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Home My WebLink AboutR-88-09088/29/883 RESOLUTION NO. A RESOLUTION 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 RELATED TO THE PLANNING AND IMPLEMENTATION OF PROMOTIONAL ACTIVITIES FOR THE ENHANCEMENT OF THE FILM, TELEVISION AND RECORDING INDUSTRIES IN THE CITY OF MIAMI WITH MONIES THEREFOR ALLOCATED IN THE DEPARTMENT OF DEVELOPMENT FY 1987 - 88 BUDGET. WHEREAS, the Film, Television and Recording industries are growth industries in South Florida making them an important part of Miami's economic future; and WHEREAS, an important part of local economic development involves assisting growth industries to locate and expand within the City; and WHEREAS, Nora Swan possesses the professional qualifications and expertise require 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 professional services related to the planning and implementation of promotional activities for the enhancement of the film; television and recording industries in the City of Miami, with funds therefor allocated hereby from the Department of Development's 1987*88 fiscal year budget. ATTACHMENTS CONTAINED air co�aassta� x xv CW �g nun= NA m L'A PASSED AND ADOPTED this A1rh..._ 4, ATTEST: -1('� NATTY I Al, CITY CLERK FINANCIAL REVIEW 6 APPROVAL: CARLOS GARCIA DIRECTOR FINANCE DEPAR ENT GETARY REVIEW 6 APPROVAL: B: 04010 & MANOHAR11SURANA, DIRECTOR Manageme r And Budget Department PREPARED AND APPROVED BY: Ane- -iOB9RT F. CLARK CHIEF DEPUTY CITY ATTORNEY APPROVED AS TO FORM AND CORRECTNESS: JO E 4AT�TORRNE NDEZ CITY PLIXJLUW REVIEW i APPROVAL: SERGIO ODR , PLANNI DEPARTME FINANCIAL REVIEW 6 APPROVAL: JE Y GE AU , DIRECTOR HO ING NS RVATION AND DEVELOPMENT AGENCY �, t I t♦' '�}f � �y��t t k V PROFESSIONAL SERVICES AGREEMENT This Agreement is entered into this day of , 1966, 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". R E C I T A L S: WHEREAS, the film, television and recording industries are growth industries in South Florida making them an important part of Miami's economic future; and WHEREAS, an important part of local economic development involves assisting growth industries to locate and expand within the City; and WHEREAS, the CONSULTANT posseses 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, 1988 through August 30919d9. II. SCOPE OF SERVICES The CONSULTANT shall coordinate the production of a promotional video for the City of Miami of the File Industry. The CONSULTANT shall compile a directory of facilities and services relating to the Film Industry in the Greater Miami Area. The CONSULTANT has initiated and will oversee the First Inter -American Conference on Film, Video and Recording. The CONSULTANT shall investigate the possibility of establishing a producers market that would attract new productions and create new jobs in Miami. The CONSULTANT will explore the p possibilities of developing Miami as a distribution center for film products. The CONSULTANT shall act as a clearing house, liaison, and consultant for all film related projects. The CONSULTANT shall service and assist filmmakers working in Miami during every phase of their production. The CONSULTANT shall develop an aggressive marketing and ( public relations campaign to attract the film and video industry to this area. The CONSULTANT shall emphasize the development of the International Film market with an emphasis on the Spanish 1 language. Given Miami's strategic location, its international banking and transportation infrastructure, and its multi- cultural, multi-lingual capabilities, it is a natural to capture a significant share of this multi -billion dollar industry. The 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. The CONSULTANT shall represent the City of Miami at film - related functions, and film -related Special Events and assist where deemed necessary. The CONSULTANT shall plan and oversee seminars; conferences; special events for the City of Miami that would enhance the growth of the industry or the is#$* of Miagi. The CONSULTANT shall, when deemed necessary, attend conferences, meetings or Special Events outside of Miami. (Expenses to be provided by the City upon prior approval). The CONSULTANT shall work closely with the Coordinator of the Film Permitting for Miami, when necessary. The CONSULTANT shall act as liaison between the City of Miami and other Film Offices and Film Organizations. The CONSULTANT shall prepare promotional materials for the film industry. III. COMPENSATION AND FEE SCHEDULE A. The CITY shall pay the CONSULTANT, as maximum compensation for the services required pursuant to Paragraph II hereof, $ 15,000.00. B. Such compensation shall be paid on a $15.00 per hour maximum of 1000 hours plus up to $5000 for expenses. C. CONSULTANT shall submit invoices and supporting a documentation (i.e. time records) to request payment for services and expenses rendered on a monthly basis.- D. CITY shall endeavor to pay CONSULTANT within fifteen (15) working days from the time the invoice is approved for payment. E. The CITY shall have the right to review and audit the time records and related records of CONSULTANT pertaining to any payment by the CITY. IV. COMPLIANCE MITN FEDERAL; STATE AND LOCAL LAYS Both parties shall comply with all applicable laws" ordinances and codes of federal; state and local government: g. GENERAL CONDITIONS rah ' A. All notices or other comvelcatioos which shall or �' :. be given pursuant to this Agreement shall be in writing and shall be delivered by personal service, or by registered wail addressed to the other party at the address indicated herein or as the same may be changed from time to time. •Such notice shalt be deemed given on the day on which personally served; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. CITY OF MIAMI CONSULTANT s DepartmentDevelopment Nor& Swan CityofMiami Consultant 300 Biscayne Boulevard Way 5055 Collins Avenue Suite 400 Suite 9F Miami, FL 33131 Miami Beach, FL 33140 B. Title and paragraph headings are for convenient reference and are not a part of this Agreement. C. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms in 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 provision hereof, and no waiver shall be effective unless made in writing. E. 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 unenforceable under the laws of the State of Florida or the City 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 it not modifiable to confers with such laws, then same shall be doomed severable, &ad io ' either event; the remaining terms and proviste" of vats Agreement shall remain nnweditied and in ftil force and offegt' 'g ,I VI. OWNERSHIP OF DOCUMENTS All documents developed by the CONSULTANT under this Agreement, shall be delivered to the CITY by said CONSULTANT upon completion of the services required pursuant to paragraph II hereof and shall become the property of the CITY, without restriction or limitation on its use. The CONSULTANT agrees that all documents maintained and generated pursuant to this contractual relationship between the CITY and CONSULTANT shall be subject to all provisions of the Public Records Law, Chapter 119, Florida Statutes. 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. VII. NON-DELEGABILITY That the obligations undertaken by the CONSULTANT pursuant to this Agreement shall not be delegated or assigned to any other person or firm unless the CITY shall first consent in writing to the performance or assignment of such services ,or any part thereof by another person or firm. 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 Agreement. IX. 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 ant person employed by the CITY any fee; comission percenta'e* brokerage fee; or gift of any kind contingent upon or resulting from the award of this Agreement. X. CONSTRUCTION OF AGREEMENT This Agreement shall be construed and enforced according to the laws of the State of Florida. XI. SUCCESSORS AND ASSIGNS This Agreement shall be binding upon the parties herein, their heirs, executors, legal representatives, successors, and assigns. 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, judgments or decrees which may be entered, and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claims, or the investigation thereof. XIII. 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, with City. 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 CONSULTANT or its employees, must be disclosed in writing to CITY. B. The CONSULTANT is aware of the conflict of interest laws of the City of Miami ( City of Miami Code Chapter 2, Article Y), Dade County Florida (Dade County Code Section 2-11.1) and the State of Florida, and agree" that it will fully comply in all resp*ets with the terms of said taws. mi XIV. INDEPENDENT CONTRACTOR CONSULTANT and its employees and agents shall be deemed to be independent contractors, and not agents or employees of the CITY, and shall not attain any rights or benefits under the Civil 41 Service or Pension Ordinances of the CITY, or any rights generally afforded classified or unclassified employees; further he/she shall not be deemed entitled to the Florida Worker's Compensation benefits as an employee of 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 paragraph II hereof without penalty to the CITY. In that 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 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 to CONSULTANT shall be made only if said CONSULTANT is not in default under the terms of this Agreement. If the CONSULTANT is in default, then the CITY shall in no way be obligated and shall not pay to the CONSULTANT any sum whatsoever. XVI. NONDISCRIMINATION CONSULTANT agrees that it shall not discriminate as to race, sex, color, creed, age, national origin, or handicap, in connection with its performance under this Agreement. 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 r' r Ordinance No. 9775, the Minority Procurement Ordinance of the City of Miami, and agrees to comply with all applicable subtantive and procedural provisions therein, including any amendments thereto. 41 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 the 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 the CITY, at its sole option, upon written notice to the CONSULTANT, may cancel and terminate this Agreement, and all payments, advances, or other compensation paid to the CONSULTANT by CITY while the CONSULTANT was in default of the provisions herein contained, shall be forthwith returned to the CITY. XX. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and only Agreement of the parties hereto relating to said grant 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. XXI. AMENDMENTS 1 im No amendments to this Agreement shall be binding on either) j party unless in writing and signed by both parties. i, =oa IN WITNESS WHEREOF, the parties hereto have caused this Instrument to be executed by the respective officials therounte I duly authorized, this day and year first above written. PP- V .1 - C �W. _. - W, '' CITY OF MIAMI, a Municipal Corporation of the State of Florida ATTEST: • By City Clerk City Manager ATTEST: CONSULTANT: NORA SWAN By CORPORATE GUARANTEE II Nora Swan . in consideration of the City of Miami's executio oregoing Agreement, the undersigned guarantees the performance of the terms and conditions in said Agreement required to be performed by the CONSULTANT including but not limited to the provisions relating to default; assurances, and certifications. Dated this day of WITNESSES: : 1987. Nora Swan , an individual By: APPROVED AS TO INSURANCE REQUIREMENTS: APPROVED AS TO F!?N ANO CORRECTNESS: f, y .4u -a iv tyl�;a� 1f yffr v. Y�ty7W AtM ts oretir � wr�w�wrwrs w Ci vhC '; a • 3 } *�.' v � r r 4t 4 �j G 3 f z� tNY 4 CITY OF MIAMI, FLORIDA INTEROFFICE MEMORANDUM 27 TO Honorable Mayor and Members DATE! ^�� > 1988 of the City Commission SU.,[CT Authorization to execute an Agreement with Nora Swan FROM. REFERENCES. Cesar H. Odio ., � ` / City Manager , < ENCLOSURE! /4 RECOMMENDATION: It is respectfully recommended that the City Commission adopt the attached resolution authorizing the City Manager to execute an agreement with Nora Swan, an individual, in an amount not to exceed $20,000 to provide professional services related to the planning. organizing and implementation of promotional activities for the enhancement of the film, television, and recording industries in the City of Miami. Funding for this agreement is available from monies allocated to the Department of Development Budget for FY 87-88. BACKGROUND: The Department of Development recommends that Ms. Nora Swan be retained by the City of Miami through a Professional Services contract to provide professional services related to the planning, organizing and implementation of promotional activities including efforts to• bring new business into the City of Miami through the enhancement of the film, television and recording industries in the City of Miami. Ms. Swan has been working for the City through a professional services contract as Film Coordinator for the past year and has worked in the development of this important industry for Miami. She has initiated and is overseeing the First Inter -American Conference on film, video and recording, geared toward the financing end of productions. This conference is scheduled for October 28 and 29, 1988. Other projects that Ms. Swan is working on include a directory of Faci l i ties &*d Services of the Film Industry in the Greater Miami Area 4*4 � promotional video on the industry that will spotlight Miami aii international hub for filming, marketing and distribution. Ns. professional experience and expertise are clearly asSsts tip development of the film, video and recording industries for liter f Honorable Mayor and Members of the City Commission page two Ms. Swan's duties would also include: Exploring the possibilities of developing Miami as a distribution cent for fibs products. Investi ating the possibility of estaVishing a producers market that would attract new productions and create new jobs in Miami. Acting as a liaison, clearing house and consultant for all film related projects. Represent the City at film related functions and film related special events and assipt where deemed necessary.' Work vigorously toward the promotion marketing and growth of the film industry in the City of Miami in whatever capacity needed. Funding is available in the FY-88 budget of the Department of Development. Attachments: Proposed Resolution Contract Agreement s •11Vf$ , `' S i'^ .fi�t[[ � 'r S� '•' 4.� �,+ tom, 'g�� "r S r 4 � ,