RESOLUTION 92-20482 RESOLUTION NO. 92-20482
A RESOLUTION OF THE CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, AUTHORIZING SPECTACOR
MANAGEMENT GROUP TO EXECUTE A LEASE AGREEMENT
WITH THE INTERNATIONAL TILE EXPOSITION FOR USE OF
HALLS A, B, C AND D OF THE CONVENTION CENTER
APRIL 14 THROUGH APRIL 27, 1993 , WHICH LEASE
AGREEMENT CONTAINS AN ADDENDUM WITH A MULTIPLE
USE CLAUSE FOR FUTURE YEARS
WHEREAS, the Agreement between Spectacor Management Group
("SMG") and the City of Miami Beach ("City") authorizes SMG to
execute contracts for lease of the Convention Center through
December 31, 1993 ; lease agreements for lease periods after
December 31, 1993 must be approved by the City Commission; and
WHEREAS, a Lease Agreement with the International Tile
Exposition for use of Halls A, B, C and D of the Convention Center
April 14 through April 27 , 1993 has been provided by Spectacor; and
WHEREAS, the Lease Agreement contains an addendum with a
multiple use clause for future years which has been approved by the
City Attorney;and
WHEREAS, the City Commission has been advised of and is
familiar with the terms and provisions of the said Lease Agreement
and deems it to be in the best interest of the City to authorize
the execution of the said lease agreement by SMG with the multiple
use clause for future years.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, that the attached Agreement between
the International Tile Exposition and Spectacor Management Group is
hereby authorized and approved.
PASSED and ADOPTED this 8th d. of April , 1992 .
MAYOR
Attest:
C c":?.
C.L0,141-
City Clerk
Form Approved
OP°
/
Legal Department
V/2/92-PNB: lm
C:\resoluti\internat.til
CITY O /1IAFv1I BEACH
CITY HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH FLORIDA 33139
•
OFFICE OF THE CITY MANAGER TELEPHONE: (305) 673-7010
seig FAX: (305) 673-7782
COMMISSION MEMORANDUM NO.
DATE: APRIL 8,1992
TO: Mayor Seymour Gelber and
Members of the City Commission
FROM: Roger M. Carlton (AA ja,vtif,/
Cit Manager
City a ager
SUBJECT: RATIFICATION OF THE INTERNATIONAL TILE, STONE EXPOSITION
CONVENTION AND RELATED ITEMS
In accordance with the agreement between the City and Spectacor
Management Group (SMG) , contracts for the rental of the Miami
Beach Convention Center and commitments made by the
administration, not more than the initial term of the agreement,
must be approved by the City Commission. S.M.G. ' s contract
terminates on December 31, 1993 .
The International Tile and Stone Exposition will be holding their
1993 Convention in Miami Beach. Attached is the executed
contract between S.M.G. and International Tile and Stone
Exposition.
An addendum is attached to the 1993 contract which binds the City
to utilize the format of the attached contract for future
conventions of the International Tile and Stone Exposition
through the years 2001 . Paragraph 15 of the addendum states the
following:
Multiple Use: The form of this Lease (including this
Addendum) may be utilized by Lessee for all contracts
hereafter duly reserved under the established public booking
policy for the Facility for any additional shows that may
hereafter be reserved by Lessee through the year 2001
provided only that: ( i) the base rent, as established by
paragraph 4 of the Lease shall be adjusted to reflect the
thencurrent prevailing rate as adopted by the City of Miami
Beach Commission one year in advance of the show date; ( ii)
security deposits shall be $10 , 000 per show provided that
the Operator shall hold no more than $25 , 000 in total
security deposits under all outstanding contracts at any one
time; and (iii) for the years 1995 and beyond, the amount
due for the waiver by Service America of the exclusive
catering rights as set forth in subparagraph 7 (a) of this
Addendum shall be the greater of $15 , 000 or 15% of the gross
catering sales by outside caterers .
According to the Greater Miami Convention and Visitors Bureau,
the following dates are blacked out:
April 29 - May 6, 1995 Definite
April 24 - May 7 , 1996 Tentative
April 10 - April 21, 1997 Definite
April 29 - May 12, 1998 Tentative
April 29 - May 11, 1999 Definite
April 26 - May 8, 2001 Definite
AGENDA
ITEM
DATE - 8- 412.
•
Commission Memorandum No.
April 8, 1992
Page Two
Administration The Administration recommends that the
Recommendation: addendum to the 1993 International Tile and
Stone Exposition and Related Items be
approved.
RMC/N /maq
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MIAMI BEACH CONVENTION CENTER LEASE
This revised lease agreement made this 6th da of J nua by and
between Speotaoor Management Group ("operator") , and
International Tile Exposition, A Joint Venture
whose address is:
William J. "skip" Mason, President
Trade Show International, Inc.
900 East Indiantown Road
Jupiter, Florida 33477-5142
As Authorized Agent
("Lessee") .
WITNESBETX
Operator manages, operates and maintains the Miami Beach Convention Center,
on behalf of the city of Miami Beach, a Florida municipal corporation (the
"City") , under rights granted by and obligations imposed under an agreement
between City and Operator.
1) Premises and Termss Operator hereby leases to the Lessee, and the
Lessee hereby leases from the Operator the following described
property, hereinafter referred to as the "Premises, " to wit:
Halls A,B,C D and All Meeting Rooms (does not include Board
Room or areas within executive, administrative or
contractor/tenant offices.
("Premises") in the Miami Beach Convention Center.
April 14-20, 1993 Move In
April 21-24, 1993 Show
April 25-27, 1993 Move Out
Lessee to have and to hold the above—described premises for the term
of fourteen (14) days, commencing on Wednesday, April 14, 1993
at 8 : 00 a.m. , and terminating Tuesday, April 27, 1993 at 11: 59 p.m.
2) Use: Lessee shall use the premises solely for the purpose of:
Tile and Stone . Expos ition and Related Events
3) Services: Operator agrees to furnish normal janitorial service in
r p
public areas and non-carpeted aisles (vacuum cleaning not included) ,
air conditioning during show hours, g
houselights and the following
services:
If
stated below, the Operator will furnish the following additional
services, equipment, materials, technicians, etc. , on the following
w
Operator ill provide original meeting room set-up free of
Pbyo
charge; resetting of rooms will be charged Operator at the
then current hourly labor rate.
• • • • • , • . I - • - • • - -
follows:
AI Lessee ag rAel, t-.n rel{mburAe the operator gut of__ppoet 00.111
- . • • • i •. . • , • - .. ,, . . •r •ul is •er da . f -
move-in and move-out. This sloes not include show days.
j Lessee a•reel to su. • all : It -. . . ,, : ' to break u.
and assist in the removal of all tile and Stone flooring
mater_ials____at--completion of show.
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4) Rent: Lessee shall pay, without demand, together with any and all
sales r- See and state taxes arising or accruing during the term of the
leasehold in the following basis:
Sixty____. 6.91 cents per square foot per hail of net paid exhibit
space shall include only paid space, or that which is traded for
promotional or other financial consideration, complimentary
space will not apply, used with a minimum 'guarantee of eighty
Tho . • • • , • ► - 6 • : : • . . • • • 'ole a based on P e T, . : _ ! •
And no/loo (05,000. 00) Dollars per hail per show day; plus four
(4) additional move-in/move-out days with a minimum guarantee of
Twenty Thousand and nQ/lQQ. 12o.coo i*oo) Dollars, based on Ong
Thp . : - , . . • y . t . ; . • . t and n. . 5 ' . . Dollars per
hall par day; with two (2) additional move-in days at no charge,
plus 7loridg State Rental Tax wbiob_ is currently, s x and one-half
Qeroent 11.
t
1 . . , % , . . . S • 6. • • •
� �_ �. . . , - - - II e -ed - - •
wt _ct - , . - , - V. 23 •ercent of
Minimum quarmtss_raUtAl_lhX13.11AMALABI_Y/AX....kaark_firat_lh2M
gui_ElmAining_hallusi_plutjAprifts State Rental Tam
due a ixtY _ (6 0 L_aye before the' last day of the show.
Rent shall beaid to: Miami Beach Convention Center, 1901 Convention
p
Center Drive, Miami Beach, Florida. 33139 . Lessee also covenants and
agrees to pay interest at the rate of eighteen (18%) percent per annum
byOperator
any payment of rent due and payable and not received
prior to or due date. Time is of the essence in this Lease.
5) Security Deposit: Lessee has deposited with Operator the sum of
Eleve hou=al• • r• , • • • • • • • • : t for the
faithfulerformance and observance by Lessee of the provisions of
P fullyand faithfullycomply
this Lease. In the event the Lessee shall p Y
with all of the terms, covenants, provisions and conditions of this
Lease said security shall be sot off against any rent owed to the
Operator at the termination of the Lease. In the. event of any
p proceeding against or other insolvency pr g Lessee, it is agreed
that all security deposits held hereunder shall be deemed to be
applied byOperator to rent, sales tax and other charges due at date
p
of bankruptcy and/or insolvency.
6) Notices: For purposes of notice or demand, the respective parties
p
will be-served byregistered or certified mail, deliVery by
recognized overnight carrier or by facsimile with verification of
g
successful transmission being retained as well as actual transmission
within the separate event files of the operator and the Lessee.
that it will
and Indemnification Clause: Lessee agrees
?) Exculpation
indemnify,
hold and save the City of Miami Beach ("City") and
their officers, agents, contractors and employees whole and
operator, from and
harmless and at operator's option defend same, against all
demands, actions, damages, loss, cost, liabilities, expenses
claims,and judgments of any nature recovered from or asserted againstainst
Operators on account of injury or damage toperson or property to the
p
y may be incident to, arise out
such damage or injury extent that any g whollyor in part,
of, or be caused, either proximately or remotely,
ssion negligence or misconduct on the part of Lessee or
by an act, omission,
any ofagents,its a ents servants, employees, contractors, patrons, guests,
person
anyotherentering licensees or invitee or of upon the Premises
1A ed hereunder with the express or implied invitation or permission
when anysuch injury or damage is the result, proximate
of Lessee, or � s
the violation byLessee or any of its agents, servants,
or remote, of ensees or invitee of any
to ees contractors, patrons, guests, lit
amp Y ' governmental order of any kind,, ordinance or or when any such
injury gor damage may in any other way arise from or out of the
use byLessee, its agents, servants, employees,
occupancy or
contractors, patrons, guests, licensees or invitee of the Premises
Lessee covenants and hereunder. L agrees that in case operator
� against Lessee or in
Cit shall be made parties to any litigation g
or Y byanypartyother than Lessee relating to
any litigation commenced then
Lease se or to the PremiSes leased hereunder, th n LeSBee shall and
and expenses, including reasonable attorney's fees
will pay all costs P Operator or City by
and court costs, incurred by or imposed upon p p
virtue of any such litigation. indemnification These terms of shall
2
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be effective unless such damage or injury may result from the sole
neglig oc a, gross negligence or willful misconduct of Operator.
8) ordinances and Regulations' Lessee shall comply with all applicable
laws, statutes and ordinances and all rules and requirements of the
city of Miami Beach. Lessee shall not admit to the premises a larger
number of persons than the total number designated by the General
Manager of the Miami Beach Convention Center or his acting designee
called the "General Manager") as(hereinafter' the seating capacity or
the number that can safely and freely move about.
9) Responsibility for Damages If the leased premises or any portion
p Y
thereof, or any structure attached thereto, or any equipment, fixture,
or other item contained shall be destroyed, damaged, marred, altered,
orp hysically changed during the term, in any manner whatsoever, then
Lessee shall be responsible.
Lessee shall not, however, be responsible for damage to the Leased
premises or any portion thereof which (a) is not caused by the
negligence of Lessee or its sublessee agents, exhibitors or invitees,
policyp as to scope andor (b) is not covered, both limits, by the
general policy required by paragraph 17 of the lease.
Lessee is to properly care for all equipment entrusted to Lessee
during the term of this Agreement and all such equipment so entrusted
which is lost, stolen, or disappears shall be the sole responsibility
of Lessee and Lessee shall pay the full replaCement cost thereof to
Operator.
10) Articles Left on premises: Any article remaining on the leased
eft lost or checked in the building by persons a
premises 1 , , attending any performance,ormance, exhibition or entertainment shall. be collectible
solely by Show Management or through Operator as agreed by Show
Manager.
11) Signs: Lessee, agents,its a ents exhibitors, et al. , shall only post signs
as permitted by General Manager.
12) Sale of Cd
noassionss Lessee recognizes right of Operator to sell or
give away
refreshments, beverages, cigars, cigarettes, candies,
sandwiches,
sundries, to conduct coat check rooms, and Lessee shall
the express written consent of the Operator, engage in or
not without p
undertake the sale of any of the aforesaid articles or privileges,
except as indicated in the addendum to this agreement, without the
express written consent of Operator.
Lessee shall not, put up or operate) Use of Machinery: any engine orurnin
or machineryon the premises or use oils, burning fluids,
motor for either mechanical or other
camphene, kerosene, naphtha or gasoline ,
p � thangas or electricity for illuminating
purposes or any other agent tion,
except as is customary for prepare i n,
the demised premises, P
operationand is in compliance with all
and dismantling of trade shows p
and county ordinances. All municipalll materials for
decorative purposes must be treated with flame-proofing
and be in
P P FireRegulations of the Miami. Beach
accordance with the and Safety g
Fire Department.
' Lessee shall have no right to assign or
14) Assignment and Subletts.ng. Operator,
Lease without the prior written consent of
sublet this I� t, of the exhibition and
as it y
exceptapplies to the total activity
conference. The criteria for approving such an assignment or
net worth; (b) industry reputation of
subletting includes: (it) re utation f and
assignee
or sublessee; (c) experience; (d) business p
(e) any and all other criteria that Operator shall find relevant.
subletting as used terms assignment or su g in this lease, shall, this Lease
all transfers of Lessees interest in
include any and in anylien upon Lessee's
whether voluntary or involuntary, including ,
b Lessee, any assignee or sublessee,
interest, or any transfer Y e or anyreceiver or
or successor of Lesseby
personal representative,
trustee with jurisdictiOri over Lessee, a subsequent assignee ore interpreted to
art rp
sublessee or its property. Nothing herein shall be int Y
prohibit Lessee' s sale of exhibitors.
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•
15) Default ..and Operator's Remedies: Default shall be defined as the
untimr..lperformance of any and all clauses in this Lease or in the
transmittal which is incorporated by reference into this Lease. The
idx
operator may exercise any and all of the remedies herein enumerated or
permitted by law. Default may include:
(a) Failure to pay any' rant payment or any portion thereof within ten
(10) days of due date following receipt of written notice from
Operator.
(b) Abandonment or unauthorized holdover of the leased premises,
whether partial or total;
c >
a Failure to carry insurance as required by item 17) of this
agreement by the transmittal letter;
(d) AnY and all checks given by the Lessee returned for insufficient
funds or N.S.F. ; and
(a) Anx other event which the operator deems to be a material
default; furthermore:
Operator may exercise any or all remedies enumerated or permitted by
p
law. operator may hold a landlord's lien on any and all personalty
when Lessee is in default and Lessee expressly gives Operator
permission to remove and store at Lessee's expense, any personalty
abandoned on the demised premises.
g
In the event of
litigation arising from this agreement, the prevailing
partyshall be entitled to recovery of costs and legal fees.
resort to anyone or more of such remedies or rights, and
Operator may
adoption of one or more such. remedies or rights, shall not necessarily
prevent the enforcement of other remedies or rights concurrently or
thereafter.
16) Insurance: A s additional consideration over and above the rental
.
payments made byLessee herein, Lessee shall, at its own expen8e,
comply with all of the following insurance
requirements of the
Operator. It is agreed by the parties that the Lessee shall not
premises the until proof of the following insurance coverage
has been furnished to the City and Operator.
Commercial general liability insuranee, on an occurrence form, in
(a)
the amount of One Million ($1, 000, 000.00) Dollars per occurrence
n 'u death, property damage, and personal injury.
for bodily injury,
Thepolicy
operations,olio must include coverage for premises p r
blanket indemnification section) ,
contractual liability oto covers. If
completed operations and independent contractor
products, p
the user's activitiOS 1hvoive the sale of alcohol, then liquor
d. These policies
amount is also require
liability in the same
must name the City of Miami Beach and Spectacor Management Group
as additional insureds.
• insurance in the amount of One Million
(b) Automobile lability � vera a for
Dollars per occurrence to provide do g
($1, 000, 000.00) Lessee on the
owned and non-owned vehicles used by the
any This
includingloading and unloading hazards,Facility premises,
must nameCity
the of Miami Beach and Spectacor Management ement Group
as additional insureds.
and agreed that all coverage(c} It is understood provided by the g program the
are primaryto any insurance or self-insurancep g
Lessee the Lessee and their
Cit or SMC has for this Facility and
Y of
insurance shall have no rightrecovery or subrogation against
the Operator.
be issued bycompanies authorized to do
(d} All policies must
business in the State of Florida and assigned a rating of A:X or
better, per Best'sy
Ke Rating Guide, latest edition.
rt (30) da s written notice prior
O erator must receive thi y days fie) Thep or material change to the
to any cancellation, non-renewal required insurance policies. This written nota4e must be sent to
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r ,
the SMG c/o General Manager, 1900 Convention Center Drive,
7., utive Offices -- 4th Floor, Miami reach, FL 33139 .
(f) A Evidence of the required insurance policies must be provided to
Spectacor Management Group by submission of an original
certificate of insurance thirty (30) days prior to the lease
period.
(g) Alternate coverage to satisfy these requirements is subject to
prior approval of SMG.
17) Administrative Charges: In the avant any check, bank draft or
negotiable instrument given for any money payment hereunder shall be
dishonored at ,any time and from time to time, for any reason
whatsoever not attributable to Operator, Operator shall be entitled,
in addition to any other remedy that may be available, to make an
administrative charge of, Twenty ($20.00) Dollars for each such check.
18) Delay of Possessions In the event Operator is unable to tender
possession of the leased premises because of the unauthorized holding
over of any tenant or tenants or due to delays in construction or any
other reason, as long as such inability continues, a per diem
abatement of the rent shall be allowed to Lessee but nothing shall
operate to extend the term of this Lease beyond the original
expiration date and said abatement of rent shall be the total limit of
liability of Operator to Lessee for any losses or damages incurred by
Lessee due or related to such delay in obtaining possession of the
leased premises. The computation of the per diem abatement in the
rent is deemed to be the liquidated and agreed damages for any delay
in possession.
19) Portions of Premises Not Demiseds Lessee understands and agrees that
during the terms of this Lease, Operator may use or cause to be used
for conventions, expositions,, attractions, or for any legal purpose
whatsoever, any. portion of Operator's building not demised to Lessee.
Operator shall not be responsible for any actions of any other user of
the building. Any use will be subject to the Operator's prior notice
of intent, review of compatibility and timing of planned activities
with the Lessee and provision of adequate security.
20)
Floor plan: Lessee shall provide the General Manager with copies of
anypreliminary floor plans prior to the time when such materials are
p � No later than 60 days
distributed to potential exhibitors for review. Y
the first dayof the event, Lessee shall provide Operator/ for
before etc f floor
Operator' s approval, three (3) copies of a full and comp
plan for the event. The floorplan for the event shall set forth all
information pertinent to operating policies for the event which apply
to entrance/egress and emergency access. The General Manager hereby
reserves the right, by written notice to Lessee within ten (10) days
of receipt t of the floor plan, to require Lessee to make such changes,
deletions and additions in the floor plan and the operation policies
therein as he maydeem reasonably necessary or desirable to
described safe the s e and efficient operation of the Miami Beach Convention Center.
If Lessee fails to make any such reasonable changes, deletions or
additions requested by the General Manager within ten (1.0) days after
q �
receipt of notice thereof Operator may deny possession to the Lessee
until such time as floorplan is made to comply.
21) Nct'ai to Food Sirvice Concessionaire: Lessee will advise the
�
Convention
Center concessionaire of all of its food, beverage and
�
catering requirements, as soon following execution of this Agreement
q
le and shall not enter into any contract, agreement,
as is practicable, or implied,
promise or obligation, whether written or oral, expressedp
g
with any other party for the purpose of providing the aforesaid
provided exceptas within the addendum to this agreement.
22) Lessee
shall make available to Operator, upon request, all
at such
and books related to the following matters
records/documents n
timeplace and as shall be designated by Operator for
examination
thereof:
(a) Any disagreement
between the Operator and the Lessee regarding
the square footage calculation.
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(b) Any third party claim against the city or SMG arising out of this
c- lease, paragraph 26) will survive the termination of
• the lease period herein.
23) Lessee' s Employees and Agents: It is understood and agreed that no
any servant or employee of the Lessee or a y of its subcontractors
shall under any circumstance be deemed an agent, servant or employee
of The Center.
24) Emergenoy Powers to Vacate Premises: The General Manager may
extinguish all lights in the leased premises, cease operation of the
g service of any conditioning system, terminate other utilities upon
theP remises, order evacuation of all or any portion of the leased
premises, or cause to be removed therefrom any person or group of
persons, any materials, equipment or other items if, in his judgment,
circumstances of a dangerous or unusual nature have occurred, or ha
reasonably believes are about to occur, and such action is necessary
to secure the safety and welfare of persons and/or property, and
Lessee waives anyright and/or claim for damages against operator, its
agents or servants, in such eventuality.
of Ras to General Manager:
Z 5) supply y The General Manager or his
representative shall have available, to him at all times, total and
complete access to all portions of the leased premises. Lessee shall
supply to
the General Manager, or his representative, a key or keys to
and all parts of the premises which Lessee desires to secure under
lock, such keys and locks to be prow
any ided for and installed and removed '
at the sole expense of Lessee, subject to immediate removal upon
P
termination of this Agreement, or otherwise at the discretion of the
General Manager. In the event the General Manager determines it to be
necessary to remove any locks which have been installed by Lessee, the
General Managermay order such removal, the cost of which shall be
borne by Lessee.
26) General manager' s Discretion: Any matter not expressly provided for
npublic safety, protection of property, maintenance
which pertaining to matters
and
use of mechanical systems within the facility and other
operation to
the dailyo eration of The Center, shall be within the
reasonable discretion of the General Manager.
27) Miscellaneous:
(a) All legal proceedings arising
eedin s from this Lease shall be in the
courts--situa - -
(b) If any section, �
subsection clause or provision of this Lease is
held invalid, the remainder shall not be affected by such
invalidity•
may aril Lts alte�.'ad, changed a amended by an
(c) This Lease y y
instrument in writing signed by both parties hereto.
or condition of
(d) No waiver of any covenantthis Lease by either
to a further waiver of
shall be deemed to imply or con
party
the same covenant or condition or any other covenant or condition
of this Lease.
and embodies the entire agreement
This L���� contains of the
or agreements,
hereto and no representations, inducementsg
parties
oral or otherwise, between the parties not contained and embodied
herein shall be of any force and effect.
(f) In any conflict between
the LeaBe and other written provisions,
the Lease shall prevail.
Lessee shall provide, at Lessee' s
28) other Terms and Conditions= The
sole cost and expense, off-duty Miami Beach Firefighters and/or or Miami
Fire Departments.
Service,
Beach Rescue � , as required by the Miami Beach
6
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61°17 i#‘ •
WITNLd8E0 BY:
LESSEE: INTERNATIONAL TILE EXPOOITION
By: 1 `
B y: i ` .
J. Sk p aeon hA4A---'1c1/1wit
A �•rized Agent for ITE
14 4 I_ ‘-k
D to Date
WITNEBSED BY.
OPERATOR: SPECTACOR MANAGEMENT GROUP
1
IA / 4
B :L � y 1 General 1 Mans er
Thomas L. Connors, G g
j /L "2
Dai
-e e --- Date
FOF r "fl O r\/ED
LL(j1L LL.
Date
y 9"Z
/l'_
ON .CENIP1RLFAB
- DD 1 Uri TO.. MI7 MI BEACij_._cQom T_ `.,_._
THIS ADDENDUM is made simultaneously with, and as part of,
that certain Lease Agreement between SPECTACOR MANAGEMENT GROUP
("operator") and INTERNATIONAL TILE EXPOSITION, a Joint Venture
p 16th dayof January, 1992 ("Lease") .
("Lessee") dated as of the
g
Ari thin to the contrary notwithstanding, the provisions of this
Anything
Addendum are intended to and shall supercede and take precedence
over the provisions of the Lease. In that regard, the parties
further agree as follows:
1. tiniti9ns. Except as otherwise provided in this
Addendum, all initial capitalized terms used herein shall have the
same definition and meaning as given to them in the foregoing
Lease. The term "General Management" as used in the Lease shall
mean and refer to Lessee. The terms "General Manager" and
"Director" as used in the Lease shall both mean and refer to the
supervising manager designated by Operator whose responsibility is
the day-to-day management of the Miami Beach Convention Center.
The term "Facility" or "Center" as used in the Lease shall mean the
Miami Beach Convention Center as a whole.
2 . .. g . Except ati otherwise expressly provided for
payment in the Lease or this Addendum, all services to be provided
by the Operator shall be without additional charge to Lessee. In
addition to the services designated in paragraph 3 of the Lease,
Operator shall provide, without charge, central air conditioning
for the show offices and related areas throughout the entire 14-day
term.
3 . Rent,. The minimum guaranteed rent to be paid pursuant
top aragraph 4 of the Lease shall be $100, 000 plus applicable state
sales tax. The foregoing amount is not intended to be in addition
to the rent otherwise to be determined under paragraph 4 on the
basis of 60 centsp er square foot of net paid exhibit space, but
rather, Lessee shall pay to Operator the net difference, if any,
by which the rent determined on the basis of 60 cents per square
foot of netp aid exhibit space actually exceeds the $100, 000
guaranteed amount. The security deposit payable on signing of the
Lease shall be $10, 000.
4 . S,eciArity Do Smit. In the event Lessee has complied in
all material respects with the provisions of the Lease, and there
is no additional rent due to be set off against, then the Security
Deposit shall be returned to Lessee within 10 days following the
expiration of the term of the Lease. In the event Lessee has
materially breached the Lease and not timely cured same, than
Operator shall be entitled to set off so much thereof as is
reasonably necessary to cure the default.
5. Notices. For purposes of the notice provisions of the
Lease, notices shall be sent to the Operator at 1901 Convention
Center Drive; Miami Beach, Florida 33139 ; Attention: Thomas L.
Connors, General Manager; telecopy number (305) 673-7435. Notices
may be telecopied to the Lessee at (407) 747-9466.
6. Lesse t s Exculpation. Lessee's exculpation and indem-
nification
ndem-
nification of the City and/or the Operator under paragraph 7 of
the Lease shall not be applicable to any claim, demand, action,
loss, cost, liability, expense and/or judgment resulting
damage, ca or (c) willful
from the (a) sole negligence, (b) gross negligee
misconduct of the City and/or the Operator. Lessee's exculpation
and indemnification of the Operator and its officers, agents,
contractors and employees under paragraph 7 of the Lease shall not
include or cover any claim, demand, action, damage, loss, cost,
liability, expense and/or judgment resulting from a default by the
Operator under the Lease nor from the gross negligence or willful
ul
misconduct of the Operator and/or the City. Operator hereby
indemnifies and agrees to hold the Lessee harmless from and against
any claim, demand, action, damage, loss, cost, liability, expense
and/orjudgment resulting from a default by the Operator under the
/ isconduct of the
Lease and/or from the gross negligence or willful m
Operator or its officers, agents, contractors or employees. All
indemni f:.c-ations under the Lease shall include reasonable
Y
attorneys' foes and court costs at trial and all appellate levels.
7 . Conoe_5s iQn$1 Exclusives. It is understood and agreed
between the parties that the only concession rights, exclusive
service rights, or other rights to provide and/or charge for
service at the Facility shall be as follows:
a . Service America shall retain the exclusive
( � Foo �'"� for all vendingof food and
right and responsibility
beverage which is sold from the built-in concession
facilities located within the
Center and elsewhere in the
center where meals are sold to individual patrons on an
"a la carte retail sale basis. " Notwithstanding the
foregoing, Lessee will pay, thirty (3 0) days prior to
g �+ additionalrent hereunder, the sum of
"move in as
$15, 000 so that Lessee shall be entitled, without further
consideration, to use outside caterers (other than
Service America) to provide food and non-alcoholic
beverage service to individual exhibition booths,
corporate hospitality functions, breakfasts, luncheons
and banquets scheduled as part of Lessee 's exposition
program and any and all other provision of foods which
are not sold either from the built-in concession stands
or assart of a standing retail a la carte operation.
p o f rstorage areas ini erated
Access to all kitchens and refrigerated
the Center shall be coordinated through and meet with the
approval of Service America. Service America shall
retain the exclusive right and shall likewise be
responsible and obligated (at then prevailing published
rates) to provide all alcoholic beverage service both at
the built-in concession stands, as well as to individual
exhibition booths, corporate hospitality functions and/or
other catering functions. However, Service America will
not provide food service to individual exhibition booths,
corporate hospitality functions and/or other catering
functions. Where services are provided by outside
caterers, those caterers will be responsible to comply
--
with appropriate ro riate governmental licensing requirements and
for normal clean--up necessitated by their service. The
provisions iiof paragraph 21 of the Lease are hereby deemed
deleted.
(b) e Operator shall provide and control the
exclusive service of conventional and pay telephone
service at the Center, with such service being available
to patrons and exhibitors at standard rates. The fore-
going
will in no way be construed to pertain to, nor
shall there be any limitation or charge with respect to,
the use by patrons and exhibitors of cellular telephone
service (however, rental at the Facility of such
equipment shall be the exclusive right of the Operator
or operator' s designated contractor) .
(c) Qat Ch k. Operator shall provide and exclusively
control coat check service at the standard charges to
patrons for other shows at the Center.
(d)d . Operator shall provide and exclusively control
those adjacent parking facilities generally under
Operator' s control and shall make parking available
within those facilities for patrons and exhibitors during
the show at the standard charges for other shows at the
Center; provided, however, that Operator shall make
parking available in those parking facilities under its
p g
control at no charge: (i) to exhibitors during the "move
in" and "move out" dates and (ii) to the show staff at
all times during the term hereof.
. f. = q0 0. . Lessee shall be obligated to pay
(e} � 1,l
to Operator an administrative charge with respect to a
2
•
cleaning subcontractor work serf armed at the
electric and cl 9
facilityon behalf of Lessee ($nd/or Lessee's
�rhibs.torg) during the term in an amount equal to 20% of
for such electric and cleaning
'the gross billings
subcontractor work; and, in consideration thereof,
Operator �
shall provide to Lessee (and Lessee's exhibitors)
without additional charge: (i) access
through the electrical subcontractor and chosen by Lessee
to all utilities power and at the Facility and (ii)
eters and routine cleaning servicee (plus
access to dump shows of this size
power for vacuuming) as customary for
within the Facility. In choosing electrical and cleaning
subcontractors,
Lessee shall be free to choose any approved subcontractors from the approved lists from time
maintained byOperator for the Facility and/or
from any other subcontractor meeting
to time maintained the minimum criteria
as established in subparagraph (f) below.
(f) Mint MinirAnn_ariterill.
The minimum criteria to be met in
order for Lessee to retain a subcontractor not currently
on the approved list kept by Operator shall be to provide
Lessee with the following:
Name, address, business and
emergency telephone
numbers and key contacts of the firm.
(ii) Names and titles of principals or copy of
corporate resolution, including officers.
(iii) copyof state or local operating license or other
professional licenses as are customarily required.
(iv) Copy
of certificate of insurance confirming firm's
obi 1.it and workman$s compensation coverage
1�' y
applicable to Center activities, unless the same
pp
are already covered by Lessee's insurance.
(v) List of, or
letters of reference from, former
clients. . .....�.. ..__.....
Operator shall promptly review the foregoing information mitted b any proposed subcontractor
and add such
sub Y
subcontractor to the approved list unless there is a
basis for denying same: and, to the extent
reasonable y rom tl - -
th
are is s 6h—reasonable basie, o p y -
advise Lessee of the reason in writing.
areas of service, there shall be no
Except for the foregoing a
an kind (administrative or otherwise) p Xable to
charge of y ice rovided for
operator
in connection with any concession or sere p
during the term and there will be no exclusiVe rights granted to
any subcontractors.
8 . Aggi�_--nt
. The limitations contained in paragraph 14
lease or license of
of
the Lease shall not pertain to the sale,
exhibit space to exhibitors at Lessee's show.
9 . Default.
In the event of any default by either party to
extends beyond the applicable cure period,
the Lease, which default Y
t shall have all rights and remedies providedby
the other party
applicableshall receive written notice
Florida
law. Each party event of an alleged default and shall have
from the other in the
10 days 3 o days in the eventin the event of a payment default and
of any other default to cure the same, except that any default that
a fire or
would be
a violation of law and/or otherwise create
safety hazard may be promptly cured by the non-defaulting party
p y
after notice to the defaulting party if the defaulting party fails
to 'takep rompt action in that regard.
10. Delay. Operator shall use its best efforts to avoid any els in delivery of possession to Lessee. In the event of a
delay
holdover of any other tenant, at Lessee's option, Operator shall
- 3 -
f►I'�fH'�l
as;ign all rights to pursue a remedy against the holdover tenant
J t
to Lessee.
11. Other Ute. Inasmuch as Lessee is leasing the entire
Cent' r, the provisions of paragraph 19 of the Lease shall be deemed
deleted.
12 . Floor Plan• Lessee shall not be obligated to deliver a
preliminary floor plan.
13 . Gener .._ 'Cager' $ Discretion. In exercising any dis-
cretion granted to the General Manager, Director or Operator
pursuant to the Lease or otherwise with respect to the operation
of the Center and the rights of the Lessee hereunder, the General
Manager, Director or Operator, as the case may be, shall always
exercise such discretion in a reasonable fashion and in a manner
so as to afford Lessee all of its rights as established by the
Lease (including this Addendum) .
14 . M _1 ianeo • The provisions of subparagraph 27 (f) of
the Lease are hereby deleted. Lessee shall provide off-duty police
and fire service as required by applicable law.
15. Mu t i a ,„U„ e,. The form of this Lease (including this
Addendum) may be utilized by Lessee for all contracts hereafter
duly reserved under the established public booking policy for the
Facility for any additional shows that may hereafter be reserved
by Lessee through the year 2001 provided only that: (i) the base
rent, as established by paragraph 4 of the Lease shall be adjusted
to reflect the then current prevailing rate as adopted by the City
of Miami Beach Commission one year in advance of the show date;
security deposits shall be $10, 000 per show provided that the
(ii) u
operator shall hold no more than $25, 000 in total security deposits
P rac s at anyone time; and (iii) for the
under a1.1 outstanding coat t
years 1995 and beyond, the amount due for the waiver by Service
America of the exclusive catering rights as set forth in
subparagraph 7 (a) of this Addendum shall be the greater of $15, 000
or 15% of the gross catering sales by outside caterers.
16 . Simultaneously with the execution
hereof, Operator is providing to Lessee the written consent to the
Lease and all portions of this Addendum other than paragraph 15
above by the city or other evidence reasonably satisfactory to
Lesseeconfirmingthe authority of Operator to enter into this
Lease (including this Addendum-other than paragraph 15 above) and
bind the Facility and the City with respect to the provisions
hereof. Operator hereby approves paragraph 15 above subject to
ratification by the City Commission which shall be promptly sought
by Operator ingood faith, and Operator shall provide Lessee with
n
evidence of the ratification promptly after obtaining same.
LESSEE:
INTERNATIONAL T LE EXPOSITION
r By:.,�. ► � .. a\ 1APPRO
�.,� " si Mason� �k�p �
)
.A L DEPT.
Autho 1' zed Agent for 1TE
z 12-
SPECTACO•
AGEMENT GROUP
/ 1/
ZBy::
, General Manager
1,21/20\ \llll.uo
- 4 �
-.-,
CI T ArlH`a< <1, "3 t 1���-�� � .17-4
GRTG i�TAL
RESOLUTION NO. 92-20482
Authorizing Spectacor Management Group
to execute a lease agreement with the �m .41/,
.LL
International Tile Exposition for use of
Halls A, B, C and D of the Convention
Center April 14 through April 27, 1993,
which lease agreement contains an addendum
with a multiple use clause for future
years.
4111110
11111111111
_ _ .
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7