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Amendment No. 2 to the Concession Agreement with Productions Sud, Inc.
DocuSign Envelope ID:03AB0F74-5327-4DAC-AB6C-46DF5277E0C2 2 02 —3 % ,7 AMENDMENT NO.2 TO CONCESSION AGREEMENT BETWEEN THE CITY OF MIAMI BEACH, FLORIDA AND PRODUCTIONS SUD, INC. FOR MANAGEMENT AND OPERATION OF THE LINCOLN ROAD ANTIQUE AND COLLECTIBLES MARKET This Amendment No.2"(Amendment")to Concession Agreement,dated April 5,2021, by and between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, having its principal place of business at 1700 Convention Center Drive, Miami Beach, Florida 33139 (the "City"), and PRODUCTIONS SUD, INC., a Florida corporation, with offices at 1360 Marseilles Drive, Miami Beach, Florida, 33141,is entered into this day of ,2022 with an effective date of October 1, 2020("Effective Date): MAR 2 - 2022 RECITALS WHEREAS, on August 26, 2019, the City issued RFLI 2019 -318-WG for the management and operation of a street market on a portion of a public right-of-way known as Lincoln Road("Antiques and Collectibles Market"); and WHEREAS, on September 16,2020, pursuant to Resolution No. 2020-31401, the Mayor and City Commission accepted the recommendation of the City Manager and approved, pursuant to RFLI 2019-318-WG, a Concession Agreement between the City and Productions Sud, Inc. (Concessionaire') for the management and operation of the Antiques and Collectibles Market; and WHEREAS,on April 5,2021,the City and Concessionaire executed a Concession Agreement ("Agreement') for the operation and management of the Antiques and Collectibles Market, said Agreement commencing on October 1, 2020, and expiring on September 30, 2023, with two (2) renewal options, at the City's sole discretion, for an additional two(2)years each; and WHEREAS, on July 2, 2021, the City and Concessionaire executed Amendment No. 1 to the Agreement, to require Concessionaire to comply with the CDC Guidelines; and WHEREAS, the Agreement currently requires Concessionaire to pay an annual Minimum Guarantee Concession Fee of$40,000.00; and WHEREAS, the Concessionaire was able to open and operate for the 2021 season,from October 2020 through May 2021;however,the Concessionaire was not able to meet the annual Minimum Guarantee due to the impacts of the COVID 19 Pandemic, resulting in the loss of over half of its vendors; and WHEREAS, the Concessionaire expects the 2022 season commencing, October 1, 2021, to be about the same given the number of vendors they currently have and the current COVID precautions; and WHEREAS, on December 8, 2021, the Mayor and City Commission adopted Resolution No. 2021-31927, approving and authorizing the City Manager to execute • DocuSign Envelope ID:03AB0F74-5327-4DAC-AB6C-46DF5277E0C2 Amendment No. 2 to the Agreement, approving the reduction in the amount of the current annual Minimum Guarantee payment, from $40,000.00 to $23,000.00, for the period commencing on October 1, 2020 and ending September 30, 2022. NOW THEREFORE, in consideration of the mutual promises and conditions contained herein, and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the City and Concessionaire hereby agree to amend the Agreement as follows: 1. ABOVE RECITALS. The above recitals are true and correct and are incorporated as part of this Amendment. 2. MODIFICATIONS. The Agreement is hereby amended (deleted items stFilek4lzweugh and inserted items underlined)as follows: Section 4.3 of the Agreement (Minimum Guarantee (MG) is hereby amended as follows: 4.3 Minimum Guarantee(MG). Notwithstanding the PG payment required pursuant to Subsection 4.2, and in consideration of the City executing this Agreement and granting the rights provided in this Agreement, Concessionaire shall pay to the City a Minimum Guaranteed Annual Concession Fee(MG)of Forty Thousand and 00/100($40,000)Dollars for the Initial Term and shall be paid annually in accordance with Sections 4.2 and 4.3, as applicable. Notwithstanding the foregoing,the MG payment during the first two years of the Initial Term, from October 1, 2020 through September 30, 2022. shall be reduced to Twenty-Three Thousand and 00/100($23,000.00) Dollars. 3. RATIFICATION. Except as amended herein, all other terms and conditions of the Agreement shall remain unchanged and in full force and effect. In the event there is a conflict between the provisions of this Amendment and the Agreement, the provisions of this Amendment shall govern. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. 2 DocuSign Envelope ID:03AB0F74-5327-4DAC-AB6C-46DF5277E0C2 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their appropriate officials, as of the date first entered above. FOR CITY: CITY OF MIAMI BEACH, FLORIDA ATTEST: By: I K� Rafae E.Granado, City Clerk -�rina T. Hudak, ity Manager MAR 2,- 2022 Date 5 �I�fORPOnaI�D ,25 �- FOR CONCESSIONAIRE: PRODUCTIONS SUD, INC. ATTEST: • By: Name • President [� k o n y / 'V\ 1 v I" .L /q n—t- 1 do /14 i d h ,•�- PrintNee- _ .. Print Name Date (AK;(s?y5ritiU VP P-aktvt-A-> " APPROVED AS TO FORM & LANGUAGE &FOR EXECUTION alit DocuSign Envelope ID:03AB0F74-5327-4DAC-AB6C-46DF5277E0C2 RESOLUTION NO. 2021-31927 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 2 TO THE CONCESSION AGREEMENT BETWEEN THE CITY AND PRODUCTIONS SUD,INC. FOR THE MANAGEMENT AND OPERATIONS OF THE LINCOLN ROAD ANTIQUES AND COLLECTIBLES MARKET; SAID AMENDMENT MODIFYING THE FINANCIAL TERMS OF THE AGREEMENT FOR THE PERIOD COMMENCING ON OCTOBER 1, 2020 AND ENDING ON SEPTEMBER 30, 2022, IN ORDER TO ADDRESS THE FINANCIAL IMPACT OF THE COVID-19 PANDEMIC ON CONCESSIONAIRE'S OPERATIONS. WHEREAS, pursuant to Resolution No. 2020-31401, the City and Productions Sud, Inc. (Concessionaire)are parties to a Concession Agreement(Agreement),dated April 5, 2021 for the operation and management of the Antiques and Collectibles Market on Lincoln Road; and WHEREAS,said Agreement commencing on October 1,2020, and expiring on September 30, 2023, contains two (2) renewal options, at the City's sole discretion, for an additional two (2) years each; and WHEREAS, the Agreement's essential financial terms requires Concessionaire to pay 15% of Gross Sales with a Minimum Guarantee of$40,000.00; and WHEREAS, although the market was able to open and operate for the 2021 season,from October 2020 through May 2021, the COVID-19 pandemic resulted in the Concessionaire losing over half of its vendors resulting in a financial impact for the operator to meet the Minimum Guarantee(MG); and WHEREAS, on September 17, 2021, the Mayor and City Commission referred an item to the Finance and Economic Resiliency Committee to discuss potential relief for the Concessionaire; and WHEREAS, at the October 13, 2021 Finance and Economic Resiliency Committee (FERC) meeting, the Administration presented the following modified financial terms and conditions, which would be included in Amendment No. 2 to the Agreement: • Reduce current Minimum Guarantee from $40,000 to$23,000 for the period of October 1, 2020 to September 30, 2022; • Commencing on October 1, 2022, the annual Minimum Guarantee would return to $40,000 as stipulated in the Agreement; and • Concessionaire will continue to pay 15% Gross Sales during the entire term of the Agreement; and WHEREAS, due to COVID-19 Delta variant, many vendors remain displaced, and considering that the lucrative tourism traffic has not yet returned to Lincoln Road, the Concessionaire expects the 2022 season to continue on a similar track for at least a portion of the season; and Page 370 of 1357 DocuSign Envelope ID:03AB0F74-5327-4DAC-AB6C-46DF5277E0C2 WHEREAS, the market has been operating in Lincoln Road every weekend for the past 28 years, from October through May, and has a positive impact to the residents and visitors of Miami Beach; and WHEREAS, the City Manager recommends approving, in substantial form, Amendment No. 2 to the Agreement, incorporated herein by reference and attached to the City Commission Memorandum accompanying this Resolution as Exhibit"1". NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission approve and authorize the City Manager to execute Amendment No. 2 to the Concession Agreement between the City and Productions Sud, Inc. for the management and operations of the Lincoln Road Antiques and Collectibles Market; said amendment modifying the financial terms of the Agreement for the period commencing on October 1, 2020 and ending on September 30, 2022, in order to address the financial impact of the COVID-19 pandemic on Concessionaire's operations. PASSED and ADOPTED THIS It day of pea'414er 2021. • ATTEST: Dan Gelber, Mayor Rafael E. Gr nado, City Clerk `A z/.. ' DEC 1 31021 .►NCo DRATED) H 26ri�_ APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION rThr-D--- I City Attorney ` Date Page 371 of 1357tilist DocuSign Envelope ID:03AB0F74-5327-4DAC-AB6C-46DF5277E0C2 MI AM I B E AC H Contract/Document`Ro63/41ng Formr Contract No # l " i rtlE M a.�. ai>. „ •S# .6 q " Amendment No.2 to Produsctions Sud,Inc.Concession Agreement - Contra ctor'""c,*: '':�'..4r .���`. -, "rs.�RS�..�>,'+, a Re Uestirl Facilities and Fleet Management �r uSigned by _fln .Qignehy . r.. .ems F R ,3a .De<actmentDre o a of �> ture, �. Re. _,. ACiVI€:Name . (- dc,o� yr as J Adrian Morales Lester Sola S 01.1t. "-546a6,Fr2i884OF._ ioD6.3eDiOv64EE... r"P ; w- ©OCumentT n eq$eleCt�®rie �'� °t� . .a�" .,; �`Fa„ "�`a .� %jei "*„ Type 1-Contract,amendment,change order or task order resulting from a procurement-issued competitive solicitation. Type 2-Other contract,amendment,change order or task order not resulting from a procurement-issued competitive solicitation. Type 3-Independent Contractor Agreement(ICA) X Type 6-Tenant Agreement Type 4-Grant agreements with the City as the recipient Type 7-Inter-governmental agency agreement Type 5-Grant agreements with the City as the grantor Other: _u , . b*c a au*r - ,BriefSumma, 8c�Pur=ose�attact► v� �,�*� � ,z. ., � � ,. r '`'� ; °` ' .����, �-, � m"emo=af additional s ace�fsrnecessa& Attached for your signature please find Amendment No.2 to the Productions Sud, Inc.concession agreement for the management and operation of the Lincoln Rd.Antique Market.This amendment was approved at the December 8,2021 Commission meeting pursuant to Resolution No.2021-31927.The amendment modifies the financial terms of the agreement by reducing the Minimum Guarantee for the period of one year during the inital term of the agreement as Covid 19 relief to the concessionaire. • w:= :iiti 4 t o > '[otal�Term Qrj.inalrt?Reneuua)s 3 Years 2(2)year options 7 years r. £r� ms' y yr $f irmi.i :n "• ,�, �k Ma. '': rtc�,:��i :,�,F,unc��n:'slriformatton, ,,•, ���. s•�,�.� ,:r'��.. .k�•`. Grant Funded: Yes x No State Federal Other: - Year A intial Gost _ r ,., A"ccbtmt; , •„ r. ,IReo uire,Erit ancemerit" 1 Yes No 2 _ Yes No 3 Yes No 4 Yes No 5 Yes No 1.For contracts longer than five years,contact the Procurement Department. 2.Attach any supporting explanation needed. 3. Budget approval indicates approval for current fiscal year only. Future years are subject to City Commission approval of annual adopted operating budget.a ,c' ,a.b+ �' _..,. nw"x;0- t AUth ri ,tOeSl: '`; ,4 ' �.rs. = T' . .ae N�a�Xf., 1 d--f d:.a'.. City Commission Approved: x Yes No Resolution No.: CC Agenda Item No.: CC Meeting Date: 2021-31927 C7B December 8,2021 If no,explain why CC approval is not required: Legal Form Approved: x Yes No If no,explain below why form approval is not necessary: tdaefaA.oCOvalSattdChed Procurement: Grants: Budget: Information Technology: DocuSigned by: Risk Management: Fleet&Facilities: Ozzie Dominguez 1../21/5it, °�OWIIUI�IAt/� Human Resources: Other: sbruab,otsVVn ioa .-: