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HomeMy WebLinkAboutCC 1979-08-28 Discussion Item (2)RFC/rr 7/10/79 RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE THE ATTACHED AGREEMENT BETWEEN THE CITY OF MIAMI AND MIAMI DOLPHINS, LTD. FOR IMPLEMENTING BEER SALES IN THE MIAMI ORANGE BOWL STADIUM UNDER THE TERMS AND CONDITIONS SET FORTH IN SAID AGREEMENT. BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI .. . . . .„....... ,..,,:_,....,:...,.:-.,-..,...... FLORIDA: - ‘ '.•„ , -', --.. ' ''''',- ''''-',.-',,-. .-..":,...'.'...-.....i--.g.:=:.h:•ot0by'..':.1..,......,....,........,.... ,,..,:, --,,•• • • ..,.-.S.,,eci•,,ii.,:•04•-••...:...„:4,•,,,:•,....::,.t0- :,:,•c14Y.1.17,040E-----,,•:--., _::'41, ii,li6e.31,.i.:i'-'4a'. 'till:'.1i..-:1-1:-:.,1:'..-: executet to .......,4*-....:',:-..:.•tqcIie..\,'Fl..:':',1.-'',...'AEe!"':'''13--'-'7",i°t:'':,ln...4g7:'''':r:Y..:..'':.:i.':o:.;..-.',-,'--j,.,-:.,.',-:'--..-,-,,.-,'-.,: s • aiif---4::,0*'•4*4.:::.....po,'.ioyk4--,,,..0."!::::•:ti.;:•..;;:.....:::::.:,._:..........::..... ......_ i'..,..i..:::..I*p:....!7!...-..644..'.-.-..,°-.;,-...;.,:,-.• n te the;' ,• Miami Orange-....„.„..,...,. - nder.,,.:t1F.'.-:....,...,..,.....,..,.:-....,,.. . , ns "-r,..:... stadium tliS-:"''.a114'',:•-:,----,--i9,--7.,,, ,.,,,,,fpt,-.. --4-ct..,'..'."-pgt,'-ee:11..e.,,!! -..! -- ...-. .. ,. , f, , , , ,, , , ''''------ii-T,,-ii::'sa.-.„.,.-..,,.,...„...--.,..:...,...:.-..,,,,.......,,,,..:,,:......„,.......,,,,,,day,...,,,o . DOPTED ' - PASSED AND ,-- "s-'-.''''''''''''' - '' ' '.---.' ' - • ' - ''''' '.' i.--.' --'-',-,:-:-•--':..--,--H•'----;-,.:-','H-.:.:,-J-..:-;,-..,--,--_---, - •-• .: ...„.......:....,.......,:,--,,:.,,..-,.-,-:,.....,................., ._;...,,...,,,.,...„.,,,,,....„.„,.._. . -- '-- - •-.- i :',.- _,-..--., ,,,...-- ,....-....„:„...., .... .,..,,, ,, - •- ' ''..-' '-'-' -'-''. --':','-:-.----'-'----------- -. -..----.---...:::,-„..,-,-„,,,,,...-,..,. - . , ,., .... . -,-.•...-.....,.....-,-..:...--,-,„.:----i.--.........--.w.::.-K-:,....X...,.-..i.0..-..,::-,....,...„.„..,:..,;...,....,....„....c.:.,,,r,::.i.,,,,.,..,,..,,, ATTEST: /1 A . • , , .„ „ • , „ , •• , RALpH G. ONG/E, CITY CLERK PREPARED AND APPROVED BY: ROBERT F. CLARK CITY ATTORNEY GE CI VED AS TO FORM "DOCUMENT INDEX ” ITEM NO A/Or 42C7"049 0/1/ ORANGE BOWL CONCESSION LEASE AND AGREEMENT Amendment No.. 2 THIS AGREEMENT, made and entered into this of 197 , by and between THE CITY OF MIAMI, a municipal corporation of tile State of Florida. (Ilereirlafter referred to as the "CITY"), and MIAMI DOLPHINS, LTD., a Florida limited partnership (hereinafter referred to as "PARTNERSHIP"). WITNESSETH: WHEREAS, on August 4, 1967, certain parties, then known • • . as the City of Miami and Restaurant and Waldorf Associates, a Massachusetts Corporatlofl, eritered into a lease agreement Concessionentitled "Orange Bowi •• ••••- :•-•:- • ::: • WHEREAS, on May 15, 1968, the name of the Restaurarjt arid Waldorf Associates, Inc was changed to the Restauraflt Associates Iridustries, Inc , and on July 8•''''-'•-rdia,••:,•('-:•"ya340rf.,,, • cOrp' a Del.aWarey.,COrPOr.a.:t1On,..:;•.:-,,,;7.,:hdWHEREAS, Resolution No 143270, passed and adopted :„...;•••••,.•;..;.,„.;;;;:....,,,,.,.,, by the Miami City Commissiofl on April 15, 1971, authorizedextension • of.•••,--the.:.-•ekiating..---.agreeMerit.',••••:.betWeen;.;•-itheHCitY-,..•'.-Of'.::Mia.M1-::•'and • Restaurant •• --• - • -•••••- • • • • • ••• . • Associates Industr1es, Inc for an additiorial with an option to renew for a and „ .further three year • •:•'•-. • Amendinerit...•NO....3.-',tO•.•.the.i•original-agreeMent---7•1MpIetiientecithe::-:::eXtenSion as authorized; arid WHEREAS, Resolution No. 73-623, pa.ssed and a.dopted by the Miami City Commission on July 26, 1973, consented to the • assignment of the said Orange Bowi Concession Lease and Agreement, as Amended, to the Miami Dolphins, Ltd.; and WHEREAS, on June 8, 1977 the parties hereto entered into an Agreement for use of the Miami Orange Bowl Stadium by the Miami Dolphins for playing of Miami Dolphins professional football. home games through arid including the year 1986; and ' , ' • , . . . WHEREAS, on January 11, 1978, the City Commission passed and. adopted Ordinance No. 8735 authorizing the sale of beer and/or malt beverages at the Miami Orange Bowl; NOW, THEREFORE, in consideration of the premises and mutual covenants hereinafter contained to be observed and performed, the parties hereto do hereby covenant and agree as follows: 1. TERM: Paragraph 1 on page l of, the aforesaid original Agreement dated August 4,' 1967, as amended by AmendmentNo. 1, is hereby further amended to read as follows: "The CITY hereby leases t"o the PARTNERSHIP and the PARTNERSHIP hereby leases from the CITY, the City of Miami Orange Bowl Stadium food, beverage, novelties, and tobacco` concession for season a period of 19.8 6. " ending, at the conclusion of the regular football 2` SALE=OF.BEER. AND/OR MALT BEVERAGES Paragraphs 31 and original Agreement dated August read any be s as follows:. 32 on ;page 6 of the aforesaid 4, 1967, are, hereby amended to` "31. That;' no wines, liquors, or alcoholic beverages o; kind or nature,, other than beer and/or malt beverages, shall old, offered, or given away on any portion of the Orange Bowl property, except as ;may be otherwise` governed by • CITY ordinance. Beer and/or maltbeverages shall, "however, be both sold at concession stand -locations and but must only be. served to the customer vended in:the grandstands, in a paper or Tight. beer. plastic cup. Further, CITY hereby prohibits the sale 'of and/or malt beverages before, during, or after any high school but not limited to high school football and before, during, 'or after any musical event of event.,_ including and also soccer; the type which historically • requires extraordinary security measures based upon prudent police. protection (such as events commonly referred to as RockConcerts). CITY may also prohibit the sale of beer and/or malt beverages at other Orange Bowl events (except professional football or college or university 0 ITY7,it-','Prudent''to do so. not be unreasonably applied, and in writing at"lea`st"one week in advance of the opening date of football) when This right of prohibition shall shallnotify PARTNERSHIP CITY any event at which this right of prohibition by CITY: Provided`, however,` to be exercised (i) Intoxicat'ing beverages may be served or.dispensed at receptions or social gatherings held in those areas of the stadium _specifically designated by the City Manager, including but not limited to the third -level pressbox ; structure, the fourth and fifth levels of the "new" pressbox structure and the area designated as the "Pro Club" located above;` Gate 14. (ii) A reception or social gathering at which intoxicating beverages are served may not last more than a specified time designated by the City Manager. In this regard, receptions or social gather- ings at which intoxicating beverages are served may take place on the day of each Miami Dolphins official NFL pre -season, season, or post -season football game from approximately two hours before official game time. (iii) Refreshments, including alcoholic beverages, may be served at the Orange Bowl reception or social gathering in the designated areas, provided there shall be no charge for such refreshments, including the alcoholic beverages, and provided further, no one leaving such designated area may carry any alcoholic beverage from such designated area into any other part of the stadium. The PARTNERSHIP. shall make any additions, improve - merits,' and alterations incident beverages;. and the prior written approval for such additions, to the sale of beer and/or Malt.. improvements, and alterations must be obtained from the,City, Manager before any such'work is undertaken. The.parties estimate the cost of the additions, i merits, alterations, and equipment to implement the sale. of; beer . mprove- at the Orange BOW]. will be approximately `$330,000 and approxi mately $210,000 of that amount represents improvementsor alterations .,SpedifiCally.:to the Orange'Bowl .Stadium.,,H- The :CITY, will share theinitial: cost • of Providing for the:. sale of beer by .:ifunding up .. to • a maximum of $210, 000 and, the 'IPARTNERSHIP, will shareup' to • : ......• •.• , • . , • a maximum of $120-,000. -ProVided,...hbWeVer, If the final.,-;coSti',Of • - •. • : implementation proves •,, •,$330,000, then any „, • reduction or increase of cost shall be shared proportionately by the CITY and the PARTNERSHIP. Certified copies of all paid invoices for work done or purchases made in connection with implementation • • of beer sales shall be provided to the CITY. The PARTNERSHIP , . shall- actually make the entire $3304000 (more or less) expenditure of. funds for all required additions, improvements, alterations, arid equipment necessary to impl.ernen t the sale of beer at the Orange 13owl,and the CITY shall reimburse the PARTNERSHIP for the. CITY'S share of these costs, together with the CITY'S, proportion • - of any interest on the remaining balance borrowed by the PARTNERSHIP to purchase and install the beer sales equipment, over .a seven year period through deductions from the CITY'S percentage of the gross revenue received from beer sales. PARTNERSHIP, hereby agrees to pay the CITY thirty-two percent (32%) of gross revenues (less taxes) from beer sales from the time ..of impleMentaion of this contract through June 30, 1980, arid thereafter to pay the CITY. thirty-five , . • — percent (35%) of gross revenues (less taxes) from beer 'sales . , , - . , „ • - through thetermination. Of the herein -' • - Agreemeflt.. - The PARTNERSHIP 7oe satisfactory to the.;CITY the actual paid, with each Such deduction by the PARTNERSHIp., Credits shall be applied annually, upon submission ofdocumentation.bythe PARTNER- ., to the annual guarantee payment on ,O07eseion, sales ($150,000, plus tax) •which the PARTNERSHIP .is required to pay to the CITY each 'year prior to 'August ,lst The PARTNERSHIP shall keep available in its office,, •°7 such other -place approved ' by CITY, true, accurate, and. complete,' records al.rmo nt and money ineaondr and in , borrowed in connection with ImPlementation of beer sales, at_the Orange Bowl Staaium and shall give access ecords and to those records arid zed to aUthori accounts representatives. right, theaudCITY, during all reasonableRsHip 4'exam with business hours, -0 accounts. -- es purcba be conveY and fixtur ,Tmy shall tain The PARTNEsed and ed aii title a shall re connection all equipment Bowland the "I"' improvements and touistedsuic: r interest at the Orange "' title and interest.1 (i) upon amortization by beer sales the right,e Eow--9., te • to (ii) upon - PARTNERSHIP 1 to all additions, ortitoenrm the °rang ,,, complete ..n • s Agreement, investment bynecessary alterationsexpiration of this capital PARTNERSHIPaitera-The parties nation or the an theimprovements, e d equipment of beer at thet s of October 24' ofthe tions, sale____ , - the additions, Orange B°w1. . to implement attached he additions' altera- tions, Exhibit A a improvements, ---r at the nt the hereto, current a . recognize f costs of the sale of beer thereof as a listing ° implement payment 1978, -- required to responsibility for e and tions, equipment and assign the PARTNERSHIP' e which they agree ogniz hereto as the B attached s regards at Exhibit a gross example the .dollar to revs represents intentions adolla.r flow of amorti- zation and costs re nue fromlativer sales Upon executionlicenses PARTNERSHIP Orange Bowl'. appropriate of from appr in t, PARTNERSHIP shall for this Amendment, promptly apply j CITY shall any required govern- mental authorities,cooperate with PART and the of these licenses. acquisition Nothing in this paragraph shall be construed to cir- cumvent or relieve PARTNERSHIP from the requirement of operating in conformity to existing laws. . . "32. That no bottles or cans shall be permitted:1)y, .„ . , ;. • PARTNERSHIP to reach the hands .of Orange Bowl spec.tat.Ors. Beverages contained in bottles or cans. must be' Poured. into -pa.rier eups or- „ , . light plastic, cups before serving to customers." . • ,.. , 'PAYMENT TO CITY FOR FOODZ NON-ALCOHOLIC BEVERAGES, NOVELTIES, AND TOBACCO SOLD. Paragraph 3 on page 1 of the aforesaid original dated August 4, 1967, as amended, is hereby amended the 15th day Agreement read as follows: "Up to and including June 30, 1980, the PARTNERSHIP; agrees to pay the CITY an annual minimum guarantee o Fifty Thousand Dollars ($150,000),'or thirty and five (30.5%) of grosssales at retail value of all items`. percent sold (less State of Florida beer sales tax) ,excluding f One Hundred tenths the sale o and/or malt beverages, whichever is greater. Effective July 1, 1980 through the termination Agreement, the PARTNERSHIP agrees to pay the CITY an annua minimum guarantee of One Hundred Fifty Thousand Dollars ($150,000),'or thirty-one retail percent ` (31%) of gross sales . a this value of all items sold (less State of Florida sales'' tax), excluding the sale of beer and/or malt beverage s,'which-" is greater. The minimum annual guarantee shall be paid to ever the CITY prior to -August statement of the day the lst of each year thereafter. An accounting operations at. the Orange Bowl. shall be submitted"t CITY (to the'Director of Finance)` on, or prior to the 15th of each'month," together with a payment of all monies previous month.; Said, statement shall be a: monthly report showing • time. the each day operating results 'at the Orange Bowl. minimum guarantee .is reached, PARTNERSHIP shall and pay said percentage of gross . `sales to the CITY' on due for 'At the account for or priort of each succeeding month thereafter." . CITY :V.I.P. BOX It is hereby agreed by PARTNERSHIP that the stadium area within the lower level or "old";press box structure designated by theeCITY as a CITY V.I.P. box excluded from use by the PARTNERSHIP, and shall be reserved for shall henceforth be specifically exclusive use by CITY officials and; their guests for viewing" of • Miami Dolphins football games. PARTNERSHIP shall. provide game tickets for the V.I.P. box in a maximum number of ten (10) per game, to be purchased by the CITY from PARTNERSHIP upon notice from the Orange Bowl Stadi.um Manager of the CITY'S desire to utilize the saidbox. The price to be paid to the PARTNERSI-II for such tickets shall be the same Price which the PARTNERSHIP shall charge for its 50-yard line chairback, or box seats atthe Orange Bowl Stadium, and paymentshall be made to the PARTNERSHI at the time of purchase. Any and all notices of purchase sh all be made on behalf of the CITY only by the Orange Bowl Stadium Manager. 5. TERMINATION The parties hereto further agree that if the option to terminate, as per the 'Agreenient- of June 8, 1977, is - , • . . • .•., exercised by the PARTNERSHIP, then Agreethent---,srie.lr-terrrinate . . . . , irnriediately 'coincident with the date of service of notice• of . • caricellation, and the CITY Shall' subSequently, reimburse:,_ the . . . PARTNERSHIP .for its unamortized -investment in -the, improvements, . . • ..- addl-tionsi alterations, and-aquipmentneceasari:-0:impleinent-'the • , sale of beer and malt beverages at the. Orange Bow]. 'Stadium, , • , . according to ,a sehedule of equal annual payments .t0-,p,1,1iiacle, over the period cominencingWith,'the- service '• notice of cancellation. . , • 6. ORIGINALAGREEMENT The Leaide and Agreement entered into - On the . ,• _ . . day of August, 1907,, between the parties, arid AMendment 1.. . . • . _ thereto., shall remain in full force and effect and shall not, be - . , • . , • • deemed to be repealed,' amended, or modified.in any way except, as • , • . hereinabove specifically provided. IN WITNESS WHEREOF Amendment No their duly authors , affixed thereto, all as of. WITNESSES:' 2 to Agreement to be executed zed officers` and the corporate seals to be the parties hereto have caused this in their 'names written., CITY OF MIAMI, a municipal corporation of Florida. MIAMI DOLPHINS, LTD. limited Partnership.; Florida Item 1. Walk-in 2. K-way .J • 4. 5. EXHIBIT A LISTING OF IMPROVEMENTS, ALTERATIONS, ADDITIONS;:; AND EQUIPMENT REQUIRED TO IMPLEMENT BEER SALES` AT THE ORANGE BOWL, AND ASSIGNMENT OF RESPONSIBILITY` FOR PAYMENT THEREOF BETWEEN THE CITY AND THE Note: Those items City" are to be co fixtures to the st listed* as "Paid By permanent fixtures refrigerators pumping system Electrical hookup 'Concrete'slabs Fast -fill equipment 6 . Cup 7. Heat 8. 9. drops sealers Refrigerator.. shelving Beer racks for hawkers 10. Tables •for 11. Repair delineated "Paid By nstrued as permanent adium while items Dolphins" are non - Quantity 12 300'. hawker rooms 14; existing refrigerator 12. Plumbing' 13. 14. Convert rest -back rooms New serving; counters 15. Shields in rest -back rooms 16. Store- -room and 17. Signs and menu 18. Cash drawers 19. Zum Zum rails 20. N.F.L. desk boards Gift shops 21. Carts for rest -backs 22. Locks and security 26 4 DOLPHINS. Cost Paid 'B,� $ 47,000 City 116,125 City 10.,000 City 9,62'2 City 11,270 Dolphins 4,200 Dolphins 16,800 Dolphins:; 11 000 City, 400' Dolphins_ 2,800 Dolphins 2365 ' City 4,000: City T,600 City` 7,600 City 1',600City 2,500' 'Dolphins:. 4,000` Dolphins`• 1,820 4,000 2',000 1,500 3,000 Dolphins Dolphins Dolphins Dolphins Dolphins Page 1 of 2 EXHIBIT A (Continued) Item 23. Crescor warmers 24. Addin$ Machi 25. Heat lamps_ 26. Telephones 27. Walkie-talki 28. Coin Counter Cost Paid ;;By Dolphins ries... 6: 600 .?,-Dolphins 8 1,250., Dolphins 12 1,200 Dolphins e's 20 8,0.00 Dolphins, 1,800 Dolphins Total - $288,452 Sales 'Tax - 4% 11,538 Dolphins. Contingency 10% 28'800 Dolphins Grand Total $328,'790 Page 2 of 2 EXHIBIT B EXAMPLE OF PARTIES INTENTIONS REGARDING DOLLAR FLOW OF AMORTIZATION AND COSTS RELATIVE TO REVENUE FROM BEER SALES AT THE ORANGE BOWL. I . Cost of IMprovetent, Alterations, and Equipment, A. CITY $210,000 B. DOLPHINS $120,000 TOTAL.- •-: - --'--• ' -.-::: ,_. 7 , •$330, Q00 - :._-.. .. '... :,'-.. :.,'-,':••,-. ,. „.,.......,.... II . Annual,:.Dollar•::,-.FIOw:.•of ' Amottizatiori ,...- and-i--1,--,COStS-----.frbili1•'.•'-.ber.-'•:'-Sa17,..s.:-.:,,,.,::,...,,,..::-,..,,.,,, - ''•.*;_.-]':.-.'::----.::•.-- ..,...-,-.:_;-._....,,...-......,., A. ---,-Until::-.jUly.-.7_,.1980,. , ',,,,.•-•-.,: .. ,,,..' .:,.....,., ....;,...,. ,...„..., . „ ..,..,..,.,.,...„.:,. , , , , 1. -.'GrdSS.:Hreileniie:HfrOm,,Salej•Ofi.:,.60;000..::::']f04'Pe0ii,:j,,,r,;,:-...,-,H.::,-,:i, ..:1 . ,- ,-..:•,':::.,:,:-.:::::;., ', ,.....,...,,,::::-,,-..-H.-'.-)v--'..,.-:.,.*::::...."--.,-,-.:*-.:'-'.H."-..-.:.---.-,..•__-:-._-.:...,,,,..,,,,,:.,.,._ ...._, .._:,,...,,.. . ounce cups .bf:T.Peeri::at . $1.00 per r'Clip,„-:.•::-..--,'--;'.--:',::',,..,:....-.:',...-,,,,:.--..:-.1-.$8p..p,.-i000. ,.: ,.,...,,,,...,...-..;,,,...,:.,,,..„,....,,,......,.. 2. Less - 1/7 of City investment - 30,000 3. Less - 1/7 of Dolphins investment 17 143 Revenue after investment recovery $752,857 4. Less - 32% due to City under new agreement (reduction for interest requirement not included) $240 914 5. Less - cost sof beer for 800,000 cups - 6. Less' - cost of sales of 800,000 cups at 15% of gross revenue $120,000 Less - cost of corporate. overhead at 6% of gross revenue $ 48 000 Net to concessionaire - $1112,775 B. From July 1, 1980 through July 1, 1987.. 1, 2 and 3 (above) remain the same - • , , • ..$752,857 LI. Less - 35% due to City under new agreement (reduction for interest requirement not included) $263 500 5, 6 and 7 .(above) remain the same: $369 168 . • , Net to concessionaire- - $120,189 , .