HomeMy WebLinkAboutR-91-05597s ..
RESOLUTION NO.
A RESOLUTION, WITH ATTACHMENTS, AUTHORIZING
THE CITY MANAGER TO EXECUTE AN AGREEMENT, IN
SUBSTANTIALLY THE FORM ATTACHED, WITH NORA
SWAN, AN INDIVIDUAL, IN AN AMOUNT NOT TO
EXCEED $20,000 FOR PROFESSIONAL SERVICES
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RELATED TO THE PLANNING AND IMPLEMENTATION OF
PROMOTIONAL ACTIVITIES FOR THE ENHANCEMENT OF
FILM, TELEVISION AND RECORDING INDUSTRIES IN
THE CITY OF MIAMI, FOR A ONE YEAR PERIOD
COMMENCING SEPTEMBER 1, 1991, PLUS OUT OF
POCKET EXPENSES BILLED AT COST NOT TO EXCEED
AN AMOUNT OF $5,000, FURTHER AUTHORIZING
COMPENSATION FOR SERVICES FROM MONIES
ALLOCATED IN THE DEPARTMENT OF DEVELOPMENT
a
1990-91 FISCAL YEAR BUDGET.
WHEREAS, the Film, Television and Recording industries are
growth industries in South Florida making them an important part
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of Miami's economic future; and
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WHEREAS, an important part of local economic development
involves assisting growth industries to locate and expand within
the City; and
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WHEREAS, Nora Swan possesses the professional qualifications
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and expertise required to assist the City of Miami in enhancing
and further developing these industries;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The City Manager is hereby authorized to execute
an Agreement, in substantially the form attached, with Nora Swan,
an individual, in an amount not to exceed $20,000 for
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professional services related to the planning and implementation
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of promotional activities for the enhancement of the film,,
television and recording industries in the City of Miami, for a
one-year period commencing September 1, 1991, plus out of pocket
expenses billed at cost not to exceed an amount of $5,000
further authorizing compensation for services from monies
allocated in the Department of Development 1990-91 fiscal year
budget.
FINANCIAL REVIEW:
CARLOS E. GARCIff DIRECTOR
FINANCE DEPARTMENT
BUDGETARY REVIEW:
MANOHAR SURANAr DIRECTOR
BUDGET DEPARTMENT
PREPARED AND APPROVED BY:
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This Agreement entered into this I day of ,
1991, by and between the CITY OF MIAMI, a municipal corporation
of the State of Florida, hereinafter referred to as "CITY", and
NORA SWAN, an individual, hereinafter, referred to as
"CONSULTANT".
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WHEREAS, the film, television and recording industries are
growth industries in South Florida making them an important part
of Miami's economic future; and °a
WHEREAS, an important part of local economic development
involves assisting growth industries to locate and expand within
the City; and
WHEREAS, the CONSULTANT possesses the professional
qualifications and expertise required to assist the City of Miami
in enhancing and further developing these industries;
NOW, THEREFORE, in consideration of the mutual covenants and
obligations herein contained, and subject to the terms and
conditions hereinafter stated, the parties hereto understand and
agree as follows:
I. TERM
The term of this Agreement shall be from September 1. 1991
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through August 30, 1992.
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II. SCOPE OF SERVICES
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Under the general supervision of the Department of
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Development, the CONSULTANT's responsibilities are as follows:
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A. CONSULTANT shall continue efforts to establish a Co-
Production market that would attract new productions and create s
new jobs in Miami. <?
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H. CONSULTANT will continue to explore the possibilities of
developing Miami as a Co -Production, finance and distribution
center for film products.
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C. CONSULTANT shall act as a clearing house, liaison, and
consultant for all film related projects.
D. CONSULTANT shall service and assist filmmakers working
in Miami during every phase of their production.
E. CONSULTANT shall continue the development of an
aggressive marketing and public relations campaign to attract the
film and video industry to this area.
F. CONSULTANT shall focus on the development of the
International Film market with an emphasis on the Spanish
language and Latin American Co -ventures, given Miami's strategic
location, its international banking and transportation
infrastructure, and its multi -cultural, multi-lingual
capabilities, to capture a significant share of this multi-
billion dollar industry.
G. CONSULTANT shall assist in the development of a
financial base that would be responsive to the business
opportunities of the industry and stimulate the growth of film,
video and recordings.
H. CONSULTANT shall represent the City of Miami at film
related functions and film -related Special Events and assist
where deemed necessary.
I. CONSULTANT shall plan and oversee seminars, conferences,
special events for the City of Miami that would :enhance the
growth of the industry and the image of Miami.
J. CONSULTANT shall, when deemed necessary, attend
conferences, meetings or Special Events outside of Miami
(expenses to be reimbursed at cost by the City pursuant to
Section III.C. herein).
K. CONSULTANT shall work closely with the Coordinator of x
Film Permitting for Miami, when necessary.
L. CONSULTANT shall act as liaison between the City of
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Miami and other Film Offices and Film Organizations.
M. CONSULTANT shall prepare promotional materials for the
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film industry. F
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111. COMPENSATION AND FEE SCHEDULE
A. The City shall pay the CONSULTANT, as maximum
compensation for the services performed, a fee not to exceed
$20,000.
B. COMPENSATION for services performed shall be paid at a
$20.00 per hour rate up to a maximum of 1000 hours.
C. Out of pocket expenses, as approved by CITY, will be
billed to CITY at cost, with a maximum limit of $5,000.
D. CONSULTANT shall submit invoices and supporting
documentation (i.e. time records) to request payment for services
and approved expenses rendered on a monthly basis. F
E. CITY shall endeavor to pay CONSULTANT within fifteen
(15) working days from the time the invoice is approved for
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payment.
F. CITY shall have the right to review and audit the time
records and related record of CONSULTANT pertaining to any
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payment by the CITY.
IV. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS
Both parties shall comply with all applicable laws,
ordinances and codes of federal, state and local governments.
A. All notices or other communications which shall or may
be given pursuant to this Agreement shall be in writing and shall
be delivered by personal service, or by registered mail addressed
to.the other party 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 mail, on 4
the fifth day after being posted or the date of actual receipt,
whichever is earlier.
CITY OF„MIAMI CONSULTANT
Department of Development &
Housing Conservation
Development Division
300 Biscayne Blvd. Way Ste 400
Miami, FL 33131
(305)372-4590
Nora Swan
Consultant
5055 Collins Avenue
Suite 9F
Miami Beach, FL 33140
B. Title and paragraph headings are
reference and are not a part of this Agreement,
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C. In the event of conflict between the terms of this
Agreement and any terms or conditions contained in any attached
documents, the terms of this Agreement shall rule.
D. 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
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unless made in writing.
E. Should any provisions, paragraphs, sentences, words or 5'
phrases 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
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of Miami, such provisions, paragraphs, sentences, words or
phrases shall be deemed modified to the extent necessary in order
to conform with such laws, or if not modifiable to conform with
such laws, 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.
VI. OWNERSHIP OF DOCUMENTS
All documents developed by CONSULTANT under this Agreement
shall be delivered to CITY by said CONSULTANT upon completion of
the services required pursuant to Section II. hereof and shall
become the property of CITY, without restriction or limitation on
its use. CONSULTANT agrees that all documents maintained and
generated pursuant to this contractual relationship between CITY_
and CONSULTANT shall be subject to all provisions of the Public
Records Law, Chapter 119, Florida Statues. r
It is further understood by and between the parties that any.;`
information, writings, maps, contract documents, reports or any
other matter whatsoever which is given by CITY to CONSULTANT:;
pursuant to this Agreement.shall at all times remain the property,
of CITY and shall not be used by CONSULTANT for any other purpose
whatsoever without the written consent of CITY.
VI I , NQNDELEQUIL.ITY
That the obligations undertaken by CONSULTANT pursuant to..
this Agreement shall not be delegated or assigned to any ethe�
person or firm unless CITY shall first consent in wrlting.tP th
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performance or assignment of such service or any part thereof by
another person or firm.
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VIII. AUDIT RIGHTS
CITY reserves the right to audit the records of CONSULTANT
at any time during the performance of this Agreement and for a
period of one year after final payment is made under this
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Agreement.
TX AWARD OF AGREEMENT
CONSULTANT warrants that it has not employed or retained any
person employed by the CITY to solicit or secure this Agreement
and that it has not offered to pay, paid, or agreed to pay any
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person employed by the CITY any fee, commission percentage,k["
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brokerage fee, or gift of any kind contingent upon or resulting
from the award of this Agreement.
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X. CONSTRUCTION OF AGREEMENT
This Agreement shall be construed and enforced according to
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the laws of the State of Florida.
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XI. SUCCESSORS AND ASSIGNS
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This Agreement shall be binding upon the parties herein'
their heirs, executors, legal representatives, successors, and
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assigns.
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XII. INDEMNIFICATION'
The CONSULTANT, shall indemnify and save the CITY harmless°
from and against any and all claims, liabilities, losses, and
causes of
action, which may arise out of the CONSULTANT's
activities
under this Agreement, including all other acts or
omissions to
act of the CONSULTANT, including any person acting
for or on
its behalf, and, from and against any orders,
judgements
or decrees which may be entered, and from and against
all costs,
attorney's fees, expenses and liabilities incurred in�
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the defense
of any such claims, or in the investigation thereof.
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$III. CONFLICT OF INTEREST
A.. CONSULTANT covenants that no person under its employ who
presently
exercises any functions or responsibilities in
connection
with this ,Agreement has any personal financial
interests,
direct or indirect, in the work product of
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Agreement. The CONSULTANT further covenants that, in the
performance of this Agreement, no person having such conflicting
interest shall be employed. Any such interests on the part of
the CONSULTANT or its employees, must be disclosed in writing to
the CITY.
B. The CONSULTANT is aware of the conflict of interest laws
of the City of Miami (City of Miami Code Chapter 2, Article V),
Dade County, Florida (Dade County Code Section 2-11.1) and the
State of Florida, and agrees that it will fully comply in all
respects with the terms of said laws.'
xTV. INDEPENDENT CONTRACT01t�
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CONSULTANT and its employees and agents shall be deemed to
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be independent contractors, and not agents or employees of CITY,
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and shall not attain any rights or benefits under the Civil
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Service or Pension Ordinances of the CITY, or any rights
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generally afforded classified or unclassified employees; further;E
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he/she shall not be deemed entitled to the Florida Worker's
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Compensation benefits as an employee of the CITY.
XV. TERMINATION OF AGREEMENT
CITY retains the right to terminate this Agreement at any
time prior to the completion of the services required pursuant to
Section II. hereof without penalty to the CITY. In the event,,
notice of termination of this Agreement shall be in writing to
the CONSULTANT, who shall be paid for those services performed
prior to the date of its receipt of the notice of termination.'
In no case, however, will the CITY pay the CONSULTANT an amount
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in excess of the total sum provided by this Agreement.?
It is hereby understood by and between the CITY, and the
CONSULTANT that any payment made in accordance with this Section
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to CONSULTANT shall be made only if said CONSULTANT is not in
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default under the terms of this Agreement. If the CONSULTANT is
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in default, then the CITY shall in no way be obligated and shall
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not pay to the CONSULTANT any sum whatsoever.
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XVI. NONDI3CRIMTNATION
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CONSULTANT agrees that it shall not discriminate an to, rack,
sex, color, creed, or national origin, or handicap in connect Qn
with its performance under this Agreement.
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Furthermore that no otherwise qualified individual shall,
solely by reason of his/her race, sex, color, creed, national
origin, or handicap, be excluded from the participation in, be
denied benefits of, or be subjected to discrimination under any
program or activity receiving federal financial assistance.
XVII. MINORITY PROCUREMENT COMPLIANCE
CONSULTANT acknowledges that it has been furnished a copy of
Ordinance No. 10538, the Minority/Business Affairs and
Procurement Program Ordinance of the City of Miami, and agrees to
Comply with all applicable substantive and procedural provisions
therein, including any amendments thereto.
XVIII. CONTINGENCY CLAUSE
Funding for this Agreement is contingent on the availability
of funds and continued authorization for program activities and
is subject to amendment or termination due to lack of funds, or
authorization, reduction of funds, and/or change in regulations.
XIX. --DEFAULT-PROVISION
In the event that CONSULTANT shall fail to comply with each
and every term and condition of this Agreement or fails to
perform any of the terms and conditions contained herein, then
CITY, at its sole option, upon written notice to CONSULTANT of
such an alleged default and an opportunity to cure such an
alleged default for a period of ten (10 ) days after the date of
such notices was given (or, in the event such default cannot be
cured within ten (10) days, then, if such cure is not commenced
within such ten (10) day period and diligently completed
thereafter), may cancel and terminate this Agreement, and all
payments, advances, or other compensation paid to CONSULTANT by
CITY was in default of the provisions herein contained, shall be
forthwith returned to CITY.
XX, ENTIRE AGREEMENT
This instrument and its attachments constitute the sole and
only Agreement of the parties hereto relating to said services
and correctly set forth the rights, duties, and obligations of
each to the other as of its date.
Any prior agreements,
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promises, negotiations, or representations not expressly set
forth in this Agreement are of no force or effect.
XXI. AMENDMENTS
No amendments to this Agreement shall be binding on either
party unless in writing and signed by both parties.
IN WITNESS WHEREOF, the parties hereto have caused this
instrument to be executed by the respective officials thereunto
duly authorized, this the day and year first above written.
ATTEST:
MATTY HIRAI
CITY CLERK
WITNESSES:
(As to CONSULTANT)
CITY OF MIAMI, a municipal Corpora-
tion of the State of Florida
By:
CESAR H. ODIO
CITY MANAGER
CONSULTANT: NORA SWAN,
an individual
By:
NORA SWAN, individually
APPROVED AS TO INSURANCE REQUIREMENTS:
INSURANCE MANAGER
APPROVED AS TO FORM AND CORRECTNESS:
JORGE L. FERNANDEZ
CITY ATTORNEY
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