HomeMy WebLinkAboutSponsorship Agreement between the CMB and IFCM Corp.Doousign Enxslope ID: 885,IC31)&F33A 162&ABDe-D7f51Bi1DBCg 2c2_(- -
SPONSORSHIP AGREEMENT
FILMGATE INTERACTIVE FILM FESTIVAL
this SPONSORSHIP AGREEMENT - FILMGATE INTERACTIVE FILM FESTIVAL (the 'Agreement
")
is made and entered into this 22JSt day of April 2026, with an effective date of
AR(U2,j/28 _ ("Effective Date"), by and between the City of Miami Beach, Florda, a Florida
municipal corporation (the "City'), with offices at 1700 Convention Center Dnve, Miami Beach, Florida
33139, and IFCM Corp., a Florida not -for -profit corporation ("Event Organize'). whose address is 168
Southeast Street, Floor 4, Miami, Florida 33131
WITNESSETH:
WHEREAS, the Filmgate Interactive Film Festival (the "Event") is an arts and culture event that
supports creative industries and community engagement.
WHEREAS, the Event takes place. March 18-22. 2026, in Miami and Miami Beach, Florida.
across museums, cultural institutions, outdoor public spaces, and immersive venues,
WHEREAS, for the 2026 Event, FilmgaMaMll organize multiple events in the City of Miami
Beach, including at The Bass Museum, Citizen M Hotel, 420 Lincoln Road, and the Miami Beach
Bandsnell',
WHEREAS, the Event is eligible for funding from the available allocation for Community Events
in the Resort Tax Fund,
WHEREAS, on March 18, 2026, the Mayor and City Commission adopted Resolution No 2026-
34177, approving a one-time special event sponsorship for the Filmgate Interactive Film Festival, in an
amount of $5,000, and further authorizing the City Manager to take all actions necessary to implement
;his sponsorship,
WHEREAS, the City's sponsorship funding for the Event is to be paid directly to Event
Organizer, as more particularly set forth herein, to offset expenses for producing and presenting the
Event
NOW, THEREFORE, in consideration of the mutual promises and covenants made herein, City
and Event Organizer agree as follows:
1. Recitals. The above recitals are true and correct and are incorporated by reference herein.
2. Term. The term of this Agreement (the "Term") will commence on the Effective Date set forth above,
and shall expire following the conclusion of the Event and Event Organizers completion of all of its
obligations hereunder, unless terminated earlier in accordance with this Agreement.
3. Event. Event Organizer shall be solely responsible for producing and promoting all aspects of the
Event, including securing private sponsors and vendors to participate in the Event. The Event
Organizer has advised the City that the Event shall be known and promoted under the title of the
'Filmgate Interactive Film Festival." The Event Organizer shall be responsible for the conduct and
operation of the Event and will provide the appropriate personnel to conduct the Event- The City
is under no obligation to fund subsequent Events.
Event Organizer shall be responsible for any and all compensation that may be due to any and all
performers, entertainers, vendors, organizations, event sanctioning bodies, vendors, and
participants, and the City shall have no such responsibility, obligation, or liability. The City shall not
be responsible or liable to competitors for prize money payments, or to any third party for any aspect
Docusign Envelope ID:8654C3D6-F33Ad628-ABD6-D7757B17D8C9
of the production of the Event. Further, the City shall not be a party to any independent contracts
that the Event Organizer may enter into with other organizations, contractors, or participants in the
Event and/or supporting activities, nor shall the City be liable to such third parties. Event Organizer
shall hot represent that it is an agent, official, authorized representative, or employee of City.
4. Sponsorship Funding. Subject to Event Organizer's compliance with its obligations under this
Agreement and an annual appropriation of funds at the City Commission's sole discretion, the City
shall provide Event Organizer with sponsorship funding for the purposes specified herein, in the
amount of $5,000 for the Event, provided, however, that no more than 15 percent (15%) of the City's
total sponsorship contribution may be disbursed in advance of the Event All remaining cash
contributions shall be made on a reimbursement basis, following (i) the conclusion of the Event. (if)
the Cdys receipt and approval of production development materials and required supporting
documentation (e.g. invoices, canceled checks and photographs) demonstrating that Event
Organizer has actually incurred such third -party expenses, and (iii) Event Organizer's submission,
and the City's acceptance, of the Final Report.
., Warranties. Event Organizer warrants and represents that It has all necessary rights, authority,
licenses and permits necessary to enter into this Agreement, to grant the rights and licenses herein
granted, and to carry out its responsibilities as set forth herein. Event Organizer shall utilize the
sponsorship benefits to conduct and operate the Event in a safe and respectful manner, in
accordance with all applicable laws, and without endangering others or violating their rights.
6 Sponsorship Benefits. In consideration of the City sponsorship funding described in this Agreement,
and the mutual promises made herein, Event Organizer shall provide sponsorship benefits to the
City which, at a minimum, shall include the sponsorship requirements/benefits set forth in Section
9 of this Agreement and in Exhibit A, attached hereto and incorporated herein.
7. Public Benefit Program. Event Organizer shall provide a public benefit program (the 'Public Benefit
Program') to be made available to City of Miami Beach residents. The Event's Public Benefit
Program shall include the following, wherever permissible and applicable within the Event footprint.
Programming open and Nee to the public including.
A. Live panels and Geniam Al Film Screenings at the Bass Museum
8. The Interactive Tech Playground at 420 Lincoln Road
C. Movie screening at Soundscape Park
8. Final Report. The Event Organizer must provide, within 30 days of the completion of the Event, a
final report (the 'Final Report"), detailing the following.
Third -party verification of Event outcomes including, without limitation, event attendance
figures with proven method of collection, media impressions generated by the event, photos
and videos of the event;
The implementation of the Public Benefit Program, including statistics relating to how many
residents, seniors, and children were served, and how this program was marketed and
communicated to the residents,
All supporting documentation required under Section 4 for the payment of the cash
sponsorship, and
Vendor and community feedback.
9. Sponsorship Requirements. The following is a list of publicity and credit requirements for events or
programs receiving financial or in -kind support from the City of Miami Beach (if applicable):
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A. Prominently display Cry of Miami Beach logo in all media and promotional marketing materials
related to the Event including, but not limited to, advertisements, brochures, websites, e-mails,
newsletters, banners, posters, event programs, and other print and/or electronic publications
in a manner where the City logo is displayed before sponsors of lesser value, and placed in
the most prominent position amongst sponsors of the same level. All marketing materials shall
be subject to the approval of the City Manager's designee prior to dissemination.
B. Live announcements) during the event by emcee.
C. Operate within tine requirements of all City of Miami Beach existing sponsorships, including
the non-alcoholic pouring rights agreement with PepsiCo who is granted exclusivity in ALL
non-alcoholic beverage categories with the exception of hot tea, dispensed hot coffee and hot
cocoa. and Red Bull who is granted exclusivity in the energy drink category. As well, all soda
and water must be served in non -plastic containers.
D. All complimentary tickets provided by an evenuevent producer shall be consistent with
the City Commission established policy for the distribution of tickets and the Cltys
Administrative Guidelines far Distribution of any tickets and must be sent to the attention of
the Director of the Tourism and Culture Depanmeni located at 1755 Meridian Avenue — S
Floor, Miami Beach, FL 33139.
E. No press releases, public announcements or public disclosures relating to this sponsorship or
its subject matter, including but not limited to promotional or marketing material, shall be made
public by Event Organizer without the prior written consent of the City. Event Organizer shall
cease using all logos or other City marks upon the expiration of the Term unless expressly
authorized in writing by the City. Additionally, the City reserves the right to require the removal
of its logics ks from any promotional materials at any time and for any reason. This
paragraph shall survive the expiration of this Agreement.
10 Event Organizer is Responsible for the Following:
A. Event Organizer shall arrange for vendor concessions inside the enclosed area of the Event
Site. All sales of soft drinks or other beverages must be in compliance with the City's beverage
contract. Event Organizer will collect all proceeds from Event concessions. City shall have no
responsibility, obligation or liability relating to vendor concessions. Event Organizer shall be
solely responsible for ensuring that all vendors services are provided in accordance with all
applicable laws, including, without limitation, all food service, food handling. and alcoholic
beverage and license regulations, including the following.
1. Event Organizer hereby agrees and acknowledges that, pursuant to Section 82-7 of the City
Code, as may be amended from time to time, Event Organizer shall not sell, use, provide food
in, or offer the use of expanded polystyrene food service articles (as defined in City Code
Section 82-7) within the Event Site or otherwise in connection with the Event. A violation of
this section shall be deemed a default under the terms of this Agreement. Notwithstanding the
above, this section shall not apply to expanded polystyrene food service articles used for
prepackaged food that have been filled and sealed prior to receipt by Event Organizer
2. Atlditionally, Event Organizer agrees and acknowledges that, pursuant to Section 82-8 of the
City Code, as may be amended from time to time, Event Organizer shah not sell, use, provide
food in, or offer the use of single -use plastic beverage straws or single -use plastic stirrers (as
Docuagn Envelope ID: 8354C3D&F33A-162&MD&1)1157B1103C9
defined in City Code Section 82-8) within the Event Site or otherwise in connection with the
Event A violation of this section shall be deemed a default under the terms of this Agreement.
Notwithstanding the above, the requirements of Section 82-8 shall not restrict Event Organizer
from providing a beverage with, or offering the use of, a single -use plastic beverage straw or
single -use plastic stirrer to an individual with a disability or medical condition that impairs the
consumption of beverages without a single -use plastic beverage straw or single -use plastic
stirrer.
Event Organizer agrees to comply with Section 46-92(c) of the City Code. which provides that
it is unlawful for any person to carry any expanded polystyrene product, single -use plastic
beverage straw, or single -use plastic stirrer onto any beach or park within the City. It is also
unlawful for any business to provide single -use plastic beverage straws or single -use plastic
stirrers with the service or delivery of any beverage to patrons on any beach within the City.
Notwithstanding the above, the provisions in Section 46-92(c) that pertain to single -use plastic
beverage straws and single -use plastic stirrers shall not apply to a person or patron with a
disability or medical condition that impairs the consumption of beverages without a single -use
plastic beverage straw or single -use plastic stirrer.
4. Event Organizer hereby agrees and acknowledges that. pursuant to Section 82 of the City
Code, as may be amended from time to time, Event Organizer shall adhere to City prohibition
regarding the sale or use of expanded polystyrene rood service articles, single use plastic
beverage straws, and single -use plastic stirrers.
B. Event Organizer shall be responsible for handling all media vendors and organizations and will
be solely responsible for handling all issues relating to the media vendors.
C. Event Organizer shall retain any and all rights to the Event, including any rights associated with
Event -related apparel and/or product sales.
D. Event Organizer shall keep the City apprised, on a monthly basis, of its progress with respect to
the activation of the Event. City, at its sole discretion, may monitor and conduct an evaluation
of Event Organizer's implementation of the Event. Event Organizer agrees to cooperate with
City to promptly address any deficiencies or concerns the City may have in connection with the
Event.
E. Event Organizer hereby grants the City a non-exclusive license and right to use the title of the
Event or any photographic, video, audio or other footage of the Event, in connection with any City -
produced publication, including the City produced magazine or any City media outlets, such as
MBTV. This section shall survive the termination or expiration of this Agreement.
F. Event Organizer shall purchase and obtain all required Event Insurance policies for General
Liability coverage in the amount of at least $1,000,000.00 General Aggregate; $1,000,000.00
ProductsrCompleted Operations; $1,000,000.00 Personal and Advertising Injury; at
$1,000,000.00 per occurrence, covering City, and all participants, no later then 10 days prior to
the Event, and Event Organizer shall provide a Certificate of Insurance evidencing such
beverage to the City's Risk Manager. Event Organizer shall also provide liquor liability insurance,
in the amount of $1,000,000.00, and Host liquor liability insurance, in the amount $1,000,000.00.
The above policies shall cover the City. and all participants, no later than 10 days prior to the
Event. Event Organizer shall provide a Certificate of Insurance evidencing such coverage to the
City's Risk Manager no later than 10 days prior to the Event. All insurance policies shall name
City as additional insured and Certificate Holder, as follows
D eign Envelope ID: a C3D6-F33A<628-ABD&D7757B17DBC9
City of Miami Beach, Florida
1700 Convention Center Drive
Miami Beach, Fonda 33139
G. Event Organizer shall obtain all applicable federal, state, and local approvals, permits and
licenses relating to the Event and any activities related thereto. Event Organizer shall maintain
its good standing in accordance with the laws of the State of Florida and the City of Miami Beach
Code of Ordinances ('City Code'), and shall comply with any federal, state, county or City Code
requirement applicable to Event Organizer or to the Event Organizer's operation its business or
other activities in the City of Miami Beach, including, without limitation, obtaining any Certificate
of Use or Business Tax Receipt(s) that may be required for any business activity, timely making
payment of all taxes, fees or charges that may be due to the City, Event Organizer shall promptly
take corrective action to correct any City Code violation or notice of violation issued by any
governmental agency with jurisdiction over Event Organizer. Further, Event Organizer agrees
to comply with the terms and conditions of any lease, contract, or other grant agreement that
Event Organizer may have separately entered into with the City, if any ('Other City Contracts').
Any failure by Event Organizer to comply with any provision of the City Code applicable to Event
Organizer, or any breach or default by the Event Organizer of any covenant or other term or
condition contained in any Other City Contracts (after the passage of any applicable notice and
cure penod set forth therein), shall, at the option of the City, be considered an event of Default
(as such term is defined more fully below), in which event the City shall be entitled (but in no
event required) to apply all rights and remedies available to the City under the terms of this
Agreement by reason of an Event Organizer's breach or failure to comply with said obligations.
H. Event Organizer shall indemnify and hold harmless the City and its officers, employees, agents,
and contractors, from and against any and all actions (whether at law or in equity), claims,
liabilities, losses, expenses, or damages, including, without limitation, altomeys' fees and costs
of defense, for personal, economic, or bodily injury, wrongful death, or loss of or damage to
property, which the City or its officers, employees, agents, and contractors may incur as a result
of claims, demands, suits, causes of action or proceedings of any kind or nature arising out of,
relating to, or resulting from the performance of this Agreement by Event Organizer or its officers,
employees, agents, servants, partners, principals or contractors, or Event Organizer's use of the
Event Site, including, without limitation, any claim that any aspect of the Event infringes upon
any third-party's existing copyrights, trademarks, trade names, or other intellectual property or
proprietary rights Event Organizer shall pay all claims and losses in connection therewith and
shall investigate and defend all claims, suits, or actions of any kind or nature in the name of the
City, where applicable, including appellate proceedings, and shall pay all costs, judgments, and
attorneys' fees which may issue thereon. Event Organizer expressly understands and agrees
that any insurance protection required by this Agreement, or otherwise provided, shall in no way
limit its obligation, as set forth herein, to indemnify, hold harmless, and defend the City or its
officers, employees. agents, and contractors as herein provided.
11. Events of Default, Termination of Aareement for Cause and Remedies.
A. The following shall constitute events of default.
i. Any material misrepresentation, written or oral, made by Event Organizer and/or its
representatives to City.
it. Failure by Event Organizer to timely perform and/or observe any of the terms and
conditions of this Agreement.
lii. Insolvency or bankruptcy on the part of Event Organizer.
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8. 7 he occurrence of any event of default by Event Organizer may, at the sole option of City, operate
as an automatic forfeiture of any rights or benefits conferred under this Agreement, and
accordingly, City reserves the right to revoke the fee waivers, discontinue the funding provided
for herein, or request the return of sponsorship funds
C. In the event that Event Organizer is in default of any of its obligations under this Agreement,
Event Organizer shall be liable for all damages, costs and expenses arising out of or related to
its default. In the event of a default. City reserves the right to pursue any and all legal remedies
available to it, including but not limited to termination of this Agreement for cause, which
termination shall be effective upon ten (10) days written notice to Event Organizer. In the event
of any such termination, the City shall have no further obligation or liability to Event Organizer.
12. Assi no ment. Event Organizer shall not assign its rights, interests or obligations under this Agreement
without the City's prior written consent. Any purported assignment in violation of this section shall be
void and shall constitute an event of default hereunder.
13. Audit and Inspections. Event Organizer shall keep accurate and complete books and records of all
receipts and expenditures relating to this Agreement, in accordance with generally accepted
accounting principles, and shall retain such books and records for at least four (4) years after
completion or the Event. At the request of the City, Event Organizer shall provide the City (andror its
designated representatives) reasonable access to its files, records and personnel during regular
business hours for the purpose of making financial audits, evaluations or verifications, program
evaluations, or other verifications concerning this Agreement, as the City deems necessary.
Furthermore, the City may. at its expense, auditor have audited, all the financial records of the Event
Organizer related to this Event.
14 City's Right to Suspend Activities or Remove Persons from Event Sne. The City Manager shall have the
authority to suspend all or any part of the activities of Event Organizer, upon verbal or written notice to
Event Organizer, when, in the City Managers sole judgment and discretion, such activities may be or are
detrimental to the public or to the City.. or if the City has reason to believe any law or ordinance is being
violated by Event Organizer, its agents or employees. The City reserves the right through the City
Manager, to suspend or terminate use of the Event Siteµ visitors become unruly, and to reject any
sponsorpresentation. material or item which is or may be, in the sole opinion of the City Manager,
hazardous. offensive, immoral or disparaging to the image of the City, or to any person or group of
persons. The decision of the City Manager in such regard shall be final, binding, and conclusive.
15. Termination for Convenience.
A. The Event Organizer may conduct the Event for the Tenn of this Agreement, unless the City Manager
decides to terminate the Event, at the City Managers sole and absolute discretion. for any reason or
no reason whatsoever, for the convenience of the City. The City Manager shalt notify the Event
Organizer, in writing, of the City's termination of this Agreement.
B. The Event Organizer may elect, during the Term of this Agreement, to terminate this Agreement
and no longer contluct the Event. If the Event Organizer elects to terminate this Agreement, the
Event Organizer shall notify the City in writing prior to commencement of the Event. If the Event
Organizer elects not to conduct the Event or elects not to seek an extension of the terms of this
Agreement, this Agreement will automatically terminate.
16. Notice. Whenever any party desires to give notice to any other party. it must be given by written notice
sent by registered United States mail, with return receipt requested, addressed to the party for whom it is
intended at the place designated below and the place so designated shall remain such until they shall
have been changed by written notice in compliance with the provisions of this section. For the present,
the parties designate the following as the respective places for giving notice
Dacesign Envebpe ID: 6854C3D6-F3M-4628-A8D6-Dn57B17M9
CITY:
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: City Manager
EVENT ORGANIZER
IFCM Corp.
168 Southeast Street
Floor 4
Miami, Florida 33131
11. Inspector General Audit Richts
A Pursuant to Section 2-256 of the Code of the City of Miami Beach, the City has established the
Office of the Inspector General which may, on a random basis, perform reviews, audits.
inspections and investigations on all City contracts, throughout the duration of said
contracts. 1 his random audit is separate and distinct from any other audit performed by or on
behalf of the City.
8. The Office of the Inspector General is authorized to investigate City affairs and empowered to
review past. present and proposed City programs, accounts, records. contracts and transactions.
In addition, the Inspector General has the power to subpoena witnesses. administer oaths, require
the production of witnesses and monitor City projects and programs. Monitoring of an existing
City project or program may include a report concerning whether the project is on time, within
budget and in conformance with the contract documents and applicable law. The Inspector
General shall have the power to audit, investigate, monitor, oversee. inspect and review
operations, activities, performance and procurement process including but not limited to project
design, bid specifications, (bid/proposal) submittals, activities of Event Organizer, its officers,
agents and employees, lobbyists, City staff and elected officials to ensure compliance with the
contract documents and to detect fraud and corruption. Pursuant to Section 2-378 of the City
Code. the City is allocating a percentage of its overall annual contract expenditures to fund the
activities and operations of the Office of Inspector General.
C. Upon ten (10) days written notice to Event Organizer, Event Organizer shall make all requested
records and documents available to the Inspector General for inspection and copying. The
Inspector General is empowered to retain the services of independent private sector auditors to
audit, investigate, monitor, oversee, inspect and review operations activities, performance and
procurement process including but not limited to project design, bid specifications, (bid/proposal)
submittals, activities of Event Organizer its officers, agents and employees, lobbyists, City staff
and elected officials to ensure compliance with the contract documents and to detect fraud and
corruption.
D. The Inspector General shall have the right to inspect and copy all documents and records in Event
Organizer's possession, custody or control which in the Inspector General's sole judgment,
pertain to performance of the contact, including, but not limited to original estimate files, change
order estimate files, worksheets, proposals and agreements from and with successful
subcontractors and suppliers. all project -related correspondence, memoranda, instructions,
financial documents, construction documents, (bid/proposal) and contract documents, back -
change documents, all documents and records which involve cash, trade or volume discounts.
insurance proceeds, rebates, or dividends received, payroll and personnel records and Supporting
documentation for the aforesaid documents and records.
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E Event Organizer shall make available al its office at all reasonable times the records, materials,
and other evidence regarding the acquisition (bid preparation) and performance of this
Agreement, for examination, audit. or reproduction, until three (3) years after final payment under
this Agreement or for any longer period required by statute or by other clauses of this Agreement.
In addition
i. If this Agreement is completely or partially terminated, Event Organizer shall make
available records relating to the work terminated until three (3) years after any resulting
final termination settlement, and
it Event Organizer shall make available records relating to appeals or to litigation or the
settlement of claims arising under or relating to this Agreement until such appeals,
litigation, or claims are finally resolved
F. The provisions in this section shall apply to Event Organizer, its officers, agents, employees,
subcontractors and suppliers. Event Organizer shall incorporate the provisions in this section in
all suboonlracts and all other agreements executed by Event Organizer in connection with the
performance of this Agreement.
G. Nothing in this section shall impair any independent right to the City to conduct audits or
investigative activities. The previsions of this section are neither intended nor shall they be
construed to impose any liability on the City by Event Organizer or third parties
18. Event Organizers Compliance with Florida Public Records Law.
A. Event Organizer shall comply with Florida Public Records law under Chapter 119, Florida
Statutes, as may be amended from time to time.
B. The term 'public recordsshall have the meaning set forth in Section 119.011(12), which
means all documents, papers, letters, maps. books, tapes, photographs, films, sound
recordings, data processing software, or other material, regardless of the physical form,
characteristics, or means of transmission, made or received pursuant to law or ordinance or in
connection with the transaction of official business of the City.
C. Pursuant to Section 119.0701 of the Florida Statutes, if Event Organizer meets the definition
of 'Contractor' as defined in Section 119.0701(1)(a), Event Organizer shall
1. Keep and maintain public records required by the City to perform the service;
2. Upon request from the City's custodian of public records, provide the City with a copy of
the requested records or allow the records to be inspected or copied within a reasonable
time at a cost that does not exceed the cost provided in Chapter 119, Flonda Statutes or
as otherwise provided by law;
3. Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed, except as authorized by law, for the duration of
the contract term and following completion of the Agreement if Event Organizer does not
transfer the records to the City;
4. Upon completion of the Agreement, transfer, at no cost to the City, all public records in
possession of Event Organizer or keep and maintain public records required by the City to
perform the service. If Event Organizer transfers all public records to the City upon
completion of the Agreement, Event Organizer shall destroy any duplicate public records
that are exempt or confidential and exempt from public records disclosure requirements. If
Event Organizer keeps and maintains public records upon completion of the Agreement,
Event Organizer shall meet all applicable requirements for retaining public records. All
records stored electronically must be provided to the City, upon request from the City's
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custodian of public records. in a format that is compatible with the information technology
systems of the City.
0 Reguest for Records. Noncompliance_
1 A request to inspect or copy public records relating to the City s contract for services
must be made directly to the City. If the City does not possess the requested records, the
City shall immediately notify Event Organizer of the request, and Event Organizer must
provide the records to the City or allow the records to be inspected or copied within a
reasonable lime.
2 Event Organizer s failure to comply with the City's request for records shall constitute
a breach of this Agreement, and the Gly, at Its sole discretion, may. (1) unilaterally
terminate the Agreement; (2) avail itself of the remedies set forth under the Agreement
and/or (3) avail itself of any available remedies at law or in equity
3. Event Organizer who fads to provide the public records to the City within a reasonable
time may be subject to penalties under s. I I'd, tii.
E CivilAction
1. If a civil action is hied against Event Organizer to compel production of public records
relating to the City s contract for services, the court shall assess and award against Event
Organizer the reasonable costs of enforcement, including reasonable attorneys fees, if.
a. The court determines that Fvent Organizer unlawfully refused to comply with the
public records request within a reasonable time; and
It. At least 8 business days before filing the action, the plaintiff provided written notice of
the public records request, including a statement that Event Organizer has not
complied with the request, to the City and to Event Organizer.
2. A nonce complies with subparagraph (1xb) if it is sent to the City's custodian of public
records and to Event Organizer at Event Organizers address listed on its contract with
the City or to Event Organizer's registered agent. Such notices must be sent by common
carrier delivery service or by registered, Global Express Guaranteed, or certified mail,
with postage or shipping paid by the sender and with evidence of delivery, which may be
in an electronic format.
3. Event Organizer who complies with a public records request within 8 business days after
the notice is sent is not liable for the reasonable costs of enforcement.
F IF EVENT ORGANIZER HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO EVENT
ORGANIZER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS AT:
CITY OF MIAMI BEACH
ATTENTION: RAFAEL E. GRANADO, CITY CLERK
1700 CONVENTION CENTER DRIVE
MIAMI BEACH, FLORIDA 33139
E-MAIL: RAFAELGRANADO@MIAMIBEACHFL.GOV
PHONE: 305-673-7411
Docusign Envelope ID: "54C3WF33A<628-ASD6D]]5713I7WC9
9 E-Verify.
A Event Organizer shall comply with Section 448.095. Florida Statutes, "Employment Eligibility"
("E-Verify Statute'), as may be amended from time to time. Pursuant to the E-Venfy Statute,
commencing on January 1, 2021, Event Organizer shall register with and use the E-Verify system
to verify the work authorization status of all newly hired employees during the Term of the
Agreement, provide an affidavit stating that Event Organizer does not employ, contract with, or
subcontract with an unauthorized alien, or, upon the Ciys written request, otherwise demonstrate
Event Organizer's compliance with Section 448.095 as described therein. Additionally, Event
Organizer shall expressly require any subcontractor perfommng work or providing services
pursuant to the Agreement to utilize the U.S. Department of Homeland Security's E-Verify system
to verify the employment eligibility of all new employees hired by the subcontractor during the
contract Term, as applicable. If Event Organizer enters into a contract with an approved
subcontractor, the subcontractor must provide Event Organizer with an affidavit stating that the
subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Event
Organizer shall maintain a copy of such affidavit for the duration of the Agreement or such other
extended period as may be required under this Agreement.
B Termination Rights.
If the City has a good faith belief that Event Organizer has knowingly violated Section
448.09(1), Florida Statutes, the City shall terminate this Agreement with Event Organizer for
cause, and the City shall thereafter have or owe no fuller obligation or liability to Event
Organizer.
2. If the City has a good faith belief that a subcontractor has knowingly violated the foregoing
Subsection 3(A), but Event Organizer otherwise complied with such subsection, the City will
promptly notify Event Organizer and order Event Organizer to immediately terminate the
Agreement with the subcontractor. Event Organizer's failure to terminate a subcontractor
shall be an event of default under this Agreement, entitling City to terminate Event
Organizer s contract for cause.
3. A contract terminated under the foregoing Subsection (BX1) or (B)(2) is not in breach of
contract and may not be considered as such.
4. The City or Event Organizer or a subcontractor may file an action with the Circuit or County
Court to challenge a termination under the foregoing Subsection (B)(1) or (BX2) no later than
20 calendar days after the date on which the contract was terminated.
5. If the City terminates the Agreement with Event Organizer under the foregoing Subsection
(Bx1), Event Organizer may not be awarded a public contract for at least 1 year after the
date of term -nation of this Agreement.
6. Event Organizer is liable for any additional costs incurred by the City as a result of the
termination of this Agreement under this Section.
20. No Discrimination. Event Organizer also accepts and agrees to comply with the following Special
Conditions:
A. Event Organizer hereby agrees Thal d will comply with Title VI of the Civil Rights Act of 1964 (42
U.S.C. 2000d at seq.) prohibiting discrimination on the basis of race, color, national origin,
handicap, or sex.
B. Event Organizer hereby agrees that II will comply with City of Miami Beach Human Rights
Ordinance as codified in Chapter 62 of the City Code, and as may be amended from time to time,
prohibiting discrimination in employment (including independent contractors), lousing, public
accommodations. public services, and in connection with its membership or policies because of
actual or perceived race, color. national origin, religion. sex, intersexuality, gender identity, sexual
orientation, marital and familial status, age, disability, ancestry, height, weight, hair texture and/or
Docusign Envelope ID: a 856C3W-F33A462a-AB W-D7757B17D5C9
hairstyle, domestic partner status, labor organization membership, familial situation, or political
affiliation.
C. The City endorses the clear mandate of the Americans with Disabilities Act of 1990 (ADA) to
remove barriers, which prevents qualified individuals with disabilities from enjoying the same
employment opportunities that are available to persons without disabilities.
O. The City also endorses the mandate of the Rehabilitation Act of 1973 and Section 504 and
prohibits discrimination on the basis of disability and requires that sponsorship recipients provide
equal access and equal opportunity and services without discrimination on the basis of any
disability.
21. Event Organizer s Compliance with AntiHumanTrafficking Laws. Event Organizer agrees to comply
WO Section 787.06, Florida Statutes, as may be amended from time to time, and has executed the
Anti -Human Trafficking Affidavit, containing the certification of compliance with anti -human trafficking
laws as required by Section 787.06(13). Florida Statutes, a copy of which is attached hereto as
Exhibit B.
22. Prohibition pn Contracting with a Business Enoaoing in a Bolt. Event Organizer warrants and
represents that it is not currently engaged in, and will not engage in, a boycott, as defined in Section
2-375 of the City Code. In accordance with Section 2-375.1(2)(a) of the City Code, Event Organizer
hereby certifies that Event Organizer is not currently engaged In, and for the duration of the
Agreement, will not engage In a boycott of Israel.
23. Prohibition On Contracting With An Individual Or Entity Which Has Performed Services For
Compensation To A Candidate For City Elected Offce. Event Organizer warrants and represents
that. within two (2) years prior to the effective date of the Agreement, Event Organizer has not
received compensation for services performed for a candidate for City elected office, as contemplated
by the prohibitions and exceptions of Section 2-379 of the City Code.
For the avoidance of doubt, the restrictions on contracting with the City pursuant to Section 2-379 of
the City Code shall not apply to the following:
A. Any individual or entity that provides goods to a candidate for office.
B. Any individual or entity that provides services to a candidate for office if those same services
are regularly performed by the individual or entity in the ordinary course of business for clients
or customers other than candidates for office. This includes. without limitation, banks,
telephone or internet service providers, printing companies, event venues, restaurants,
caterers, transportation providers, and office supply vendors.
C. Any individual or entity which performs licensed professional services (including for example,
legal or accounting services).
24. Prohibition Against Contracting With Foreign Countries Of Concern When An Individual'a Personal
Identifying Information May Be Accessed, Event Organizer hereby agrees to comply with Section
287.138, Florida Statutes, as may be amended from time to time, which states that as of January 1,
2024, a governmental entity may not accept a bid on, a proposal for, or a reply to, or enter into, a
contract with an entity which would grant the entity access to an individuals personat identifying
information (Pit), unless the entity provides the governmental entity with an affidavit signed by an
officer or representative of the entity under penalty of perjury attesting that the entity does not meet
any of the criteria in Paragraphs 2(a)-(c) of Section 287.138, Florida Statutes'. (a) the entity is owned
by a government of a foreign country of concern; (b) the government o(a foreign country of concern
has a controlling interest in the entity; or (c) the entity is organized under the laws of or has its
Principal place of business in a foreign country of concern (each a 'Prohibited Entity"). A foreign
country of concern is defined in Section 287,138 (1 Xc). Florida Statutes, as may be amended from
time to time, as the People's Republic of China, the Russian Federation, the Islamic Republic of
Docusign Envelope ID: 885 C3D6-F33A-0611-ABD6-D7757B17D8Cg
Iran, the Democratic People's Republic of Korea, the Republic of Cuba, the Venezuelan regime of
Nicolas Maduro, or the Syrian Arab Republic, including any agency of or any other entity of
significant control of such foreign country of concern. Additionally. beginning July 1, 2025, a
governmental entity may not extend or renew a contract with a Prohibited Entity. Event Organizer
warrants and represents that it does not fall within the definition of a Prohibited Entity, and as such,
has caused an authorized representative of Event Organizer to execute the 'Prohibition Against
Contracting with Entities of Foreign Countries of Concern Affidavit', incorporated herein by
reference and attached hereto as Exhibit B.
25, CertifcaVon of Compliance with Antidiscrimination and Anf Boycott Rea 7eme ts. As required by
Sechon 2-375.2 of the City Code, Event Organizer has executed the Certification of Compliance
with Antidiscrimination and Anti -Boycott Requirements, a copy of which is attached hereto as Exhibit
B and incorporated herein.
26. Cerlifcation of Compliance witi Antidiscrimination Requirements As required by Section
2.375.3 of the City Code, Event Organizer has executed the Certification of Compliance with City
Antidiscrimination Requirements, a copy of which is attached hereto as Exhibit B and incorporated
herein
27. Entire Agreement. This Agreement shall constitute the entire agreement between the parties, and
supersedes all prior negotiations, representations, or agreements either written or oral. No warranties,
inducements, considerations, promises or other references shall be implied or impressed upon this
Agreement that are not expressly addressed herein.
28. Governing Law and Attorney 's Fees. This Agreement shall be construed in accordance with the laws
of the State of Florida. This Agreement shall be enforceable in MiamiDadeCounty. Florida, and if
legal action is necessary by either party with respect to the enforcement of any or all of the terms or
conditions herein, exclusive venue for the enforcement of same shall lie in Miami -Dade County,
Florida. BY ENTERING INTO THIS AGREEMENT, THE CITY AND EVENT ORGANIZER
EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY
CIVIL LITIGATION RELATED TO, OR ARISING OUT OF, THIS AGREEMENT. In the event of any
dispute which apses out of this Agreement, the prevailing party shall be entitled to reasonable
attorneys fees and costs, including bankruptcy and/or appeal, if any.
29. Scope. It is expressly understood and agreed that this Agreement is for the duration of this Event only
and that Event Organizer has no right or privilege other than that expressly provided herein.
30. No Partnership or Agency Event Organizer agrees that nothing herein contained is intended or
should be construed as in any way creating or establishing the relationship of partners or joint
venturers between City and Event Organizer. In no event shall Event Organizer represent to any
third party that it is acting as an agent, representative or on behalf of City for any purpose or in any
manner whatsoever.
31. Amendment. No modification, amendment or alteration of the terms or conditions contained herein
shall be effective unless contained in a written document executed by the parties hereto, with the
same formality and of equal dignity herewith.
32 Extent of Agreement. This Agreement represents the entire and integrated Agreement between City
antl Event Organizer and supersedes all prior negotiations, representations, or agreements either
written or oral.
33. Corporate Status'. This Agreement shall automatically terminate d, within thirty (30) days from execution
Of this Agreement, Event Organizer does not provide the City with proper documentation evidencing that
Event Organizer is registered M do business in the Slate of Florida.
Dxusign Envelope ID: 8859C3D5-F33A4628-MD&D7]5]B1 708C9
IN WITNESS WHEREOF, the Parties or their duly authonzed representatives hereby execute this
Agreement on the dale written below.
FOR THE CITY:
ATTEST: CITY OF MIAMI BEACH, FLORID
By.
Rafael E. Granado Enc T Carpenter
City Clerk City Manager
4 2029
Daleet;' 9'•:
I'CORP ORWi N
y
FOR EVENT ORGANIZER: IFCM CORP. '�s'��..�,.�;�9
ATTEST-, J 6
By:
Jose Jacho, VP
Print Name/Title
April 21, 2025
Dale
clW—
Diliana Alexander, ED
Print Name[Tale
APPROVED AS TO
FORM B LANGUAGE
FOR EEX`ESC.cUUT1I�ON
(%R
—If
y1Cil' y Attorney
Da
Docuslgn Envelope ID: 8854C3D&F33A-462&ABO6-DT157B1708C9
EXHIBIT A
BENEFITS:
o Event Organizer shall prepare and finalize a robust marketing plan and shall supply a copy of such plan to
the City of Miami Beach Office of Marketing 6 Communications.
o Should the name not appear in the logo lockup. the Event must recognize the City of Miami Beach as a
top tier partner in all announcements, posts, coverage and other, where event name is used.
c City name recognition/bgo m be prominently displayed on promotional materials including press releases,
and all printed (stage banners, programs, site signage), social and digital collateral.
a No press releases, public announcements or pudic disclosures relating to this sponsorship or its subject
matter, including but not limited to promotional or marketing material, shall be made public by the Event
Organizer without the prior written consent of the City.
o The Parties agree not to use the other Party name or Event names in any promotional material or public
announcement without prior written or oral consent of the other.
o Event Organizer agrees to make every effort to make themselves available for photo calls and/or
interviews with press or broadcasting agents with a minimum of twenty-four (24) hours' notice to any
media event.
o Event Organizer shall offer the City an opportunity for City representatives to speak at all press
conferences and ribbon cutting events.
e Event Organizer shall make City aware of all press events with at least twenty-four (24) hoursnotice.
o Event Organizer shall provide the City with all video and photography, captured by Event Organizer, or its
designated production team, from the Event for archival and promotional purposes, and grants City a non-
exclusive license to the City for its use.
o City shall have the right to station two (2) photographers and two (2) video operators within the Event Site,
inducting in any space dedicated to Event media personnel.
o Event Organizer shall provide the City with up to four (4) VIP tickets (if available) to be contested away on
City owned social media / digital channels.
o Event Organizer shall provide working passes for all City Marketing and Communications staff who will be
working the event. City b provide a confirmed list of individual names no later than seven (7) days before
the Event date.
o Event Organizer shall tag @miamibeachnews (IG, Twitter) or @CityofMiamiBeachGovernment (FB) in
all social media posts
o Event Organizer shall promote the Event on all Event Organizer owned social and digital channels,
starting at least one month prior to Event start date.
o Event Organizer shall make dedicated City, non -sales specific, spotlight Instagram posts.
o Event Organizer shall make dedicated City, non -sales specific, spotlight Tweets on Twitter.
o City name recognitioni on step & repeat banners.
Dacusign Envelope ID: 8854C306-F33A-/628�A1306-D"571317Dal
EXHIBIT B
CITV'S AFFIDAVITS AND CERTIFICATIONS
This Exhibit includes aRidawds and certifications required ander applicable Florida law andthe Code of the City of Miami Beach
in connection with the execution and administration of this Agreement. To ensure acknowledgment and understanding of each
requirement. the Event Organizer shall initial each section included it this Exhibit The act of initialing confirms the Event
Organizers review of and agreement to. the shatements contamed thereir. The Event Organizer shall also sign and notarize
the acknowledgment at the end of this Exhibit, afPoming the truth and accuracy of all initialed statements
This Exb [bit must be completed by a person authorized to make the fdlowirg altestauons on behalf of Fvent Organizer
SECTION 1 - ANTI -HUMAN TRAFFICKING LAWS AFFIDAVIT
Initials(}
r-cco'dar C C With 3ecioF ,y Jr,L';. Florida Satutes ricoccrated herein oy refereroe ''o cnders,gned. on behad of Event
Organizerhereby atests under penally of perjury that Event Organizer does not use ccemion for labor or services as defined
Sactfcr 787 06 Florida qot, es entitled -Human TraffickingSECTION 2 - PROHIBITION AGAINST CONTRACTING MTN
FOREIGN•
Inibalsgwl—
r accamarce in, Secuoc 27 f32 >!o,ca Statutes ncorporaed Perem by reference. 'ate undersigned. on behalf of Event
Organizer, hereby attests under penalty of pequry that Evert Organizer does not meet any of the following cdtena in Paragraphs
2(a) (c) of Section 287 138, Florida Statutes. (a) Event Organizer is owned by a government of a foreign country of concern (b)
the government of a foreign country of concern has a controlling interest in Event Organizer. or;cl Event Organizer is organized
under the laws of or has its pnncipal place of business in a foreign country of concern
SECTION• OF
ANTIDISCRIMINATION ANDANTI-BOYCOTT
Initials
In accordance with Section 2-375.2 of the City Code, incorporated herein by reference, the urdesgned, on behalf of Event
Organizer, hereby attests that Event Organizer will comply with all relevant antic iscnmiration lam. including the anti -bacon
provisions of Section 2 375 1 of the City Code and affirms that Evert Organizer will not engage in a boycanof Israel, mnsemit c
discrimination or antisemilic speech n corjunctfor with me Event
In accordance with Section 2 375.3 of the City Caleincorporated herein by reference, the undersigned, on behad of Event
Organzer, hereby attests that Event Organizer will comply with all relevant anmiscnmination laws, and affirms Mat Event
Organizer will not engage in discrimination based upon any classification category as set forth in Section 62-31 of the City Code
in conjunction with (fie Event.
[SIGNATURE PAGE FOLLOWS]
Docusign Envelope to 8856G306-F33A-062&ABD6-D]]5]et]08C9
SIGNATURE r NOTARIZATION
BY SIGNING AND NOTARIZING THIS PAGE, YOU ARE ATTESTING TO THE AFFIDAVITS AND
CERTIFICATIONS IN SECTIONS 14 OF THIS EXHIBIT.
I understand that I am swearing or affirming under oath, under penalties of perjury, to the truthfulness of the claims
made in this Exhibit and that the punishment for knowingly making a false statement may include fines andlbr
imprisonment
The undersigned is authorized to execute this affidavit on behalf of Event Organizer
EVENT ORGANIZER.
IFCM Corp . a Florida not -for -profit corporation.
3J - 3 Island Ave, Miami Beach, FL 33139
Signature of Authorized Representative IAddressl
Name/Tide: Diliana Alexander, FL
Florida
State of
Miami Dade
County of
The foregoing instrument was acknowledged before me by means of kl physical presence or Cl
online notarization, this 21 day of __ _ 2026 by
Diliana Alexander as Executie Dlr�ector , or IFCM Corp. a
Florida rat -for -profit corporation, known to me to be the person described herein, or who produced
driver's license as Identification, and who did/did not take an oath.
NOTARY PUBLIC
_.
(Signature)
(Print Name)
My commission expires.
' ww N�erc�asap
cm,mwv�rl Is
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..�., Docusign Envelope ID: 8854C3D8-F t I Li &A BD&DTT6TBITOBC9
ContraCt/Document
IV\I/ \IV VLI ICI 1
—FIImGate mdtgNTtMe film Festval
IFCM CORP. Tourism and Culture Department
Llxsette Garcia Arrogante Marla Hernandez Nw.N
Type 1-Contract, amentlmenp change order, or task order resulting from a procurement -issued compel one s0lkkatNn.
Type 2 - Any ocher contract, amendment, change order, or task order that does not result from a procurement issued compHitive sdidtalbn.
Type3 Independent Contractor Agreement(ICA)
TVW6- Tenant Agreement
Type4 Gram agrsemenn wkIt the Car as the recipient
Time 7-Inter-governmental wi transeptalTypesGcam
agreements with the City as the grantor
I
I Typea-Other:
on March 18, 2026, the Mayor and City Commission adopted Resolution No. 2026-34112, approving a one-time special event
sponsorship for the Filmgate Interactive Film Festival, in an amount of $5,000, and further authorizing the City Manager and City Clerk
to execute this Agreement
FIImGate Interactive 12 takes place March 18-22, 2026, in Miami and Miami Beach, Florida, across museums, cultural instttutions,
outdoor public spares, and Immersive venues. This year, Filmgate will organize multiple events in the City of Miami Beach, including,
at The Bass Museum, Citizen M Hotel, 420 Lincoln Road, and the Miami Beach Bandshell,
c,...a..... c...0............. hu., eeree,.,em hnu Haan Minraretl frnm the Commu nib Events butleet In the Resort Tax Fu Id.
4
O (1) Time N/A One (1)Lme
i. Forpourr is longer than five years, contactthe Precuremem Department.2. Attach arty supporting explanation needed.3. Budget
approval indicates approval for the current Rsul year only. Future years are subject go Clly Cammissbn approval of the annual
Procurement:
N/A
Grants:
N/A
Budget:
.ho:.eyrnn
I AAsI.�cA. 0& Skiti
Information Techrmicri
WA
Risk Management:
-
Fleet & Facilities:
N/A
Human Resources:
WA
Other:
WA