HomeMy WebLinkAboutR-25-0414City of Miami
Resolution R-25-0414
Legislation
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File Number: 18137 Final Action Date: 9/25/2025
A RESOLUTION OF THE MIAMI CITY COMMISSION AUTHORIZING THE
SETTLEMENT OF JORGE M. PEREZ ART MUSEUM OF MIAMI-DADE
COUNTY, INC., D/B/A PEREZ ART MUSEUM MIAMI VS. CITY OF MIAMI, IN
THE CIRCUIT COURT IN AND FOR MIAMI-DADE COUNTY, CASE NUMBER
2024-12120-CA-01, SETTLEMENT TO INCLUDE A MINIMUM ANNUAL
PAYMENT OF $500,000.00 BY PEREZ ART MUSEUM TO CITY OF MIAMI,
LIMITATIONS ON THE OPERATION OF THE DIGITIAL SIGN, AND
PENALTIES FOR VIOLATIONS OF THE LIMITATIONS, IN EXCHANGE FOR
THE MANAGER'S CONSENT TO THE LICENSE AGREEMENT BETWEEN
PEREZ ART MUSEUM AND ORANGE BARREL MEDIA PURSUANT TO
SECTION 16.1 OF THE LEASE, IN FULL AND COMPLETE SETTLEMENT OF
ANY AND ALL CLAIMS AND DEMANDS BETWEEN THE PARTIES,
INCLUDING ALL CLAIMS FOR ATTORNEYS' FEES AND COSTS FOR EACH
PARTY, UPON THE EXECUTION OF A GENERAL RELEASE OF ALL CLAIMS
AND DEMANDS PENDING AND DISMISSALS WITH PREJUDICE.
WHEREAS, Jorge M. Perez Art Museum of Miami -Dade County, Inc. ("PAMM") entered
into a license agreement with Orange Barrel Media, LLC ("LICENSE AGREEMENT"), for the
operation of dual -sided free-standing digital sign (the "DIGITAL SIGN") on July 15, 2022; and
WHEREAS, the Lease Agreement (Miami Art Museum Project) ("LEASE") between
PAMM and the City of Miami ("City"), specifically Section 16.1, requires written consent from the
City for license agreements between PAMM and any third party; and
WHEREAS, the City did not provide PAMM with written consent to enter into the
LICENSE AGREEMENT and a Notice of Default was sent on May 30, 2024, noting the lack of
compliance with LEASE Section 16.1; and
WHEREAS, the DIGITAL SIGN is a non -conforming improvement; and
WHEREAS, PAMM filed a declaratory and injunctive action in the Circuit Court in and for
Miami -Dade County, Case Number 2024-12120-CA-01, based upon the Notice of Default and to
which the City filed a counterclaim for declaratory relief; and
WHEREAS, the parties have reached a settlement of each party's action, including
terms of the CITY's consent to the LICENSE AGREEMENT and the non -conforming status of
the DIGITAL SIGN;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
City of Miami Page 1 of 2 File ID: 18137 (Revision: A) Printed On: 10/8/2025
File ID: 18137 Enactment Number: R-25-0414
Section 1. The recitals and findings contained in the Preamble to this Resolution are
adopted by reference and incorporated as fully set forth in this Section.
Section 2. PAMM shall make an annual payment to the City of Miami with a payment of
$500,000.00 for 2025 which shall increase by 2% each year throughout the term of the
LICENSE AGREEMENT.
Section 3. PAMM shall ensure the DIGITAL SIGN shall be fully darkened nightly
between the hours of 11:00pm and 7:00am.
Section 4. PAMM shall ensure from sunset to sunrise, the DIGITAL SIGN shall be
modulated so that the brightness does not exceed 500 nits. The time of sunset to sunrise shall
be established by the Miami Office of the National Weather Service. The DIGITAL SIGN face
must have ambient light monitors to automatically adjust the brightness level of the DIGITAL
SIGN face based upon the ambient lighting conditions. The maximum increase to ambient
lighting shall be less than 0.3 foot-candles at 250 feet from the DIGITAL SIGN face.
Section 5. Violations of Section 2, 3 and 4 herein shall be subject to a penalty as set
forth in Chapter 2, Article 10 of the City Code and be subject to the appellate procedures
provided in the same.
Section 6. The parties agree that the DIGITAL SIGN is a nonconforming improvement.
Section 7. The City Manager is authorized' to enter into a release, including indemnity
and hold harmless by PAMM of the City of Miami regarding the operation and use of the
DIGITAL SIGN, including the terms within the settlement agreement.
Section 8. The City Manager is authorized' to execute a settlement agreement, in a
form acceptable to the City Attorney, and is further authorized to consent to the LICENSE
AGREEMENT on these terms.
Section 9. This Resolution shall become effective immediately upon its adoption.
APPROVED AS TO FORM AND CORRECTNESS:
rge . Wyy ng III, C ty ttor -y 9/29/2025
1 The herein authorization is further subject to compliance with all legal requirements that may be
imposed, including but not limited to, those prescribed by applicable City Charter and City Code
provisions.
City of Miami Page 2 of 2 File ID: 18137 (Revision: A) Printed on: 10/8/2025