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HomeMy WebLinkAboutM-78-0717RPC/ rb II/5/18 as RESoLUTtbN No, A RESOLUTION AUTHORIgtNG THt CITY MANACtR TO EXECUTE, ON BEHALF OF THE CITY, AN AGREEMENT WITH EXPOSITION CORPORATION OF AMER1CA, INC. FOR THE USE OF. COCONUT GROVE EX11IBITION CENTER FOR PRESENTATION OF FIVE ANNUAL EXPOSITIONS, tN ACCORDANCE WITH THE TERMS AND CONDITIONS CONTAINED IN THE ATTACHED AGREEMENT WHEREAS, the City is the owner of a facility known Coconut Grove Exhibition Center; and WHEREAS, the Exposition Corporation of America, Inc.. has heretofore contracted with the City for the use of the said facility for the _`,-tiami Dinner Key Boat Show, the Home Show, and other outstanding expositions; and WHEREAS, the parties are mutually desirous of perpet- uating the presentation of the outstanding and successful Exposi- tion Corporation of America, Inc. events at Coconut Grove Exhibi- tion Center over a long-term period; and WHEREAS, it is recognized that the herein Agreement for the use of the Center broadens existing City policy which sets a 30-day protective period following events at City facili- ties against competing events at the same facility, pursuant to Resolution No. 35441 adopted March 4, 1964; and WHEREAS, the. City Manager recommends that the afore- said protective period following the herein events be extended to 60 days, due to the nature of the herein Agreement; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, ,FLORIDA; Section 1. The City Manager is hereby authorized to execute, on behalf of the City, thy attached Agreement for the use of Coconut Grove. Exhibition Center by Exposition Corporation of Americas 1iic► fet p%e5ehtatiOO of five ah ual eicpositidfs; utidet the terms atld cotiditiohs cdtitei ed iti the said attached Agreetne tt= PASSED AND ADOPTED this day of 1978, MAURICE A. FERRE, M A Y 0 R ATTEST: RALPH ONGIE, CITY CLERK PREPARED AND APPROVED BY: ROBERT F. CLARK, ASSISTANT CITY ATTORNEY APPROVED AS TO FORM AND CORRECTNESS: GEORGE F. KNOX, JR., CITY ATTORNEY c h? RGd WbA k.dR\|&2 brQbRk&bQN ! : date#& y, ntasBie City.Mahagbt ^ t� 'iehhi tmihf of \ ,Q\ «dvefrb t 3 i78 tohqtatm.Agtemeht tdt'Use d£ dbdcntt t£dVe ekhibitibh.0ehtkf„ by tktibitioh.dotpotatidh dt '. Ameti al Ihc! �wauw&G: bitedtbr. d±ams and Marihasu=;7,uk : The attached proposed Agreement is still being reviewed by the office of the City Attorney and attorneys: for E hibitioh.Corporation of America/ It is anticipated that review Will be concluded by Monday, November 6th,. JOdeph R. Crassie NoveMber 33 1978 =.LE City Mahager Long$terM Agreement for uee of COdonUt drove Ekt ibitioh (enter by Exposition Corporation of R: ehhing 3 Diredtor America, IhCs Dep fd ent ofStadiUMS and MaiinaS E1),Agr emeht between City and xpos t1on Corporation of - Atneriea,._the.3 (2) Resolution autheriZing the City Manager to execute the aforementioned Agreement. The'Exposition Corporation of America, Inc. has been annually presenting the Miami Dinner Key Boat Show, the dome Show; the Miami International Camping and Rec-Vee Show, and the Miami Foreign and Custom Auto and Cycle Exposition at Coconut Grove Exhibition Center (formerly Dinner Key Auditorium) for many years. It has been the practice of the City and Exposition Corporation of America, Inc, toexecute individual contracts for each of the events presented. Exposition Corporation of America, Inc. has now expressed an interest in entering into a long-term Agreement with the City whereby they will continue to present the aforementioned events at Coconut Grove Exhibition Hall and,additionally, add a "Summer Boat Show" to the variety of events already being presented. The Agreement provides for Exhibition Corporation of America, Inc. to present five (5) events annually at Coconut Grove Exhibition Center (as specifically itemized above and in ti-e Agreement) for a term of five (5) years, with an option for renewal of the Agreement for an additional five (5) years. Rental paid to the City by Exposition. Corporation of America, Inc. will be at whatever rate schedule may be adopted by the City from time -to - time during the term of the Agreement. The Agreement also provides that Exposition Corporation of America, Inc. may utilize Dinner. Key Marina Pier 5 for its Boat.Show (as it has in the past) for an additional fee as calculated by formula set forth in the Agreement. Standard performance bond and damage deposit require- ments are required, and Exposition Corporation of. America, Inc. is given a sixty (60) day "protect" period on each side of their events against similar or competing events, as well as a "first right of refusal" to present a similar event itself. Page 1 of 2 i Joseph 114 crastie NO 3 3 1918 The Department of Stadiums- and Marinas•recommends that the Cite Cotnmissioh pass and adopt the Resolution attached hereto •as Enclosure_ (2),-authori ng the City•Mariager.tb execute the. attached Agreement (Enclosure (1)) between the City acid - xposition 'Corporation of AmericaInc RLJtcb cc: City Attorney Page 2 of 2 1 Ac RE M 4T Vga T .E JSE OP, F UNIC tPAL r AC ZLITIE,_ . `DHi8 AGREEMENT Made and entered into this .e.. �, clay of ��W. �s 19785 by and bettreen the City of tiafi a municipal corporation of the State or Florida, hereitafter'referred to as "City," and Exposition Corporation of America, Inc., a Florida corporation, hereinafter referred to as i'User." W .I._T . _8,. $_. 8 E YT__i WHEREAS, the city is the owner of a facility known as Coconut Grove Exhibition Center and a facility known as Dinner Ivey Marina; and, WHEREAS, the User has heretofore contracted with the City for the use of said facilities for the purpose of conducting various expositions therein; and, WHEREAS, the parties are desirous of entering into an agreement providing certain terms for the use of the aforesaid facilities by the User for its various expositions. NOW, TH-.EREFORE, for and in consideration of the mutual covenants hereinafter contained, the parties hereto do hereby agree as follows: 1. The City does hereby grant unto the User the privilege. of entry upon or into the municipal facility of the City of Miami known as Coconut Grove Exhibition Center, hereinafter referred as "Building," located at 3360 Pan American Drive, Miami, Florida, under the terms and for the purposes and periods of time hereinafter set forth. The said facility shall be entered upon or --into for the purpose of conducting therein set forth on Schedule purpose.. 110 the five (5) annual expositions attached hereto, and for no other 3. The periods of said use shall be for a term of five (5) Years, in accordance with the specific time periods within each of said five (5) years for each of the expositions to be held thereon a$ set forth, in Schedule "B" attached hereto, Additionally, the User shall have an option to e;;tend hi- 'periods of use for said expositions for one additional consecutive five year terra, for specific periods of use within said option terit as set forth in Schedule "B" attached hereto, The exercise of the option term shall be contingent upon User's not being in default of any acts required of User durinp the preceding term, Also, if the User fails to present any one of the five (5) annual expositions covered by this Agreetent then the City reserves the right to irmed- lately terminate the User's right to present that particular exposition again under the terms of this Agreement. 4, The City shall be identified as "The City of Miami" or "Miami" in all press releases and other promotional materials prepared by the User and/or his staff, This identification shall be included in all the above material. 5. User thereby agrees to pay the City for the use of said facility in an amount in accordance with whatever standard rate schedule fcr use thereof may be adopted by the City from time to time during the .:erm of this Agreement. It is understood and agreed by the parties hereto that the rates established for User shall be computed in the same manner as rates for all other users of said facility presenting events of the same or similar type. during the period for which any particular rate schedule is adopted. It is further understood and agreed by and between the parties, that the User will furnish a satisfactory Performance Bond in the amount of Five Thousand Dollars ($5,000) within ten (10) calendar days after the execution of this Agreement. Said. Performance Bond remains effect for the duration of the Agreement, except that it will be. forfeited in the event the User cancels any one of the specified events enumerated under this Agreement with less than six (6) months notice having been given to the City of the said cancellation. In the event that a Bond is forfeited pursuant to the above, a New Bond must be furnished for the remainder of Users scheduled events, If any required Performance Bond remain* unpaid after its due date, then the City shall have the right to contract with other parties' for the period of use scheduled for the event for which said Performance Bond 1-s unpaid, 64 In addition to the standard rate for use of the facility j liter agrees to pay the City i oh demand, sUch sutra or sums as may be due to said City for additional services) accoT;;rodations of materials furnished to said user, as tnay be agreed by the parties hereto 7, The User hereby covenants and agrees to defends indemnify and save harmless the City aair.st any and all claims, suit;, actions for damages 3 or causes of actsun arising during the term of this Agreement; for any personal injury, loss of life, or damage to property, sustained by reason of or as a result of the User's (its agents) employees or workmen) carelessness or negligence; from and against any order, judgments or decrees, which may be entered thereon; and from and against all costs. attorneys' fees-, expenses and liabilities incurred in:the defense of any such claims and the investigation thereof. 8. No later than five (5) days prior to commencement of any of the events referred to by Schedule "B" hereto, User shall provide to the City, in either cash or a cashier's check, a damage deposit in the amount of two thousand dollars ($2,000). Subsequent to presentation of each event, this amount shall be returned by the City to the User, less deductions withheld'by the City to reimburse it for damages caused by User or hisexhibitors to the premises of the Coconut Grove Exhibition Center. 9 The -City reserves the right to enter upon the premises. at any time during the period of use that it may, in its sole discretion, deem necessary. 10. The City reserves the right to remove from the premises all User effects remaining in or on the grounds of the facility after the end of the contract period for each exposition, at the expense of the User; or to charge storage at the same rate established for use of the facility, for each day or part of the day that said effects remain in or on the grounds of the facility after the:end of the period of each particular use, For purposes of this provision, "dismantle time'' Sha11 be oonsidered to be a part of the tent of the use 11, User agrees to pr'oVide a dia rath of the proposed event layout to the Office of Piro Preventior}y 3342 rah American Drive; Dinner Rey, Miami, Florida, and obtain the hermits required by Section i7-326 of the Code of the City of Miami) relative to fire safety 12. The User hereby acknoWledges that he has read the "Rules and Regulations for Use of City of Miami Municipal Facili- ties," that the provisions thereof are fully understood) and that by execution of this Agreement User certifies that he will abide by each and every rule and regulation set out therein without the need to have said rules and regulations set forth particularly in this Agreement. It is further understood and agreed that if the aforesaid rules and regulations are in any way changed or amended during the terri of this Agreement, User shall be subject to the terms and conditions of any such changes or amendments. 13, User agrees that he shall not under any circumstances permit anything (fence posts, nails, etc.) to be driven into the parking lot surface, patio surface, planters, auditorium floor, or any other surface of the Coconut Grove Exhibition. Center premises owned by the City of Miami without the express written permission of the Exhibition Center Manager. 14. User also agrees to provide a diagram of each pro- posed entire event layout annually for Exhibition Center Manager's approval prior to either distributing the layout for public con- sumption or selling any of the exhibit space. Such approval shall, not be unreasonably withheld. 15, User Underttands that the e:tclusive privilege for sale of food and beverage on the Coconut Grove EXhibitioh ' s .a ' ;ranted by the City to a co dession center' t�i eMi::e� has been � Y are: titer, therefore, shall not be permitted to sell or hermit the sale of ahy food and/or beverage in connection with his event without concessionaire approval) except for Packaged food and beverage sold not for consutrption on premises, 16. User hereby agrees to provide public liability insurance with limits of $100,000.00/$300,000.00) bodily injury and t10,000 property damage.User shall have the option of using one of the following described methods to provide such coverage: (a) Provide the City with a certificate of insurance from User's then current policy and a copy of an endorsement naming the City as an additional insured thereunder. (b) Purchase a policy with the required limits to specifically cover an event, naming the City as an additional insured thereunder; and provide the City with a copy of said policy. (c) Obtain coverage through a special events policy in the event such policy is procured by the City. In the event User chooses this method, and in the event there is a deductible for occurrence on bodily injury and property damage coverages under said special events policy, the User will be liable for the payrient of the deductible of any claim in connection with the policy, (d) User hereby agrees to notify the•City on or before thirty (30) days prior to the date of any scheduled event of the method of providing said insurance chosen`by the User. 171 The city hereby agrees that during; the tern of the use of any event by the User, the City W1.11 furnish, at its ekpefisey light for ordinary use) water rot' all reasonable purbo es, janitorial onditi,onih ser�tice, restroo�r siippl.x�:es, shout time air cg" for reasonable periods of tittle not including setup or breakdoWng and all other serer vices and supplies ordinarily provided by the City for other uders of the facilities, The City hereby agrees to furnish at User's request air conditioning during show setUp and breakdown) for which service User will reimburse the City the actual cost incurred by the City for such service, User Will pay for any utilities or services provided other than those specified above. 18. Contingent Upon continued management of the Dinner i�ey Marina by the City of Miami, the City does hereby grant unto the User the privilege of entry upon and use of the facilities of Pier 5 of the municipal facility of the City of Miami known as Dinner Key Marina, for the purpose of conducting watercraft displays thereon, said use being subject to the various terns and conditions hereinafter set forth below, 19. The period of said Pier use shall be a term of five (5) years, with the specific time periods within each of said years being set forth in Schedule "C" attached hereto. Additionally, the User shall have an option to extend his periods of use to include one additional consecutive five (5) year term as set forth in Schedule "C". 20. User shall be entitled to use of said Pier only in conjunction with the staging of its annual public event presently known as the Miami Dinner Key Boat Show. 21. User hereby agrees to pay the City a sum which will be annually computed, plus tax, for its use of Pier 5 during the years of this Agreement and during the time periods set forth for said use in Schedule "C" attached hereto. The annual fee which the User shall pay for its use of Pier 5 shall be the total of the following: a, The actual loss of revehue ?ustained by the City by reason of granting rental reduction to monthly tenants due to removal of their vessels from the subject rier during; the show time period designated for fuser, plus three additional days allowance, two for removal and one for return of said vessels. Such rental reductions shall not be greater than the monthly rate divided by 30 and multiplied by the applicable number of days. b. In the event the. City grants monthly tenants of Pier V the right to use other City docking facilities without charge, an amount'' equal to the number of slips so used multiplied by the daily transient rate then in effect for 50' vessels, multiplied by the number of days of actual free use, which number shall not exceed 8 days per slip. All computations made hereunder shall be based upon current dockage rates in effect at the time of the use. 22. User agrees to assumefull responsibility for the removal of any and all vessels authorized to use said Pier by User on or before the dates of termination of said use as set forth in Schedule "C" attached hereto. In the event User fails to timely remove all vessels, from said Pier on or before termin tion of its use, the User agrees to pay two hundred dollars ($200) per vessel per day (or portion of a day) as liquidated damages for. such failure. 23. The City hereby agrees that any and all leases for berth space within the subject Pier entered into by the City shall contain a provision whereby the lessee covenants and agrees to vacate said berth during the period of User's scheduled use thereof. p The City further agrees to take any and all reasonable actions as nay be required to insure the Vacat `n of said Pier during the scheduled period of r ttser w S use, In the event anncotbblete retT b%a occurs) due to circumstances and eventa beyond the control of the City, it is agreed that User May either! (a) Deduct a proportionate amount from the use payment for each berth not vacated, or, (b) Utilise, at its own risk, cost and expense, whatever laWful means are available to accomplish the safe removal and storage of non -vacating vessels. In the event User succeeds in vacating the berth in this manner, it will be entitled to deduct fron the use payment the actual costs incurred by it in the removal and safe storage, said amount not to exceed, however, t1'.e amount User would have been authorized to deduct pursuant to sub -paragraph (a) of this paragraph. 24. The User shall have the right to permit other arties to use the subject Pier facilities. However, the City reserves the right to require that User terminate the dockage rights of any party found to be committing illegal or immoral acts while occupying any portion of subject Pier, or who may be found to have a previous record of having done so. 25. The use herein granted includes the use of existing facilities for electricity and water to the subject Pier, but excludes use of existing telephone installations. Said use of electricity and water shall solely be in conjunction with the exhibits of the Miami Dinner Key Boat Show, 26. During the period of any use hereunder, the User agrees to provide such personnel as may be reasonably deemed necessary by the Dockmaster of the Dinner Key Marina to perform the function of dock attendants and security guards, Tt it furtheP agreed that User tray erects at the entrance of the subject Pier, sins indicating that the boats and marine equipment located therein are officially Gohfected with and are a part of the t'i aitt'i biriner Key goat Shot'! 2" The User ar,rees to take Whatever steps may be reasonably required to proV3de tor the safety of visitors and other parties making us .i of Pier 5 durin User's use, 28, User hereby agrees that the same indemnifications and insurance provisions as hereinabove set forth for its use of the "Building" shall also apply to its use of the Pier. 29, Should the City grant a private operator the right to operate the Dinner Key Marina, such grant shall specifically provide that it is subject to and conditioned upon User's right to use the present Pier V, or in the event of its destruction, an eaui.alent pier, during the periods User has the right to use pier V under the terms of this Agreement. For said use, the cost to User shall be an amount no greater than the total of the normal gaily rental rate then in effect for each of the slips on said pier multiplied by the number of days of actual use. 30. The parties hereto agree that in the event that either Coconut Grove Exhibition Center or Pier 5, or an equivalent pier, is condemned or so damaged due to fire, windstorm, or other catastrophe, and the City or a subsequent private operator of Dinner Key Marina decides not to repair or rebuild, either party may cancel, terminate or declare this Agreement to be null and void. 31. In the event City determines that the Coconut Grove Exhibition Center shall no longer be utilized as a facility for trade or public exhibitions or any other events of this nature, or if it is determined by the City that the User's performance under this Agree- ment does not equal or exceed industry standards, the City may elect. to terminate this Agreement provided that said termination 5ha11 not be effective until e3rhteen (18) months after written notice has been delivered to User, 4 32. The City hereby agree that j during the terM o this Agreement, s0 long as User in hot ih Violatioh thereof the City will not grant the use of the subje ct premises) within sixty (60) days before or after any one of the events shown in Exhibit "A", for the purpose of conducting thereat a show which, in the judgment of the City Manager of the City, constitutes a similar or competitive show to a particular show scheduled herein in accordance with Schedule "A", It is further agreed that the Cite will grant User a right of first refusal prior to contracting with any other party for the staging of a dome or Boat Show, or shows which are jugged by the City Manager to be similar and/or competitive therewith, during any time period that this Agreement is in effect. 33. User shall not assign this Agreement or sublet the premises or any part thereof, cr any other privileges granted by this Agreement, without first obtaining the prior written consent of the City Manager of the City of Miami. Said consent not to be unreasonable withheld. 34. The parties hereby agree that all terms and con- ditions of this written Agreement shall be binding upon the parties, their heirs and assigns, and cannot be varied or waived by an oral representation or promise of any agent or other person of the parties hereto unless the same be in :writing and mutually signed by the duly authorized agent or agents of the respective parties. In the event the City relinquishes ownership and/or; control of the subject facilities during the terms of this Agree- ment, the City 's successor specifically shall take said facilities subject to the terms and conditions of this Agreement. 33, It is understood and agreed that the parties hereto. intend that this Agreement shall be a license Agreement, and that Po leasehold interest is conferred upon the User by reason hereof, - 10 • City Clerk ATTEST. Tilt CITY OF MIAMI BY. City Manager (SEAL) EXPOSITION CORPORA ION OF -AMERICA•, INC Secretary BY APPROVED AS TO FORM AND CORRECTNESS City Attorney President i CHEDULE "A" (Ilererred to in Agreement for use of Municipal Facility betWeen City of Miami and EXposition Corporation of America) Five . (5.). arinua _, expositiont (1) Miami International Camping & Red —thee Show (2) Miami Foreign & Custom Auto & Cycle Expo :(3) Miami Dinner Key Boat Show (4) November Home Show (5) Miami Summer Boat Show B t tt ht3 LLf r1 (tkeferred to in tcreetnent for use of Mti'ia1 Vaeility betWeei City of MiaMi and I Mpositioti dorporatio Athetida) -Teri (10) year se4edule of show dates fo ie (5) atlhual exposit.otts. Miami :lhtl. ** Miami Voreic3n 0atnpifq & Custom Auto & IZeo_-Vee -TboW Ce.1e, l x_po i 1979 April 20--25 , utle 7=10 1980 it 11-16 " 12-15 1981 ii 3-8 " 11-14 1982 " 16-21 " 10-13 1983 'i 8-13 i' 9-12 1984 6-11 7-10 1985 12-17 13-16 1986 ii 4-9 " 12-15 1987 3-8 " 11-14 1988 1-6 11 9-12 3 day set up - 2 day breakdown k* 2 day set up - one day breakdown ** 5 day set up 4 day breakdown k*** 5 day set up 4 day breakdown k**** 3 day set up 2 day breakdown & ***Miami biro***t3oVember ****Miami Rey Boat 11ottie Summer Show Shot tioat....ShoW ()et. 19-4J Nov. 9-14 Aug. 10-12 11 11 1i 11 11 23- 22- 21 19- 18- 17- 23- 11 n 14-19 ,duly 11-13 6-11 5-10 4-9 2 1i 2-7 2 it 1-6 2 7-12 2 11 6-11 21-2 4-9 1012 10-12 14-16: 80ttbbUt;t; 'Yriii (heferred to in kgreetfiert for use of Muh ci' a1 Pacility between City of Miami and t;Rpositioh.Oorporati'or ofAmerica) 'Deft (10) year schedule of Miami bihner they t3oat Show dates uti1 ititicj Pier V of the Mutiieipa1 Facility known ae Dinner they Marina, 1979 October 1725 1980 October 22-30 1981 October 21-29 1982 October 20-28 1983 October 1927 1984 October 17 -2 5 1985 October 16-24 1986 October 15-23 1987 October 21-29 1988 October 21-26 t t /tb 11/3/78 Itt50LUTION A RESOLUTION AUTMOIWANO. 'lfir CtTy MANAC1 R TO- EXECUTE,' ON- 8EllALt' of TIE CITY, AN AGREEMENT WITH EX:'OStTION CORPORATION or. AMERICA,•INC i FClit TILE USIt OF COCONUT GROVE • - EXHIBITION CENTER FOR tREBENTATION OF FIVE ANNUAL kilb8tTIONS, IN ACCORDANCE WITH THE • - TEkMS AND' COtihITtONB CONTAINEO iN THE• - ATTACKED AGREEMENT. WHEREAS, the City is the owner of a facility known as Coconut Grove Exhibition Center; and WHEREAS, the Exposition Corporation of America, Inc. has heretofore contracted with the City for the use of the said facility for the Miami Dinner Key Boat Show, the Home Show, and other outstanding expositions; and WHEREAS, the parties are mutually desirous of perpet- uating the presentation of the outstanding and successcn1 Exposi- tion Corporation of America, Inc. events at Coconut Grove Exhibi- tion Center over a long-term period; and WHEREAS, it is recognized that the herein Agreement for the use of the Center broadens existing City policy which sets a 30-day protective period following events at City facili- ties against competing events at the same facility, pursuant to Resolution No. 35441 adopted March 4, 1964; and the City Manager recommends that the afore- said protective period following the herein events be extended to 60 days, due to the nature of the herein Agreement;. NOW, THERE -FORE, BE IT RFSOLVFD.BY 111E COMMISSION OF THE CITY OF FLORIDA; Section 1. The City Manager is hereby authorized to execute, on behalf" of, the City, the attached Agreement for -the use of Coconut. Grove Lxhi.bition Center by Exposition Corporation Of America; hits for Ot eiitatic'ii cif five aritival elthositiahs, tthdet the tet is and c.ohditiohs contained idthe said attached Agf'eettent► rAssn Ankh Ahot'Ttn this__ day `o f 1978. MAURICE A. 1'ERRE, ATTEST RALPH G. ONGIE, CITY CLERK PREPARED AND APPROVED BY: ROBERT F. CLERK, ASSISTANT CITY ATTORNEY APPROVED AS TO FORM AND CORRECTNESS: GEORGE F. KNOX, JR., CITY ATTORNEY \t A Y 0 R