HomeMy WebLinkAboutR-90-0559J-90-609
07/12/90
C
RESOLUTION No. -;9 0
A RESOLUTION, WITH ATTACHMENT, AUTHORIZING
THE CITY MANAGER TO EXECUTE AN AMENDMENT TO
THE AGREEMENT WITH FACILITIES MANAGEMENT
GROUP, INC. (PMG)t AKA SPECTACOR MANAGEMENT
GROUP, INC. (SMG), DATED APRIL 1, 1982, IN
SUBSTANTIALLY THE ATTACHED FORM, TO OPERATE
AND MANAGE THE CITY OF MIAMI JAMES L. KNIGHT
CONVENTION CENTER, COMMENCING JUNE 15, 1990
AND TERMINATING ON SEPTEMBER 30, 1991, WITH
AN OPTIONAL ONE (1) YEAR RENEWAL TERM.
WHEREAS, on or about April 1, 1982, the City and Facilities
Management Group, Inc. ("FMG") entered into a Management and
Operations Agreement for the operation of the City of Miami James
L. Knight Convention Center on behalf of the City; and
WHEREAS, the applicable provisions of this Agreement dealing
with its term provides that the original term of the Agreement
shall be for a period of five (5) years, and providing further
that said Agreement may be renewed for additional five (5) year
terms; and
WHEREAS, through competitive negotiations SMG was awarded a
five (5) year extension from April 15, 1987 and terminating on
April 15, 1992 under the terms and conditions of the First
Amendment and Extension to the Management and Operation Agreement
executed May 27, 1987; and
WHEREAS, the City upon exercising its option to renew for a
remaining two (2) additional years has expressed a desire to
renegotiate several terms and conditions in a manner more
advantageous to 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 hereby adopted by reference
thereto and incorporated herein as if fully set forth in this
Section.
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14MING OF
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Section
2. The City Manager
is hereby aathorrited to
exercise the
City's option to renew the Management and Operation
Agreement with SMG from June 15, 1990
terminating September 30th
1991, so as
to allow the termination
of the Agreement to concur
with the end
of the fiscal year of the City, and an optional one
(1) year extension.
Section 2. The management fee of $140,000 is to be paid
to SMG with an incentive over and above said management fee to be
based on a percentage of profit.
Section 3. SMG shall continue to provide services to the
City in the areas of rental of space, advertising, promotion,
marketing/sales, events management, box office, public relations,
procurement, maintenance, security, support, and similar services
under the direction of the City Conferences, Conventions and
Public Facilities Department Director.
Section 4. The City Manager is hereby authorized to
execute an amendment, in substantially the attached form, to the
existing Management and Operations Agreement of April 1, 1982
between the City and FMG.
Section 5. This Resolution shall become effective
immediately upon its adoption.
PASSED AND ADOPTED this 12th day of July , 1990.
el-� i- co �9- �
01 XAVIER L. SU#3FZr MA
CITY CLERK
PREPARED AND APPROVED BY:
A. VICRY
ASSISTANT CITY TTORNEY
APPROVED AS TO FORM AND CORRECTNESSs
At
J GE . PE D Z
CITY ATTO S
AVL:mpsH1 4
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This Second Amendment to the April 1, 1982 Management and Cperati+oo
Agreement, entered into on the day of _ �_,, 1990, by an
between the City of Miami, a Florid M icipal corporation (hereinafter tb
"City") and Spectacor Management Group, Inc., F/K/A Facilities Managemen
Group, Inc., a Professional Management firm organized and existing under th
laws of the State of Delaware (hereinafter "SMG" or the "Firm").
Whereas, by passage of Notion No. 90-316, on April 26t 1990, the Cit
Commission directed the City Manager to negotiate terms for the option peric
remaining in the First Amendment.
Now, therefore, the City and SM have agreed to amend the April 10', 1982
Agreement between the parties in the following paragraphs as set out below,
and the parties further agree that every paragraph, covenant, term and
condition of the Management and Operations of April 1, 1982 as Amended by the
First Amendment' of May 27, 1987 between the City and SM not herein amended
shall continue in operative force and effect throughout the extended term of
the Contract.
Paragraph 1 Term is deleted in its entirety and amended to read:
a. The terms of this Agreement shall be for a period commencing
on June 15, 1990 and terminating on September 30, 1991.
b. This Agreement may be extended for one (1) additional year,
at the option of the City Manager. Except for the renewal
provision stated in this section, this Agreement is non-
renewable.
Paragraph 3 entitled compensation is deleted as to subparagraphs
3a and 3b and amended effective October 1, 1990 to read:
a. The City agrees to pay the following management fee of One
Hundred Forty Thousand Dollars ($140,000.00) payable in
equal monthly installments omwncing on the 1st day of
October 1990. This annual management fee is hereby
_ allocated from the funds to the Department of Conferences
—! and Conventions, and the lack of such allocation or
—� availability of funds shall be cause for termination of the
Agreement.
90— 559
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b. As Incentive Compensation, the City agrees to pad►, at the
conclusion of the fiscal year, S.M.C. 15% of the first
$100 0 000 profit and 20% on any aftunt of profit that exceeft
$100,000.
The Incentive Compensation will be based on profits, The
profits are defined as the difference betw0en gross sales
and gross revenues as further defined in the City dual
budget for the operation of the Miami Convention Center.
The percentages of Incentives will be applied to that
difference which is defined as "profit". Excluded in any
revenues are any "asset sales" authorized by the City or
promotional funds paid by the developer and matched with
City funds.
3. il!»t>1ptM M (12)
Paragraph 12 Insurance remains in its entirety and is amended by
the addition of subparagraph h to read:
h. The City Manager is authorized to amend the Agreement as to
insurance requirements, upon the reoommendation of the
Insurance Manager.
. 4. BOSIRM OF FIPM
Paragraph 18 Business of firm is amended by the deletion in its
entirety of subparagraph a.
5. CATION (25) (d)
Paragraph 25 Termination is amended as to subparagraph d which is
amended to read:
1. Any portion of compensation earned to date.
2. Any cost of lease cancellation for automobiles and office
equipment.
3. Any existing obligation of the FIRM resulting from wages not
to exceed and limited to the following:
The equivalent of 4 weeks of salary for the General
Manager, plus accrued vacation compensation.
The equivalent of 2 weeks of salary for all other
employees, plus any accrued vacation compensation.
4. Any reasonable charges incurred in the removal of FIRM
property from the premises.
6. PER9CH"M
_2_ 90- 559
Paragraph 28 Personnel remain, in its entirety and is amended by
the addition of subparagraph d 6 e to read:
d. The Firm will seep from the City on an annual basis a
performance evaluation of the Firm's General Manager and
Director of Marketing by the Executive Director. If
performance is found to be inadequate, upon written request
by the Executive director, S'MG shall remove the employee
from this SMG operated facility within 30 days.
e. The following shall be grounds for immediate dismissal of
the General Manager, Director of Marketing or any other
employee of the firm,
1. Divulging leads for future booking to other competing
facilities or individuals.
2. Removal of City owned property to other facilities,
without prior approval by Executive Director.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective officials thereunto duly authorized.
ATTEST:
MATTY HIRAI, CITY CLERK
ATTEST:
TITLE
APPROVED AS TO FORM AND CORRECTNESS:
JOKE L. FERNANDEZ
CITY ATTORNEY
DATED:
AVI,/mp/P416
CESAR H. ODIO, CITY MANAGER
F.M.G./S.M.G.
TITLE
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CiV or Wmi. FLOMDA
INfOR-OFFICE_ MEMORANDUM
f —
to: the honorable Mayor andDATEJul
2, 1990 FILS :
; ,
members of the City Commission
sualEct : Discussion Item
July
120 1990_
FROM : Cesar H. Od
REFERENCES
- City Manage
ENCLOSURES:
Attached, for inclusion on the
July 12, 1990,
Agenda, is a
=
discussion item regarding the
Amendment to the
Contract with'
Spectacor Mana8ement Group, Inc.
(SMa) for the
management and
- operation of the•Miami Convention
Center.
— Attachment
cc: Angela R. Bellamy.
s
_
Assistant City Manager
-
01
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City of Miami / University of MioMi
James L. Knight Center
ML%W clanuealm CeAtr
June 15, 1990
Tony Pa jares
Executive Director
City of Miami
Dept. Conferences & Conventions
40t� S.E. 2nd Avenue
Miami, n 33131
Dear Tony:
Attached is A copy of the contract amendment containing the
revisions that we agreed upon today. Please note that one
issue is still outstanding, although I have assumed that
it will satisfactorily be resolved. That is'for purposes
of =uting our incentive fee and of facilitating everyone's
bookke+sping. I believe that our contract should correspond
to the.City's fiscal year.
As you,know,. effective this date, we are both operating
without a contract and I think it is of the utmost importance
that we expedite this agreement. I will be available to do
hat i t
w ever s necessary o assure a prompt resolution by the
City Commission of these revised terms of our contract.
If this cannot be resolved by the Commissioners' June 28th
meeting, please let me know the target date as well as what
interim agreement we will be working under.
,a
Under separate cover I will send you correspondence pertaining
to our involvement -for marketing and booking of the Orange Bowl -
and Miami Marine Stadium.
Sincerely,
,�PECTACOR MANAGEMENT GROUP
)'led
Mich Savers
St. Vice Presiden
MFS:jq
Attachment
cc: Manny Fernandez
Dicta tegNM Ow. 9 Mbmi. FL 33131 . Tel. (305) 372-0277 . Fax: (3m) 372-2919
C. SPECTACOR MANAG'EMIENT GROUP.
SECOND AMENDMENT AND EXTENSION
TO THE
MANAGEMENT AND OPERATION AGREEMENT
DATED: APRIL 19 1982
This Second Amendment to the April 1, 1982 Management and.
Operations Agreement, entered into on the day of
9.19900 by and between the "Urty of .Miami, a
norrr a un c pal corporation (hereinafter the "City") and
Spectacor Management Group, Inc., F/K/A Facilities Management
Group, Inc., a Professional Management firm organized and
existing under the laws of the State of Delaware (hereinafter
"SMG" or the "Firm").
.Whereas, by passage of Motion No. 90-316, on April.26,. 1990,
the City Commission directed the City Manager to negotiate terms
for the option period remaining in the First Amendment.
Now, therefore, the City and SMG have agreed to amend the
April Is 1982 Agreement between the parties in the following
paragraphs as set out below, and the parties further agree that
every paragraph, covenant, term and condition.of the Management
and Operations of April 1, 1982 as Amended by the First Amendment
of May 27, 1987 between the City and SMG not herein amended shall
continue in operative force and effect throughout -the extended
term of the Contract.
1.
2.
Paragraph 1 Term is deleted in its entirety and amended
to read:
a. The terms of this agreement shall be for a period
commencing on June 15, 1990 and terminating on
September 30, 1992.
COMPENSATION
Paragraph-3 entitled compensation is deleted as to
subparagraphs-3a and 3b and amended effective
October 1, 1990 to read:
a.
Is
P
E
fee is hereby allocated from the funds of the
Department of Conferences and Conventions, and the lack of such allocation or availability of funds
shall be cause for termination of the Agreement.
b. As Incentive Compensation, the City agrees to pay,_
at the conclusion of the fiscal year, S.M.C. 15% =
of the first $100000 profit and 20% on any amount 3_
that exceeds $100:000.
The Incentive Compensation will be based on profits.
The profits are defined as the difference between
gross sales and gross revenues as further defined
in the City annual budget for the operation of the
Miami Convention Center. The percentages of
Incentives will be applied to that difference which
is defined as "profit". Excluded in any revenues
are any "asset sales" authorized by the City or
promotional funds paid by the developer and matched
with City funds. -
�I 3. INSURANCE (12)
-� Paragraph 12 Insurance remains in its entirety and is
-; amended by the addition of subparagraph h to read:.
- h. The City Manager is authorized to amend the Agree-
ment as to insurance requirements, upon the
_
recommendation of the Insurance Manager.
-
4. BUSINESS OF FIRM
1 Paragraph 18 Business of firm is amended by the
deletion in its entirety of subparagraph a.
5. TERMINATION (25) (d)
-
Paragraph 25 Termination is amended as to subparagraph
-
- d which is amended to read:
d. If termination pursuant to subparagraph b above -is
effected by the City, the City shall pay for work
-� actually performed to the date of termination
plus: '
1. Any portion of compensation earned to date.
2. Any.cost of lease cancellation for automobiles
and office equipment.
3. Any existing obligation of the FIRM resulting
_$ from wages not to exceed and limited to the
A
following:
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The equivalent of 4 weeks of salary £or
the General manager, plus accrued vacation
compensation.
The equivalent of 2 weeks of salary for all
other employees, plus any accrued vacation
compensation.
4. Any reasonable charges incurred in the
removal of FIRM property from the premises.
6. PERSONNEL
Paragraph 28 Personnel remains in its entirety and is
amended by the addition of subparagraph d & e to read:.
d. The Firm will seek from the City on an annual basis
a performance evaluation of the Firm's General
Manager and Director of Marketing by the Executive
Director. If performance is found to be inadequate,
upon written request by the Executive Director,
SMG shall remove the employee from this SMG operated
facility within 30 days.
e. The following shall be grounds for immediate
dismissal of the General Manager, Director of
Marketing or any other employee of the firm,
1. Divulgin& leads for future booking to other
competing facilities or individuals.
2. Removal of City owned property to other
facilities, without prior approval by
Executive Director.
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