HomeMy WebLinkAboutR-80-0348I N RESOLUT0 N0.
A RESOLUTION OF THE CITY COMMISSION OF
THE CITY OF MIAMI, FLORIDA APPROVING AN
EXTENSION OF THE CONTRACT OF APRIL 12,
1978 WITH EVELIO LEY AND ASSOCIATES FOR
THE CONDUCT OF THE TRADE FAIR OF THE
AMERICAS, 1981 AND APPROVING THE BUDGET
OF THE TRADE FAIR OF THE AMERICAS, 1981
WHEREAS, Evelio Ley and Associates has successfully organized three
successive Trade Fair of the Americas during the past three years; and
WHEREAS, the City of Miami is desirous of conducting a fourth Trade
Fair of the Americas in 1981; and
WHEREAS, the Trade Fair of the Americas, 1981 is projected to take place
during the entire month of March, 1981.
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI,
FLORIDA:
Section 1. The third addendum to the agreement of April 12, 1978 between
the City of Miami and Evelio Ley for the conduct of the Trade Fair of the
Americas is hereby approved.
Section 2. The City Manager is hereby authorized to execute said third
addendum.
Section 3. That the budget for Trade Fair of the Americas, 1981 in the
amount of $1,556,900 is hereby approved.
PASSED AND ADOPTED this 8TH
ZA
D0CUi'i1%�i ..
FOLLOVVY
ATTEST:
G E, CITY CLERK
day of MAY , 1980.
MAURICE A. FERRE
MAYOR
"DOCUMENT ,INDEX
ITEM
APPROVED AS TO FORM AND CORRECTNESS:
4ROX, JR. ,,CI-TY ATTORNEY
-� CITY COMMISSION
MEETING OF
MAY 3 t *,'n
hh " -1
"SOLUT10h N0....,,,1;1 �)
............
REMARKS : ........................»..
V I.Y �,l!'
iN7Ci�•C)f'Flc:. 'At-NORANDUM
Joseph R. Grassie
City Manager
M
Richard L. Fosmoen��0.l
Assistant City Manager
UAIV May 2, 1980
�= Trade Fair of. the Americas, 198
6ILFERF foA.!'
FNcL05U.;f:S•.
Attached is a proposed addendum to the 1978 contract between the
City of Miami and Evelio Ley and Associates (ELA) which provided
for ELA to coordinate the City's Trade fair of the Americas for
a five year period. Paractr.aph 9 of the oriyinzil. contr c:t provides
for an annual findincl by the City Commission th::it the F,i i r has been
successful. and also provides for a rene yot.i.it.ion of the ELA's
fee on an Annual. bas;_s. The attaches: -_i(idendurn lncreas,-s 1;1_,A's
administrative fee froth $384,000 to $570,000 be paid in i;Innthly
installments from :�pril, 1980 throucth 1`1,irch, 19HI; i.e. 1 48,000 per
month. The administrative fee t_o ELA for T('A ' <?0 was ,ilso $ 18,000
per month but for a nine month period. Further ELA's professional
fee remains at 15�', of sales.
The overall bud(.iet for. TFA 181. is increased from $1 , 325,000 to
$1,556,900, however, the City's contribution as well as those of
other government-1-Al entities remains the sane. The increase in the
bud,,et comers from a projected increase in sales due to the cxtended
period of the Fair; from ten to thirty days.
It is my recommendation that the attached addericlum be approved
and that a budyet i.n the amount of $1,556,900 be established for
the Trade Fair of the Americas, 1981.
ttS TIVE
PO 1.
so-348
AGREEMENT
AGREEMENT entered into this 12th day of October, 1978,
by and between the CITY OF MIAMI, a municipal corporation of the
State of Florida (hereinafter referred to as "THE CITY"), and
EVELIO LEY AND ASSOCIATES, INC., a Florida corporation with its
principal place of business at 100 North Biscayne Boulevard,
*Miami, Florida 33132 (hereinafter referred to as "ELA").
WiTtiESSET11:
WHEREAS, in *:arch of 1978 the CITY sponsored a Trade Fair,
known as Trade Fair or the Americas-ImDort 7u '.,n re i.ati n A-merican
businesses exhibited their products to U.S. buyers for the purpo.3e
of introducing U.S. buyers to Latin Americar. goods and of providing:
Latin American businesses with effective access to the U.S. +market;
and
WHEREAS, the CITY is interested in rpor.soring; a similar
fa--*:- in 1979 where U.S. manufacturers of machinery and equipment
can exhibit their goods to Latin American buyers,which fair shall
be i:nown as Trade Fair of the Americas -Export .79; and
WHEREAS, the CITY belie•jes that these fairs will further
Miami's growing image as a center fcr intera:aerican trade and is
desirous of increasing; the awareness of both Latin American and
U.S. businesses to the opportunity o: using Miami as such s center
by sponsoring; such fairs on an annual basis, alternating each year
between Latin America businesses and U.S. businesses as the
tthibitors; and
WHEREAS, ELA organized the March, 1978 Trade Falk -'of
the Americas -Import 78and isinterested in assisting the CITY with
the development o_ similar trade fairs in the years 1979, 11050,
2981, 1982 and 1933; and
WHEREAS, ELA has the expertise and contacts necessary
Ole development, promote and u3nage these fairs; and
"SUPPORTIVE
DOCK Iv! "S
FOLLOW"
1 80-348
WHEREAS, the CITY, in Resolution No. 78-644 has committed
itself to sponsor the 1979 Trade Fair of the Americas -Export 79("'The
Fair")and has accepted the proposal submitted by ELA to coordinate
said Fair and to coordinate such trade fairs ('The Fairs") during the year•
1980 - 1983, and ELA desires to coordinate said trade fairs for
the CITY during said years in accordance with the terms and
conditions hereinafter set forth:
NOW, THEREFORE, in consideration of the premises and the
mutual covenants contained in this Agreement, the Parties hereto
do hereby agree as follows:
1. ELA hereby agrees to coordinate Trade Fair of the
Americas -Export 79 in 1979 and to provide the City with the following
services with relation to said Fair:
(a) Promotion and advertising services shall
include, but not be limited to preparing or arranging
for direct mailings, press conferences, press releases,
brochures, newsletters, promotional letters, exhibitor's
manuals, information kits, and advertisements promoting
the fair, both in the United States and overseas, and
traveling to establish contacts with businesses inter-
ested in participating in the Fair.
W
� w (b) Organizational services shall include the
i sale of exhibition space, the development of an
Exhibit Floor Plan and the preparation of Construction
and Design Pules for Exhibitors as well as arranging
r 0 Li. _
r) C� for computerized statistical and registration services,
w
and providing for host -interpreters, transportation,
communications/information centers, security, mainten-
ance, and marketing assistance for participants at
the Fair.
(c) Management services shall include supervision
of all construction and design related to the exhibition
and to any of the se:•v!ces for which ELA will arrange
in connection with the Fair as well as supervision
of the dismantling of the Fair and the preparation
Of a report on the Trade Fair containing an audit by
n C.P.A. and an analysis of the commercial impact of
the Fair.
2. The CITY, as the major sponsor and host of the Trade
Fiir of the Americas -Export 79, 4ill obligate TWO HUNDRED THOUSAND
DOLLARS ($200,000.00) to the development of the 1979 Fair. The
CITY also agrees to advance operational funds in the amount of
THREE HUNDRED FIFTY THOUSAND DOLLARS ($350,000.00) to assure the
cash flow necessary to develop the Trade Fair,which fend will be
reimbursed to the CITY by the end of this fiscal year as the
public funds provided for in this paragraph become available.
The CITY further agrees to make every reasonable effort to obtain
public grants for the Trade Fair for an additional FIVE HUNDRED
THOUSAND DOLLARS ($500,000.00), which funds it will seek to obtain
from other government entities as follows:
ONE HUNDRED FIFTY THOUSAND DOLLARS ($150,000.00)
from Metropolitan Dade County;
ONE HUNDRED FIFTY THOUSAND DOLLARS ($150,000.00)
f.--from the State of Florida; and
►! TWO HUNDRED THOUSAND DOLLARS ($200,000.00) from
the Economic Development Administration of the U.S.
Department of Commerce.
These entities will thus become co-sponsors of the Trade Fair
with the CITY. In the event one governmental entity is unwilling
to commit the funds sought from it pursuant to this paragraph,
the CITY shall make reasonable efforts to obtain additional
funding from other governmental entities or from other public or
private sources so as to ensure a total commitment of funds to
the Fair on a grant basis of SEVEN HUNDRED THOUSAND DOLLARS
($700,000.00) (iucluding the 7W O HUNDRED THOUSAND DOLLARS
1$200,000.00) obligated by the CITY under this Agreement)
I
3. The CITY will oversee the entire project in all of
its phases: financing, development, promotion, execution and
termination..
The CITY shall
be ultimately
responsible, as
its
supervisor,
for the project.
However, the
CITY understands
that
although as the sponsor of the Trade 'air , it has ultimate
authority with respect to the organization of the Fair, as a
practical matter, all decisions and arrangements related to the
organization and development of the Fair will be made by ELA.
ELA is hereby empowered to enter into agreements with the
Exhibitors and with such persons or entities as will be providing
services related to the FAir on behalf of the CITY unless
specifically notified by the CITY that a certain contract or
agreement is not within the scope of this grant of authorit7.
4. ELA will make every reasonable effort to achieve
the maximum success of the Fair and will fully cooperate with
the CITY in the exercise of the CITA's supervisory functions.
ELA further agrees that the interests and prestige of the CITY
and of any co-sponsors will be promoted in all activities pertain-
ing to the Trade Fair.
5. The CITY shall maintain or obtain such public
liability insurance coverage as it deems necessary for i:s pro-
tection from any liability arising out of the sponsorship of the
Trade rairs. ELA does not assume any responsibility for the
safety of persons visiting the Fair and shall not be liable for
any claim made by third parties against the Fair, including but
not limited to, personal injury claims. The CITY hereby agrees
to indemnify ELA, if any such claim is brought against it and shal-1
be obligated, upon receipt of the notice of such claim, to under-
take its defense. ELA agrees to notify the CITY promptly of any
claim against it for which it will seek indemnity pursuant to
this paragraph.JU��,��-�,��l�r-
-4- DOCU .�
FOLL0t4V
0
6. All costs related to the organization, promotion,
development, management and dismantling of the Fair shall be borne
by the CITY and its co-sponsors except as provided in paragraph B.
Attached hereto as Exhibit "A" are projected costs, expenses and
revenues for the 1979 Trade Fair. The disbursement of funds to
cover such costs shall be made in accordance with a Disbursement
Letter which shall be signed by the parties within one month of
the signing of this Agreement, which Letter shall define the
criteria upon which operating costs are to be determined and the
terms upon which disbursement will be made, and shall include an
initial disbursement of THIRTY SEVEN THOUSAND FIVE HUNDRED DOLLAR`
($37,500.00) on December 31, 1978 and a second disbursement of
THIRTY SEVEN THOUSAND FIVE HUNDRED DOLLARS ($37,500.00) on
February 28, 1979 and such other periodic disbursements as are
agreed upon by the parties.
7. Notwithstanding any other compensation which ELA
may receive with relation to the Fair, ELA shall be paid as compen-
sation for its services in coordinating the 1979 Trade Fair, a
professional fee of Fifteen Percent (15) of the total of all
revenues generated by ELA through the sale of exhibition space.,
advertising space in the Trade Fair Catalogue, public a --mission
C/` tickets and souveniers or from any source whatsoever, excluding
from the computation of such total revenues only the public funds
j to be obtained by the CITY under paragraph 3; provided that the
`maximum amount of all revenues to wzich ELA's professional fee
.7�
of Fifteen Percent (15 ) may be applied will be SIX. HUNDRED
TWENTY-FIVE THOUSAND DOLLARS ($625,000.00). Revenues generated
in excess of SIR HUNDRED TWENTY-FIVE THOUSAND DOLLARS ($625,000. 00)
will not be eligible for purpose of calculating .the ELA professional fee of
B. This Agreement shall terminate upon the dismantling
of the Trsde Fair and the submission to the CITY of the Trade Fair
report, whichever occurs last, except that the relationship of
sponsor and coordinator created by this Agreement extends to the
completion of the 1983 flair unless terminated pursuant to para-
graph 9. This Agreement may be extended or renewed as provided
in paragraph 9 and may be terminated earlier in accordance with
the provisions of the two following subparagraphs:
(a) The CITY and ELA recognize that the CITY
may be unable to obtain the public funds outlined in
paragraph 3 above and that that may necessitate a
termination of this Agreement. ELA and the CITY agree
that this Agreement shall terminate on December 31, 1978
if by that date the CITY has been unable to obtain said
commitment of public funds from the named governmental
entitites or from other sources of funding and is itself
unable to commit additional CITY funds to complete the
SEVEN HUNDRED THOUSAND DOLLAR ($700,000.00) commitment
which is presently considered necessary to the develop-
ment of the 1979 Trade Fair. ELA estimates that its direct
operating costs to December 31, 1975 will be SEVENTY
THREE THOUSAND THREE HUNDRED DOLLARS ($73,300.00) 2nd
the CITY recognizes that in the event it terminates
this Agreement under this subparagraph (a),
that the CITY agrees to reimbruse ELA to the
extend of THIRTY SEVEN THOUSAND FIVE HUNDRED
DOLLARS ($37,500.00) and ELA agrees to abso`�,,,_,�';r..
the remaining amount as a loss.-�
(b) If less than Fifty Percent (50of the
exhibition space has been sold by March 31, 1979, the
CITY may terminate this Agreement on that date by giving
notice of such termination to ELA. ELA projects that
its operating costs from October to !March of 1979 will
be TWO HUNDRED NINE THOUSAND DOLLARS ($209,000.00).
The CITY will have maze two disbursements of THIRTY
SEVEN THOUSAND FIVE HUNDF t D DOLL:;fiF ( 1037 , -c,('(' . 00) each
'.Y
to ELA prior to that date, which amounts
shall be used by ELA for such operating
Costs. Additionally, the CITY agrees to reimburse ELA
for such operating costs to the extent of SEVENTY FIVE
THOUSAND DOLLARS ($75,000.00) should the project be
terminated on March 31, 1979, and ELA agrees to absorb
the remaining amount (projected at about FIFTY NINE
THOUSAND DOLLARS ($59,000.00) as a loss.
(c) Nothing herein contained shall require ELA
to spend the total sums presently projected as opera -
tang costs.
9. If the CITY determines that the 1979 Fair is reason-
ably successful in accomplishing the goals of the CITY in sponsoring.
this Fair as set forth ,in this Agreement, the CITY hereby agrees
to engage ELA as the coordinator of any Trade Fair which it may
sponsor during the years 1980 - 1983 inclusive and either will
extend this Agreement as modified by the parties to reflect cost
increases or will negotiate a new Agreement with ELA for the subse-
quent Fairs. In the event that the CITY elects to extend this
Agreement, ELA reserves the right to renegotiate its fee for
coordinating
any subsequent
Fair as long as
the
previous year has been a
success:.
If
the CITY determines
that
the
FAIR was unsuccessful,
it
shall notify ELA of its decision to terminate them relationship.
The notice of said decision shall enumerate the City's reasons for
deciding not to sponsor future Pairs or not to engage ELA as the
coordinator of such Fairs, which reasons Will not be arbitrary
or unjustified.
Anything berein to the contrary notwithstanding, the CITY t
may terminate its relationship with ELA as the coordinatot of any
Trade Fair which the CITY may sponsor during the years 1980 - 1983
only for reasons reasonably related to the efforts of ELA in
" pO' ►� T V /
coordinating previous Fairs. �! u:', } E
DOC F0LLOV`v"
In the event that in any year the CITY is unable to obtain
the public grantes which the parties have determined are necessary
to sponsor the Fair ih that year, ELA reserves the right to ter-
minate its Agreement to coordinate the Fairs for the CITY. The
fact that the CITY is unable to obtain said funds in any one year
shall not affect ELA's right to coordinate subsequent Fairs during
the years 1979 - 1983 if ELA elects to do so.
10. The books, records, working papers and documents pre-
pared by ELA for the Fair will remain the property of ELA at all tim,
11. This Agreement may not be assigned by eit.�er party
without the written consent of the other.
12. All notices or other cor,.munications and deliveries
required by this Agreement or desired to be given or made by any
party to this Agreement shall be given or made by mailing the same
in a sealed envelope,first class mail, postage prepaid, and either
registered or certified, return receipt requested, addressed to:
For ELA:
Evelio Ley and Associates
100 North Biscayne Boulevard
Miami, Florida 33132
For the CITY:
Office of -the City Manager
City of Miami
3500 Pan American Drive
Miami, Florida
�v`-- `ti t � •h tt
or to such other addresses as may from time to time be designated
by a notice given in the manner provided herein. Each such notice
shall be dated as of the date of its mailing and, if mailed in
the United States, shall be deemed given, delivered and completed
on the date of receipt.
13. This Agreement is made pursuant to and shall be
governed by and construed in accordance With the Laws of the State
of Florida. It sets forth the entire Agreement between the parties
concerning the subject matter thereof and amendment, waiver or
discharge shall be made only in writing signed by both pa rtie!..
14. If any provisions of this Agreement or the applica-
tion thereof to any Circumstances shall be held to be invalid or
unenforceable, the remaining provisions of this Agreement or the
application thereof to other circumstances shall not be affected
thereby and shall be valid and enforceable to the fullest extent
permitted by law.
15. In the event that this Agreement is the subject of
litigation between the parties, the prevailing party shall be
entitled to recover costs and attorneys fees, including attorneys
fees on appeal.
16. This Agreement may be signed in multiple counter-
parts, each of which shall be deemed an original.
i
Executed this LJ7 day of ;I'd 7��Y/: `_�; 1979.
Witnesses-,,,
EVELIO LEY AND ASSOCIATES, INC.
a Florida corpgrati
As to ELA
By:
THE C Y OF MIAMI
RAL1111 G. ONG1E ,
As to CITY
AM!r - AS TO FORM AND CORRECTNESS:
E-1C):7GF: :IlOh, JP.
CITY i , fORNEY
3rd ADDENDUM
TO AGREEMENT BETWLEIN
THE CITY Or MIAMI AND
EVELIO LEY & ASSOCIATES, INC.
THIS ADDENDUM to that certain Agreement dated October 12,
1978 (hereinafter referred to as the "Agreement") and certain
disbursement letter executed November 22, 1978 (hereinafter
referred to as the "First Addendum" to the Agreement) by and
between:
The City of Miami, a municipal corporation of the State of
Florida (hereinafter referred to as the "City")
and
Evelio Ley & Associates, Inc., a Florida corporation (herein-
after referred to as "ELA"), is entered into this day
of , 1980, g
W I T H E S S E T Ii
. � r
WHEREAS, on October 12, 1978, the City and 'hA-e`ntered
into an Agreement whereby ELA agreed to coordinate various
trade fairs for the City, to be known as the Trade Fair of
the Americas; and
WHEREAS, the Agreement provides for the automatic con-
tinuation of the next cycle upon the success of the previous
cycle; and
WHEREAS, the success of the 1980 fair was acknowledged
unanimously by the City of Miami Commission on March 31, 1980;
and
WHEREAS, on November 22, 1978, the City and ELA executed
certain disbursement letter setting forth the criteria and
terms upon which disbursements are to be made under the
Agreement; and
WHEREAS, the City and ELA wish to establish the criteria
and terms upon which the disbursements to cover the expendi-
tures of the Trade Fair of the Americas 181 are to be made.
NOW, THEREFORE# in consideration of the premises and mutual
covenants contained in the Agreements, the parties hereby agree
as follows:
1. To continue the use of the disbursement criteria and
. procedures established for the Trade Fair of the Americas 179 a`
by the first addendum adopting, for the Trade Fair of the
Americas '81, the amounts described in the expenditures section
of the attached budget, hereinafter referred to as "Exhibit A"
to the second addendum.
2. To adopt the following schedule for the payment of
the fixed fee to ELA:
1980
April $ 48,000
May 480000
June 48,000
July 48,000
August 48,000
September 48,000
October 48,000
November 48,000
December 48,000 "SUPPORTIVE
1981 DOCLIMElTi S
Zanuary 48,000 FOLLOW
February 48,000
March 48,000
TOTAL $57G,000
3. This Addendum shall be interpreted consistently with
the Agreement and shall be construed as a part thereof whenever
possible. In the event of an irreconciliable conflict between
the Agreement, the First Addendum and this Addendum, this
Addendum shall prevail but only to the extent necessary to
resolve such conflict.
80-24 8
Wit=
EXECUTED this day of 1980.
EVELIO LEY & ASSOCIATES, INC.
BY:
President
Secretary
CITY OF MIAMI, a municipal
corporation of the State of Florida
BY:
Joseph R. Grassie
City Manager
Attest:
City Clerk
PREPARED AND APPROVED BY:
APPROVED AS TO FORM AND CORRECTNESS:
«SUP`)r V`c
au �. , ,
George F. Knox. Jr.
FOI-L�►��;��,
Citv Attornev
EXHIBIT A
TRADE FAIR OF THE AMERICAS '81
Miami, Florida
March 1981
DUDGMT
ESTIMATED EXPENDITURES:
1.
Advertising
68,000
2.
Promotional incentive
98,000
3.
Printing
92,000
4.
Direct mail
609000
5.
Consultants
309000
6.
Traveling - promotors
33,000.
7.
Exhibit
1531000
8.
Hosting
709000
9.
Transportation - visitors
24,000.
10.
Security
381000
11.
Con;munication (view phones, etc.)
50,000
12.
Registration
11,000
13.
Seminars - visitors
5,000
14.
Equipment rental
30,000
15.
Teri-porary help
45,000
16.
Legal and Audit
25,000
17.
Administrative - ELA
576,000
18.
Professional fees - EIA
116,000
19.
Contingency
32,900
Total estimated expenditures
S 1.550 .900
TRADE FAIR OF THE AMERICAS 181
Miami, Florida
.
March 1981
BUDGET
ESTIMATED
REVENLIF.S :
CO.)
• Y
Public
Fiend s :
cn
J
1.
City of Miami - Balance TPA 180 $
80,000
_
2.
City of rLiami
2000000
3.
County of Dade
150*000
4.
State of Florida
175,000
5.
U.S. Government
175,000
$ 7809000
Non
Public Funds:
6.
Space rental $
684,900
7.
Seminars fees
15,000
8.
Sale of tickets to the public
309000
9.
Sale of advertisement in TFA publications
10,000
10.
Sale of hostesses services
309000
11.
Concessions conud scions
5,000
12.
Sale of co;rminications center services
2,000
776,900
Total estimated revenues
1,556,900