assign or transfer its privilege of
occupancy and use granted unto it by this Agreement. In the event that the City consents to any
assignment of Licensee's rights and obligations under the Use Agreement, then Licensee shall be
authorized to assign this Agreement to the assignee of the Use Agreement.
25. 'Nondiscrimination: Licensee shall not discriminate as to race, color, religion,
sex, national origin, age, disability or marital status in connection with its occupancy and use of
the Premises and improvements thereon.
26. Waiver: No failure on the part of the City to enforce or insist upon
performance of any of the terms of this Agreement, nor any waiver of any right hereunder by the
City, unless in writing, shall be construed as a waiver of any other term or as a waiver of any
future right to enforce or insist upon the performance of the same term.
27. Amendments And Modifications: No amendments or modifications to
this Agreement shall be binding on either party unless in writing, signed by both parties and
approved by the City Manager. The City Manager is authorized to amend or modify this
Agreement as needed.
28. Court Costs And Attorney(s)' Fees: In the event it becomes necessary for
the City to institute legal proceedings to enforce or interpret.the provisions of this Agreement,
Licensee shall pay the City's court costs and attorney's fees through all trial and appellate levels.
Licensee acknowledges that Florida law provides for mutuality of attorney's fees as a remedy in
contract cases and specifically and irrevocable waives its right to collect attorney's fees from the
City under applicable laws, including specifically, but not limited to Section 57.105, Florida
Statutes. It is the express intent of the Parities hereto that in no event will the City be required to
pay Licensee's attorney's fees and court costs for any action arising out of this Agreement. In the
event that Licensee's waiver under this section is found to be invalid then Licensee agrees that
the City's liability for Licensee's attorney's fees and court costs shall not exceed the sum of
$100.00. In the event that the waiver and limitations contained herein are found to be invalid, or
are otherwise not upheld, then the provisions of this Section shall become null and void and each
party shall be responsible for its own attorney's fees and costs.
29. Compliance With All Laws Applicable: Licensee accepts this Agreement and
hereby acknowledges that Licensee's strict compliance with all applicable federal, state and local
laws, ordinances and regulations is a condition of this Agreement, and Licensee shall comply
therewith as the same presently exist and as they may be amended hereafter. This Agreement
shall be construed and enforced according to the laws of the State of Florida.
Go- �'
30. Entire Agreement: This instrument and its attachments constitute the sole and
only agreement of the parties hereto and correctly sets forth the rights, duties and obligations of
each to the other as of its date. Any prior agreements, promises, negotiations or representations
not expressly set forth in this Agreement are of no force or effect.
31. Construction: This Agreement is the result of negotiations between the
parties and has been typed/printed, by one party for the convenience of both parties, and the
parties covenant that this Agreement shall not be construed in favor of or against either of the
parties.
32. Approval By The Oversight Board: The State of Florida has appointed an
Emergency Financial Oversight Board (the "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. Attestation of this
Agreement by the City Clerk shall constitute evidence of approval by the Oversight Board.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement of the day
and year first above written.
ATTEST:
LIZ
Walter Foeman
City Clerk
APPROVED AS TO INSURANCE
REQUIREMENTS:
Mario Soldevilla
Division of Risk Management
LICENSOR
CITY OF MIAMI, a municipal corporation
of the State of Florida
LIM
Donald H. Warshaw
City Manager
APPROVED AS TO FORM AND
CORRECTNESS:
By:
Alejandro Vilarello
City Attorney
ATTEST:
By:
Print Name:
Title:
Print Name
By:
Signature
Print Name
LICENSEE:
SFLFL, INC., a Florida corporation
By:
Print Name:
Title:
Print Name
Title
EXEE.IBIT C rAn a ate►!*adium
ACCESS ROAD
PARKING LOT MAP
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BUS LOT: 2ND ST BET. 12 & 17 AVE.
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ADO. PARKING: 12TH AVE & 11 ST,
BUS LOT: 2ND ST BET. 12 & 17 AVE.
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EXHIBIT B
PARKING FAC
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NW 17 AVE.
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ADD. PARKING: 12TH AVE &
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BUS LOT: 2ND ST SET, 12 a»
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ADD. PARKING: 12TH AVE &
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BUS LOT: 2ND ST SET, 12 a»
AVE,
•
EXHIBIT A
2ND LEVEL
ENTRANCE
1ST LEVEL
f
CITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM
TO : The Honorable Mayor and DATE : MAR 2 3 2000
Members of the City Commission
SUBJECT: Pocket Item
FROM: Donald H. Warshaw REFERENCES:
City Manager
ENCLOSURES:
RECOMMENDATION
FILE :
It is respectfully recommended that the City Commission adopt the enclosed
resolution approving a Revocable License Agreement for the use of certain office
space at the Orange Bowl Stadium on a year round basis under certain terms
and conditions.
BACKGROUND
SFLFL, Inc., has entered into a Use Agreement with the City of Miami on
February 17, 2000, for the use of the Orange Bowl Stadium for their annual
Spring Football League and has requested the. City of Miami to provide the use of
certain office space at the Orange Bowl Stadium.
The Department of Conferences, Conventions and Public Facilities recommends
approval of the attached resolution. The total revenue that the City will receive
from this use is $14,000.00 annually.
DHWIF I /CPAIar
Attachments