2013-28241 Reso RESOLUTION NO. 2013-28241
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, PURSUANT TO INVITATION TO NEGOTIATE (ITN)
NO. 059-2013ME,APPROVING ALL MATERIAL AND SUBSTANTIVE TERMS
OF AN AGREEMENT BETWEEN THE CITY AND SERVICE AMERICA
CORPORATION d/b/a CENTERPLATE (CENTERPLATE) TO PROVIDE
PROFESSIONAL FOOD AND BEVERAGE FACILITIES MANAGEMENT
SERVICES FOR THE MIAMI BEACH CONVENTION CENTER, AS SAME ARE
SET FORTH IN THE TERM SHEET ATTACHED AS EXHIBIT "A" TO THIS
RESOLUTION; AUTHORIZING AND DIRECTING CENTERPLATE AND THE
CITY MANAGER AND CITY ATTORNEY'S OFFICE TO FINALIZE THE
AGREEMENT, BASED ON THE APPROVED TERM SHEET; FURTHER
AUTHORIZING CENTERPLATE AND THE CITY MANAGER AND CITY
ATTORNEY'S OFFICE TO MAKE ANY NON-SUBSTANTIVE AND NOW
MATERIAL REVISIONS AND/OR ADDITIONS TO THE AGREEMENT, AS
REQUIRED; AND AUTHORIZING THE MAYOR AND CITY CLERK TO
EXECUTE THE FINAL AGREEMENT(SAID AGREEMENT HAVING AN INITIAL
TERM OF THREE(3)YEARS,COMMENCING ON JULY 19 20139 AND ENDING
ON JUNE 30, 20169 WITH TWO (2) ONE YEAR RENEWAL TERMS, TO BE-
EXERCISED AT THE CITY'S SOLE OPTION AND DISCRETION).
WHEREAS, on September 6, 2006, the City Commission adopted Resolution No. 2006-
26316, authorizing the Mayor and Clerk to execute an agreement with Service America Corporation
D.B.A. Centerplate, for catering and concession services for the Miami Beach Convention Center
(the Concession Agreement); and
WHEREAS, the initial term of the Concession Agreement expired on September 30, 2012,
and includes two (2) successive, five (5) year renewal options, at the City's discretion; and
WHEREAS, at the December 14, 2011 City Commission meeting, the Administration was
directed to issue a Request for Proposals for catering and concession services at the Convention
Center; and
WHEREAS, RFP No. 39-11/12 (the 2012 RFP) was issued on April 25, 2012, after
incorporating the comments from the Finance and Citywide Projects Committee meeting; the
deadline for receipt of proposals was June 8, 2012; and
WHEREAS, at the September 12, 2012 City Commission meeting, the City Commission
adopted Resolution No. 2012-28006, and exercised its right under the RFP to reject all proposals
received pursuant to the 2012 RFP.; and
WHEREAS,On December 12,2012,the Mayor and City Commission approved the issuance
of Invitation to Negotiate No. 059-2013ME For Food and Beverage for the Convention Center(the
ITN); and
WHEREAS, ITN w i n February cn
S, t e as issued o eb uary 4, 2013, with an opening date of March 12 ,
2013; and
WHEREAS, on March 12, 2013 proposals from the following four (4) firms were received:
1. Aramark;
2. Centerplate;
3. Ovations; and
4. Levy Restaurant.
WHEREAS, an Evaluation Committee convened on March 26, 2013, and recommended
entering into negotiations with the three (3)top-ranked proposers: 1)Ovations; 2)Centerplate; and
3)Aramark; and
WHEREAS, on April 17, 2013, the Mayor and City Commission adopted Resolution No.
2013-28194, accepting the City Manager's recommendation and authorizing the Administration to
enter into negotiations with the second and third ranked proposers, Centerplate, and Aramark; and
WHEREAS, the Administration negotiated with both firms and, at the June 5, 2013 City
Commission meeting, presented proposed term sheets (the Term Sheets) that were the result of
these negotiations, which comprise the substantive terms of an agreement with each firm; and
WHEREAS, based on its consideration of the negotiated Term Sheets, the Mayor and City
Commission determined that the award of the catering and concession management agreement for
the Miami Beach Convention Center to Centerplate, is in the best interest of the City.
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 hereby approve all material and substantive terms of the proposed agreement
between the City and Service America Corporation d/b/a Centerplate (Centerplate) to provide
professional food and beverage facilities management services for the Miami Beach Convention
Center pursuant to ITN No. 059-2013ME, as same are set forth in the Term Sheet attached as
Exhibit "A" to this Resolution; authorize and direct Centerplate and the City Manager and City
Attorney's Office to finalize the agreement, based on the approved Term Sheet; further authorize
Centerplate and the City Manager and City Attorney's Office to make any non-substantive and non-
material revisions and/or additions to the agreement, as required; and authorize the Mayor and City
Clerk to execute the final agreement (said agreement having an initial term of three (3) years,
commencing on July 1, 2013, and ending on June 30, 2016,with two(2)one year renewal terms,to
be exercised at the City's sole option and discretion).
PASSED and ADOPTED this P-A day of 74h _ , 2013.
ATTEST:
MAYO"R
ITY CLE
:If�CORP ORATED:
T:\AGENDA\201 510,I onvention Center Mgmt Agmt RESO.doc
APPROVED AS TO
FORM & LANGUAGE
&FOR CUTION
orney Date
COMMISSION ITEM SUMMARY
Condensed Title:
A Resolution accept the recommendation of the City Manager pursuant to Invitation To Negotiate (ITN) No. 059-
2013ME,approving all material and substantive terms of an agreement between the City and Aramark Sports And
Entertainment Services,LLC.(Aramark)to provide professional food and beverage facilities management services
for the Miami Beach Convention Center;based on those material and substantive terms and conditions in the term
sheet attached as Exhibit"A"to this resolution; authorizing and directing Aramark and the City Manager and City
Attorney's Office to finalize the agreement based on the approved term sheet;further authorizing Aramark and the
City Manager and City Attorney's Office to make any non-substantive and non-material revisions and/or additions to
the agreement,as required,and authorizing the Mayor and City Clerk to execute the final agreement(said agreement
having an initial term of three(3)years,commencing on October 1,2013,and ending on September 30,2016,with
two 2 one year renewal terms,to be exercised at the city's sole option and discretion).
Key Intended Outcome Supported:
improve the Convention Center Facility
Supporting Data(Surveys, Environmental Scan,etc.):
[The 2012 Community Satisfaction Survey indicated the average attendance last year at the Miami Beach
Convention Center was four times,yet 18%of residents visited over six times.
Item Summa /Recommendation:
On September 6,2006,the City Commission adopted Resolution No.2006-26316,authorizing the Mayor and
Clerk to execute an agreement with Service America Corporation D.B.A. Centerplate, for catering and
concession services for the Miami Beach Convention Center(the Concession Agreement).The initial term of
the Concession Agreement expired on September 30, 2012, and includes two (2) successive, five (5) year
renewal options, at the City's discretion. At the December 14, 2011 City Commission meeting, the
Administration was directed to issue a Request for Proposals for catering and concession services at the
Convention Center. RFP No. 39-11/12 (the RFP) was issued on April 25, 2012, after incorporating the
comments from the Finance and Citywide Projects Committee meeting;the deadline for receipt of proposals
was June 8, 2012. At the September 12, 2012 City Commission meeting, the City Commission adopted
Resolution No.2012-28006,and exercised its right under the RFP to reject all proposals received pursuant to
the 2012 RFP.
On December 12,2012,the Mayor and City Commission approved the issuance of Invitation to Negotiate No.
059-2013ME For Food and Beverage for the Convention Center(the ITN). The ITN was issued on February 4,
2013, with an opening date of March 12th, 2013. On March 12, 2013 proposals from four (4) firms. An
Evaluation Committee convened on March 26,2013 recommended entering into negotiations with the three(3)
top-ranked proposers: 1)Ovations;2)Centerplate;and 3)Aramark.Six(6)committee members were in favor of
the motion presented;two(2)committee members opposed the motion.On April 17,2013,the Mayor and City
Commission accepted the City Manager's recommendation and adopted Resolution No. 2013-28194
authorizing the Administration to enter into negotiations with the second and third ranked proposers,
Centerplate, and Aramark.
The Administration negotiated with both firms and attached are draft term sheets that were the result of these
negotiations,which comprise the substantive terms of an agreement with each firm. Based on the negotiated
Term Sheets the City Manager concurs with City Staff and recommends award the award the catering and
concession management agreement for the Miami Beach Convention Center to Aramark pursuant to ITN NO.
059-2013ME.
Please refer to the attached Commission Memorandum and Term Sheet for detailed terms and conditions.
Advisory Board Recommendation:
N/A
Financial Information:
Source of Amount Account
Funds: Approved
1 Convention Center Enterprise
Fund
OBPI Total
Financial Impact Summary:Aramark's Guaranteed Commission is equal to$1,250,000 in the first year and
the of the guarantee equals 85%of the Commissions from the immediately preceding Contract Year, with
a maximum annual guarantee not to exceed $1,500,000 in any Contract Year. Aramark's Guaranteed
Commission are projected to generate approximately$360,000 annually more than Centerplate.
City Clerk's Office Legislative Tracking:
Max Sklar,ext.6116
Sign-Oft
e Di r or AssiStantM kfnager Manager
T:\AGE 1 n 5\Global Spectrum Conv ion Center mt Agmt SUMMARY.doc U W
MIAMIBEACH AGENDA ITEM �?
�r SATE � �
MIAMI BEACH
City of Miami Beach, 1700 Convention Center Drive,Miami Beach, Florida 33139,www.miamibeachfl.gov
COMMISSION MEMORANDUM
TO: Mayor Matti Herrera Bower and Me bers of t City Commission
FROM: Jimmy L. Morales, City Manager
r
DATE: June 5, 2013
SUBJECT: A RESOLUTION OF THE MAYO AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY
MANAGER PURSUANT TO INVITATION TO NEGOTIATE (ITN) NO. 059-2013ME,
APPROVING ALL MATERIAL AND SUBSTANTIVE TERMS OF AN AGREEMENT
BETWEEN THE CITY AND ARAMARK SPORTS' AND ENTERTAINMENT
SERVICES, LLC. (ARAMARK) TO PROVIDE PROFESSIONAL FOOD AND
BEVERAGE FACILITIES MANAGEMENT SERVICES FOR THE MIAMI BEACH
CONVENTION CENTER; BASED ON THOSE MATERIAL AND
SUBSTANTIVE TERMS AND CONDITIONS IN THE TERM SHEET
ATTACHED AS EXHIBIT "A" TO THIS RESOLUTION; AUTHORIZING AND
DIRECTING ARAMARK AND THE CITY MANAGER AND CITY
ATTORNEY'S OFFICE TO FINALIZE THE AGREEMENT BASED ON THE
APPROVED TERM SHEET; FURTHER AUTHORIZING ARAMARK AND
THE CITY MANAGER AND CITY ATTORNEY'S OFFICE TO MAKE ANY
NON-SUBSTANTIVE AND NON-MATERIAL REVISIONS AND/OR
ADDITIONS TO THE AGREEMENT, AS REQUIRED, AND AUTHORIZING
THE MAYOR AND CITY CLERK TO .EXECUTE THE FINAL AGREEMENT
(SAID AGREEMENT HAVING AN INITIAL TERM OF THREE(3) YEARS,
COMMENCING ON OCTOBER .1, 2013, AND ENDING ON SEPTEMBER
309 20169 WITH TWO(2) ONE YEAR RENEWAL TERMS, TO BE
EXERCISED AT THE CITY'S SOLE OPTION AND DISCRETION).
ADMINISTRATION RECOMMENDATION
Adopt the Resolution.
KEY INTENDED OUTCOME SUPPORTED
Maximize Miami Beach as a Destination Brand
BACKGROUND
The initial term of the agreement with the City's current vendor, Centerplate, to provide food
and beverage services at the Miami Beach Convention Center (Convention Center or MBCC),
expired on September 30, 2012 (the Centerplate Agreement). The Centerplate Agreement
also provides for two (2) five (5) year renewal options, to be exercised at the City's discretion.
ITN#59-2013ME Food and Beverage for MBCC
Commission Memorandum
June 5, 2013
Page 2
In anticipation of the expiration of the initial term of the Centerplate Agreement, the Convention
Center Advisory Board (CCAB) held a discussion at its June 7, 2001 meeting on whether or
not the City should exercise the first five (5) year renewal option under the Agreement, or
issue a new competitive solicitation for food and beverage services for the Convention Center.
The CCAB recommended that the City issue a new Request for Proposals.
The Finance and Citywide Projects Committee (FCWPC) also discussed this matter at its
October 27, 2011 meeting. At that time, City staff recommended that, should there be a desire
on the part of the City to exercise the first renewal term under the Centerplate Agreement, it
might be appropriate to consider breaking up the renewal term into shorter terms (For
example, year-by-year terms rather than the one five year term). This way, any potential
performance issues could be more effectively and immediately addressed. The FCWPC
concurred, and recommended that the City exercise its option to renew the Centerplate
Agreement, for a two (2) year initial renewal term, with three (3) subsequent one (1) year
renewals (all at the City's discretion).
At its December 14, 2011 meeting, the City Commission considered the FCWPC's
recommendation and, following discussion, instead directed the Administration to issue a new
Request for Proposals for food and beverage services at MBCC.
Request for Proposals No. 39-11/12 for Food and Beverage for the Convention Center (the
2012 RFP or the RFP) was issued on April 25, 2012. Two (2) proposals, from Aramark
Corporation and Ovations Food Service, respectively, were received.
At the September 12, 2012 City Commission meeting, the City Commission adopted
Resolution No. 2012-28006, and exercised its right under the RFP to reject all proposals
received pursuant to the 2012 RFP. Concurrent with the rejection, the Administration
recommended that the Centerplate Agreement be extended, to ensure continuation of service
during peak usage of the Convention Center and to provide the City with sufficient time to draft
and issue a new solicitation and complete that process. The Administration also
recommended that the Mayor and City Commission refer discussion of the new solicitation
process to the Finance and Citywide Projects Committee.
The Finance and Citywide Projects Committee met on November 9, 2012 and discussed the
new solicitation process. The Committee recommended proceeding with the issuance of a new
Request for Proposals which would give proposers the option of responding 1) for the overall
management of the Convention Center; and/or 2) for the provision of catering/concession
services at the Convention Center. At the same time, City staff explored the possibility of
issuing the new solicitation not as a Request for Proposals, but as an Invitation to Negotiate
(ITN), reasoning that the ITN process permits simultaneous negotiations with the selected,
short listed proposers (as opposed to the RFP process, which only permits negotiations with
one proposer at a time). In this regard, it allows for more comprehensive negotiations that can
result in better overall results for the City, and provides needed flexibility for complex
negotiations.
At the December 12 2012 City Commission meeting, the Administration presented a
Resolution seeking authorization to issue an RFP, or an ITN, for the management and
operation of the Miami Beach Convention Center, and/or to provide catering and concession
services for the Convention Center. The City Commission approved the issuance of an ITN,
but limited it to the provision of catering and concession services for the Convention Center.
With regard to the overall management of the Convention Center, the City Commission
ITN#59-2013ME Food and Beverage for MBCC
Commission Memorandum
June 5, 2013
Page 3
directed the Administration to enter into negotiations with the City's current manager, Global
Spectrum and, if successful, to bring the proposed new agreement back to the City
Commission, for consideration and approval pursuant to a waiver of competitive bidding.
ITN PROCESS
On December 12, 2012, the Mayor and City Commission approved the issuance of Invitation
to Negotiate No. 059-2013ME For Food and Beverage for the Convention Center(the ITN).
The ITN was issued on February 4, 2013, with an opening date of March 12th, 2013. A pre-
proposal conference and a site visit to the facility was held on February 13, 2013.
Twelve (12) prospective proposers downloaded the solicitation from The Public Group.
Additionally, the Procurement Division notified another eleven (11) additional proposers via e-
mail to expand the pool of prospective proposers. On March 12, 2013 proposals from the
following four(4) firms were received:
1. Aramark;
2. Centerplate;
3. Ovations; and
4. Levy Restaurant.
The Evaluation Committee convened on March 26, 2013 to consider proposals received, and
interview proposing teams. The Committee discussed its individual perceptions of the
proposers' qualifications, experience, and competence, and further scored and ranked the
proposers accordingly. The Evaluation Committee recommended entering into negotiations
with the three (3) top-ranked proposers: 1)Ovations; 2)Centerplate; and 3)Aramark. Six (6)
committee members were in favor of the motion presented; two (2) committee members
opposed the motion.
On April 17, 2013, the Mayor and City Commission accepted the City Manager's
recommendation and adopted Resolution No. 2013-28194 authorizing the Administration to
enter into negotiations with the second and third ranked proposers, Centerplate, and Aramark.
CONTRACT NEGOTIATIONS
The Administration has been negotiating with both firms since late April and attached are draft
term sheets that were the result of these negotiations. These term sheets comprise the
substantive terms of an agreement with each firm. The following summarizes the term sheets:
ARAMARK CENTERPLATE
Term 3 years 3 years
2, 1 year renewals, exercised at 2, 1 year renewals exercisable with 180
City's discretion days prior written notice at mutual
Renewal Options agreement
Capital $850,000 $800,000
Contribution
ITN#59-2013ME Food and Beverage for MBCC
Commission Memorandum
June 5, 2013
Page 4
$500,000 toward marketing new $500,000 toward marketing new
ballroom facility if renewal is ballroom facility if renewal is exercised
Additional Capital exercised by City and if the City by City and if the City completes the
Contribution completes the ballroom during ballroom during renewal term.
renewal term.
Shall maintain aggregate positive Shall maintain aggregate positive
customer survey scores at or above customer survey scores at or above
93%for each contract year-end. 93%for each contract year-end.
Recovery Period: If Concessionaire Recovery Period: If Concessionaire fails
fails to achieve 93%, but achieves at to achieve 93%, but achieves at least
Customer least 85%, Concessionaire will have 85%, Concessionaire will have a 6
Satisfaction a 6 month recovery period. Failure month recovery period. Failure to
to maintain a score at or above 93% maintain a score at or above 93%after
after Recovery Period shall Recovery Period shall constitute an
constitute an Event of Default. Event of Default.
The Guaranteed Commission shall $1,000,000 for each contract year.
equal $1,250,000 for the first year,
and each Contract Year thereafter
the Guaranteed Commission
Amount shall equal 85%of the
Guaranteed Commissions from the immediately
Commissions preceding Contract Year, with a
maximum annual guarantee not to
exceed $1,500,000 in any Contract
Year.
Commissions range from 28%-38%, Commissions range from 20%-40%,
Commissions calculated on the increment. calculated on the increment.
Sub-Contractor Please refer to term sheet Please refer to term sheet
Commission Split
ITN#59-2013ME Food and Beverage for MBCC
Commission Memorandum
June 5, 2013
Page 5
Must achieve minimum required Must achieve minimum required gross
gross revenue generated from revenue generated from events booked
Social Catering events as set during by Concessionaire as set during the
the adopted annual budget. The adopted annual budget. The
required minimum gross revenue required minimum gross revenue from
from Social Catering events for the Social Catering events for the fiscal year
fiscal year shall increase by ten (10) shall increase by 5%percent annually.
percent annually. In any contract
Net Performance year,to the extent the actual net
performance achieved in the fiscal
year is less than the required
minimum as set forth adopted
annual budget, the City shall draw
against the Performance Bond up to
a maximum of$100,000.
Capital Reserve 1%of Gross Receipts 1%of Gross Receipts
Greater of$50,000 or 1.5%%of Greater of$50,000 or 1.5%%of Gross
Marketing Reserve Gross Receipts Receipts
$20,000 to the City of Miami Beach $20,000 to the City of Miami Beach
scholarship fund. scholarship fund.
$20,000 to the Miami Beach Senior
Scholarship/ High School Academy of Hospitality
Community and Tourism program.
Contribution
$10,000 to Miami Beach Senior
Living as mutually determined.
Performance Bond $300,000 $300,000
The City did negotiate a Guaranteed Commission to protect against any downturn in bookings.
• Aramark's Guaranteed Commission is equal to $1,250,000 in the first year and the of
the guarantee equals 85% of the Commissions from the immediately preceding
Contract Year, with a maximum annual guarantee not to exceed $1,500,000 in any
Contract Year.
• Centerplate's Guaranteed Commission is equal to $1,000,000 annually.
The following is a projection of food and beverage commission for the Convention Center
based on each proposal. These projections are based on both FY 2011/12 actuals and FY
2012/13 actuals/forecasts and indicate the Aramark proposal would generate $365,372 (in FY
2011/12) and $363,371 (in FY 2012/13) more in revenue to the Convention Center than
Centerplate's proposal. It is important to note that there is no guarantee that these revenues
will be achieved since the number of conventions and other rotational pieces of business
booked at the Center fluctuate from year to year.
ITN#59-2013ME Food and Beverage for MBCC
Commission Memorandum
June 5, 2013
Page 6
CENTERPLATE
Commission Structure
$0-$4,000,000 20%
$4,000,001 -$5,000,000 25%
$5,000,001 -$6,000,000 32%
$6,000,001 -$7,000,000 35%
$7,000,001 -$8,000,000 36%
$8,000,001 -$9,000,000 38%
over$9,000,000 40%
MBCC Commission Based on Proposed Structures and FY2012 Actuals
F&B Gross Revenue MBCC Commissions
Total Commission % Total
Totals $6,462,810 Totals $ 1,531,984
MBCC Commission Based on Proposed Structures and FY2013 Actuals and Forecasts
F&B Gross Revenue MBCC Commissions
Total Commission % Total
Totals $6,662,932 Totals $ 1,602,026
ARAMARK
Commission Structure
$0-$4,000,000 28%
$4,000,001 -$5,000,000 30%
$5,000,001 -$6,000,000 32%
$6,000,001 -$7,000,000 34%
$7,000,001 -$8,000,000 36%
over$8,000,000 38%
MBCC Commission Based on Proposed Structures and FY2012 Actuals
F&B Gross Revenue MBCC Commissions
Total Commission % Total
Totals $6,462,810 Totals $ 1,897,355
MBCC Commission Based on Proposed Structures and FY2013 Actuals and Forecasts
F&B Gross Revenue MBCC Commissions
Total Commission % Total
Totals $6,662,932 Totals $ 1,965,397
ITN#59-2013ME Food and Beverage for MBCC
Commission Memorandum
June 5, 2013
Page 7
ABOUT ARAIMARK
Aramark is a foodservice, and clothing provider supplying businesses, educational institutions,
sports facilities, federal and state prisons, and health care institutions. Aramark operates
across the United States and internationally, providing a host of outsourced management
services to corporate, public and institutional clients. It is headquartered in Philadelphia,
Pennsylvania. Aramark's sales volume for their 2012 fiscal year was $9.4 billion for North
American food and support services.
In foodservice, it: operates across all major onsite segments, with significant market share in
each. Currently, Aramark manages dining and food services for 1,174 B&I locations, 277
healthcare facilities, 372 colleges/universities, 2,700 schools, 362 corrections facilities, 196
sports/recreation/convention facilities, 39 parks/destinations and nine military facilities. This
includes 27 convention centers, 76 stadiums / arenas, 11 performing arts facilities, 38
amphitheaters and 8 specialty venues in North America.
The company traces its history to a vending concern founded in Philadelphia in the 1930s, but
has been a significant international player in managed services since the 1960s. It has been
privately held since 2007 when a group of investors led by former CEO Joseph Neubauer
purchased all outstanding shares.
ABOUT CENTERPLATE
Centerplate, Inc. is a food vending corporation in Spartanburg, SC that operates in North
America, primarily at sports arenas. Centerplate was formerly known as Volume Services
America, Inc., and was originally a division of The Flagstar Companies. In 1995, Flagstar,
which was controlled by private equity firm, Kohlberg Kravis Roberts (KKR), sold Volume
Services to The Blackstone Group. Volume Services changed its name to Centerplate in 2004,
when the company completed an IPO. In 2009, Centerplate again became a private company
following its merger with an affiliate of Kohlberg & Company. Aramark's sales volume for their
2012 fiscal year was $837 million.
Centerplate operates foodservice for 10 NFL, three major league baseball, three NHL, two
NBA and over two dozen minor league baseball and hockey teams, along with dozens of other
sports, entertainment and convention facilities, including six of the top ten most active
convention centers. Centerplate currently provides food and beverage services to 39
convention and Exposition centers, 31 arenas and multi use facilities, 20 theaters and
performing arts facilities, 22 parks and cultural attractions, 74 professional, college and minor
league teams and a variety of other specialty venues in North America.
Centerplate, operating as Volume Service America, has been providing food and beverage
service for the City at the Miami Beach Convention Center since December 17, 1986.
STAFF RECOMMENDATION
The comparative analysis shows that Aramark has offered a stronger financial proposal than
Centerplate. The financial proposal should not be the only factor considered as part of the
negotiation process; for example, aggressive financial terms could lead to higher operating
costs which can impact other areas of the operations. The goal is to find the right balance of
finding ways to control costs and increase sales, while maintaining a high level of customer
service and providing the best products.
This is a difficult recommendation to make because there is certainly sufficient basis to
recommend in favor of Centerplate. The Evaluation Committee ranked Centerplate second
ITN #59-2013ME Food and Beverage for MBCC
Commission Memorandum
June 5, 2013
Page 8
and Aramark third, separated by only one (1) point, after reviewing proposals, hearing
presentations and deliberating. Four members of the committee rated Centerplate higher; four
members rated Aramark higher.
FINAL RANKINGS
LOW
Ita Steven Ken Jeff Alex Stuart Judy Georgie AGGREGATE
ITN#59-2093 Moriarty Haas Lon Lehman Tonarelli Bloomberg Stein Echert TOTALS
Ovations (95)2 (89)2 (86) 1 (85) 1 (85) 1 (95) 1 (75)2 (90) 1 (11) 1
Centerplate (97) 1 90 1 (74)4 (60)3 (85) 1 (86)3 (93) 1 (60)4 (18)2
Aramark (83)3 75 3 84 2 (75)2 (75)3 (89)2 (75)2 (88)2 (19)3
Levy Restaurant (80)4 (70)4 (80)3 (40)4 (70)4 (70)4 (70)4 (70)3 (30)4
It is also important to consider that Centerplate is the current provider and has established
relationships with the clients of the Convention Center. Not having to transition to another
food service provider creates stability for the users, especially during a time period where the
City is likely to embark on significant master planning and construction efforts. Although
Centerplate experienced a time period with less than satisfactory customer survey scores they
have successfully increased their survey scores to 94.5% positive over last 2 years under the
leadership of the current general manager.
However, Aramark's financial proposal is significantly stronger than Centerplate's proposal,
which can't be overlooked as it is likely to increase revenue back to the Convention Center
and City. Aramark has also partnered with two (2) Miami Beach based companies; David's
Cafe and RARE Group; as well as A Joy Wallace Production, Inc., which will expand and
diversify retail foods and catering operations, enhance the event experience, provide a local
feel and employ local residents.
The view in the industry is that most of the food and beverage providers in the convention
center business are very similar and that the key to success is the specific executive
personnel (including Executive Chef) at your center. We have firsthand experience with this
during Centerplate's current contract. When Centerplate replaced the General Manager
several years ago immediate positive change occurred that improved customer service and
revenue. Acknowledging the importance of having the right staff in place, City Staff negotiated
into both Term Sheets the right for the City to review and approve the General Manager,
Executive Chef and Sales Director positions, as well as prior approval of any replacement(s).
Considering the aforementioned, City Staff recommends Aramark to provide professional food
and beverage facilities management services for the Miami Beach Convention Center.
CITY MANAGER'S RECOMMENDATION
I have reviewed both proposals and term sheets negotiated by City Staff and concur with
Staff's recommendation to award the catering and concession management agreement for the
Miami Beach Convention Center to Aramark pursuant to ITN No. 059-2013ME. As staff noted,
this is a difficult decision since both companies operate across the country with success. Of
the 25 convention centers that represent our peer group for competition purposes, Centerplate
operates at 11 and Aramark operates at 9. Given such similarity, the financial terms and local
partners lead me to forward staff's recommendation to the Commission for adoption.
T:\AGENDA\2013\June 5\ITN-59-013ME Food and Beverage MBCC June 2013- Memo.doc
I
CENTERPLATE ARAMARK
I
Commission Structure commission Structure
$0-$4,000,000 20% $0-$4,000,000 28%
$4,000,001-$5,000,000 25% $4,000,001-$5,000,000 30%
$5,000,001-$6,000,000 32% $5,000,001-$6,000,000 32%
$6,000,001-$7,000,000 35% $6,000,001-$7,000,000 34%
$7,000,001-$8,000,000 36% $7,000,001-$8,000,000 36%
$8,000,001-$9,000,000 38% ! over$8,000,000 38%
over$9,000,000 40% I
I
i
MBCC Commission Based on Proposed Stuctures and FY2012 Actuals
F&B Gross Revenue r MBCC Commissions I r F&B Gross Revenue MBCC Commissions
1
Month Total Month Commission% Total Month Total Month Commission% Total
Oct-2011 842,219 Oct-2011 20% 168,444 Oct-2011 842,219 Oct-2011 28% 235,821
Nov-2011 512,222 Nov-2011 20% 102,444 I Nov-2011 512,222 Nov-2011 28% 143,422
Dec-2011 1,079,381 Dec-2011 20% 215,876 Dec-2011 1,079,381 Dec-2011 28% 302,227
Jan-2012 241,146 Jan-2012 20% 48,229 Jan-2012 241,146 Jan-2012 28% 67,521
Feb-2012 1,002,660 Feb-2012 20% 200,532 i Feb-2012 1,002,660 Feb-2012 28% 280,745
Mar-2012 322,372 Mar-2012 20% 64,474 Mar-2012 322,372 Mar-2012 28% 90,264
Mar-2012 355,873 Mar-2012 25% 88,968 i Mar-2012 355,873 Mar-2012 30% 106,762
Apr-2012 542,539 Apr-2012 25% 135,635 Apr-2012 542,539 Apr-2012 30% 162,762
May-2012 101,588 May-2012 25% 25,397 May-2012 101,588 May-2012 30% 30,476
May-2012 38,280 May-2012 32% 12,250 I May-2012 38,280 May-2012 32% 12,250
Jun-2012 912,572 Jun-2012 32% 292,023 Jun-2012 912,572 Jun-2012 32% 292,023
Jul-2012 49,148 Jul-2012 32% 15,727 I Jul-2012 49,148 Jul-2012 32% 15,727
Jul-2012 220,217 Jul-2012 35% 77,076 Jul-2012 220,217 Jul-2012 34% 74,874
Aug-2012 82,514 Aug-2012 35% 28,880 I Aug-2012 82,514 Aug-2012 34% 28,055
Sep-2012 160,079 Sep-2012 35% 56,028 I Sep-2012 160,079 Sep-2012 34% 54,427
Totals $ 6,462,810 Totals $1,531,984 Totals $ 6,462,810 Totals $ 1,897,355
Difference in Proposals $ 365,372
' I
i
MBCC Commission Based on Proposed Stuctures and FY2013 Actuals and Forecasts
i
F&B Gross Revenue MBCC Commissions I F&B Gross Revenue MBCC Commissions
Month Total Month Commission% Total I Month Total Month Commission% Total
Oct-2012 1,731,528 Oct-2012 20% 346,306 I Oct-2012 1,731,528 Oct-2012 28% 484,828
Nov-2012 345,834 Nov-2012 20% 69,167 J Nov-2012 345,834 Nov-2012 28% 96,834
Dec-2012 1,376,766 Dec-2012 20% 275,353 I Dec-2012 1,376,766 Dec-2012 28% 385,494
Jan-2013 229,813 Jan-2013 20% 45,963 Jan-2013 229,813 Jan-2013 28% 64,348
Feb-2013 316,059 Feb-2013 20% 63,212 Feb-2013 316,059 Feb-2013 28% 88,497
Feb-2013 681,022 Feb-2013 25% 170,256 Feb-2013 681,022 Feb-2013 30% 204,307
Mar-2013 318,978 Mar-2013 25% 79,745 Mar-2013 318,978 Mar-2013 30% 95,693
Mar-2013 539,088 Mar-2013 32% 172,508 Mar-2013 539,088 Mar-2013 32% 172,508
Apr-2013 210,000 Apr-2013 32% 67,200 Apr-2013 210,000 Apr-2013 32°x(, 67,200
May-2013 157,495 May-2013 32% 50,398 May-2013 157,495 May-2013 32% 50,398
Jun-2013 93,417 Jun-2013 32% 29,893 i Jun-2013 93,417 Jun-2013 32% 29,893
Jun-2013 9,863 Jun-2013 35% 3,452 Jun-2013 9,863 Jun-2013 34% 3,353
Jul-2013 269,644 Jul-2013 35% 94,375 Jul-2013 269,644 Jul-2013 34% 91,679
Aug-2013 79,608 Aug-2013 35% 27,863 I Aug-2013 79,608 Aug-2013 34% 27,067
Sep-2013 303,817 Sep-2013 35% 106,336 Sep-2013 303,817 Sep-2013 34% 103,298
Totals $ 6,662,932 Totals $1,602,026 i Totals $ 6,662,932 Totals $ 1,965,397
I
Difference In Proposals $ 363,371
PRELIMINARY TERM SHEET (FINAL)
Catering and Concession Services Agreement for the
Miami Beach Convention Center
Between the City of Miami Beach and ARAMARK Sports and Entertainment Services, LLC
Date: May 22, 2013
TERM
1. Form of Agreement Catering and Concession Services Agreement.
2. Facilities covered under
Agreement Miami Beach Convention Center the "Facility")
3. Term Three (3) year initial term commencing on July 1, 2013, and ending on
June 30, 2016 (the "Initial Term").
A "Contract Year' shall be defined as the period from July 1 through
June 30 of the following year (coinciding with the City's Fiscal Year).
4. Renewal Options Two (2) one year renewal options, exercisable with ninety (90) days
prior written notice, at the sole and absolute discretion of the City. City,
at its sole discretion, may elect to exercise both options at the same
time. Each one (1) year renewal period shall be referred to herein as a
"Renewal Term", and together with the Initial Term collectively referred
to herein as the "Term".
5. Capital Upgrades Concessionaire shall. invest an amount not to exceed $850,000 in the
Facility (the "Initial Capital Investment"). The Initial Capital Investment
shall be used for improvements to the food and beverage facilities
within the Facility, including, without limitation, renovations, changes,
and/or modifications to improve the existing Service Areas* and Service
Equipment* and/or purchase and installation of additional Facility
Goods*. The Initial Capital Investment shall be made during the twelve
(12) month period immediately following execution of this Agreement*,
in accordance with the mutual written agreement of the parties, acting
reasonably and in good-faith. Should any portion of the Initial Capital
Investment remain unspent following the expiration of the Initial Term
Concessionaire shall make a lump-sum payment, in the amount of such
remainder, to the City, within fifteen (15) days following receipt of the
City's written request therefore.
The Initial Capital Investment shall be amortized and/or depreciated
over the Initial Term commencing on the commencement date of the
Initial Term, deployment date, or date of purchase and/or installation
whichever is later. If this .Agreement expires or terminates for any
reason whatsoever, with or without cause, prior to Concessionaire's
complete amortization of the Initial Capital Investment, the unamortized
portion of the Initial Capital Investment will be reimbursed to
Concessionaire by the City or the successor concessionaire.
6. Additional Capital Upgrades Additional Capital Investment. Provided that prior to the expiration of
the Initial Term the City: (i) undertakes to complete the proposed
ballroom/multi-purposes space expansion within the Facility (which, for
purposes of this Section shall be described as all publicly (City) owned
land adjacent to the Facility in the area bounded by Washington
Avenue to the east; 17th Street to the south; Meridian Avenue to the
west; and Dade Boulevard to the north) (the "Ballroom"); and (ii)
simultaneously exercises both renewal options, thereby extending this
Agreement for a two year period following the Initial Term (the
conditions set forth in items (i) and (ii) shall be referred to together as
the "Ballroom Option"), Concessionaire shall invest an additional
TERM
amount, not to exceed $500,000, in the Facility (the "Additional Capital
Investment"). The Additional Capital Investment shall be allocated
toward marketing and promotional initiatives at the Facility, all as shall
be mutually agreed by the parties in writing, acting reasonably and in
good-faith. Should any portion of the Additional Capital Investment
remain unspent by the scheduled grand opening date of the Ballroom,
and/or should any portion of the Additional Capital Investment remain
unspent at the conclusion of the Term, Concessionaire shall remit a
lump-sum payment, in the amount of such remainder, to the City, within
fifteen (15) days following receipt of the City's written request therefore.
Notwithstanding the foregoing, Concessionaire shall have no obligation
to make the Additional Capital Investment, or any portion thereof,
unless and until the conditions for the Ballroom Option.have been met.
Additionally, upon payment of the Additional Capital Investment, City
shall provide turn-key food and beverage capabilities (equipment,
infrastructure, fixtures, utilities, furniture, smallwares, etc) for the
expanded/renovated Ballroom.
The Additional Capital Investment shall be amortized and/or
depreciated over the 2 year Renewal Terms commencing on the
commencement date of the first Renewal Term, deployment date, or
date of disbursement whichever is later. If this Agreement expires or
terminates for any reason whatsoever, with or without cause, prior to
Concessionaire's complete amortization of the Additional Capital
Investment, the unamortized portion of the Additional Capital
Investment will be reimbursed to Concessionaire by the City or the
successor concessionaire.
7. Customer Satisfaction Customer satisfaction is essential to the successful operation of food
and beverages services. As such, Concessionaire shall maintain its
food and beverage catering and concession services at an aggregate
positive customer survey score(s) at or above 93% for each contract
year-end.
Recovery Period: If at any time during this Agreement, Concessionaire
fails to achieve 93% but achieves at least 85% of the Performance
Thresholds*, then Concessionaire shall be provided six (6) months to
achieve at least 93% performance thresholds and "recover' it's "good
standing" status with City.
Failure to maintain an aggregate positive customer survey score(s) at
or above 93% after such Recovery Period as described above shall
constitute an Event of Default by Concessionaire.
The failure or inability by either party to observe or perform any of the
material covenants or provisions of this Agreement to be observed or
performed by such party, which continues for more than thirty (30) days
after written notice from the other party shall constitute an event of
default (an "Event of Default") hereunder; provided, however, if the
nature of the failure is such that more than such period is reasonably
required for its cure, then such party shall not be deemed to have
committed an Event of Default if such party commences the cure within
such period and thereafter diligently pursues the cure to completion
and actually completes the cure within an additional sixty 60 day
2
TERM
period.
Concessionaire, Convention Center Manager, Greater Miami
Convention and Visitors Bureau and City must all mutually agree to any
changes made to the Customer Satisfaction Survey.
8. Guaranteed Commissions Concessionaire shall pay the City the greater of (i) the Commissions
calculated in accordance with the commission schedule set forth in
Section 9 below, or (ii) the guaranteed commission amount for such
Contract Year (the "Guaranteed Commission Amount"). 'For the first
Contract Year of the Initial Term, the Guaranteed Commission Amount
shall equal $1,250,000, and each Contract Year thereafter the
Guaranteed Commission Amount shall equal 85% of the Commissions
from the immediately preceding Contract Year, not to exceed
$1,500,000 in any Contract Year. For any partial Contract Year
occurring during the Term, the Guaranteed Commission Amount shall
be pro-rated on a monthly basis.
9. Commissions Concessionaire shall pay commissions (the "Commissions") based on
Gross Receipts*, as follows:
Step Tiers Commission
Annual Gross Receipts[1] Percentage[2]
From To %.
Zero $ 4,000,000 28
$ 4,000,001 $ 5,000,000 30*
$ 5,000,001 $ 6,000,000 32*
$ 6,000,001 $ 7,000,000 34*
$ 7,000,001 $ 8,000,000 36*
$ 8,000,001 Greater 38*
*Calculated on the increment.
10. Sub-Contractor Splits 3r Party Catering Catering Retail % of
On- Off- Outlets ARAMARK
Premise Premise Share paid
to MB CC
David's N/A NIA David's Prevailing
Cafe 65.0% commission
ARAMARK rate based
35.0% on.
commission
tier structure
(between
28% to 38%)
paid on
ARAMARK's
portion.
RARE Rare Rare Rare Catering:
90.0% 90.0% 65.0% 50% of
ARAMARK ARAMARK ARAMARK ARAMARK's
10.0% 10.0% 35.0% 10.0%
-portion.
Retail:
Prevailing
3
TERM
commission
rate based
on
commission
tier structure
(between
28% to 38%)
paid on
ARAMARK's
portion.
Joy Joy Joy 50% of
Wallace 85.0% 85.0% ARAMARK's
Catering ARAMARK ARAMARK 15.0%
15.0% 15.0% portion.
11. Net Performance (a) Net Performance is defined as the minimum required gross
revenue of the adopted annual fiscal year budget generated
from Social Catering events as set during the adopted annual
budget and mutually agreed upon annually.
(b) The required minimum gross revenue from Social Catering
events.for the fiscal year shall increase by ten (10) percent
annually.
(c) In any contract year, to the extent the actual net performance
achieved in the fiscal year is less than the required minimum as
set forth adopted annual budget, the City shall draw against the
Performance Bond (herein referred to as the "Performance
Shortfall"), up to a maximum of$100,000.
(d) Social Catering Events shall be defined as events such as, but
not limited to, banquets, galas, weddings, single day receptions,
and/or dinners, without meeting or exhibition components, and
single day large non-profit organization Events.
12. Capital Reserve Fund Concessionaire shall contribute an amount to a reserve fund (the
"Capital Reserve Fund") equal to 1% of Concessionaire's total Gross
Receipts from Food and Beverage Sales* for the immediately
concluded Contract Year. Concessionaire shall use the Capital
Reserve Fund for any necessary repairs, maintenance or replacements
of the Service Equipment, Facility Goods, and Smallwares. Unused
amounts of the Capital Reserve Fund shall be carried forward from
year to year. Any funds remaining in the Capital Reserve Fund at the
end of the Initial Term (and/or a Renewal Term, as the case may be)
shall be paid to the City. Concessionaire will furnish the City Manager
or his designee annually (no later than October 1St of each Contract
Year) with a statement of amounts expended from the Capital Reserve
Fund during the preceding Contract Year.
13. Marketing Reserve Fund For each Contract Year, Concessionaire will contribute to a marketing
fund (the "Marketing Reserve Fund") an amount equal to the greater of
$50,000 or 1.5% of Gross Receipts received by Concessionaire from
the provision of Catering Services* in the immediately concluded
Contract Year. The Marketing Reserve Fund shall be used by
Concessionaire to promote the food and beverage offerings (catering,
concessions, etc.) at the Facility. Unused amounts of the Marketing
Reserve Fund shall be carried forward from year to year. Any funds
remaining in the Marketing Reserve Fund at the end of the Initial Term
(and/or a Renewal Term, as the case may be) shall be paid to the City.
Concessionaire will furnish the City Manager or his designee annually
4
TERM
(no later than October 1 S of each Contract Year) with a statement of
amounts expended from the Marketing Reserve Fund during the
preceding Contract Year.
In each Contract Year of the Term, Concessionaire shall contribute
14. Scholarship/Community towards the continuation of a scholarship fund (the "Scholarship Fund")
Contribution for qualifying in-need Miami Beach residents pursuing a career in
facility management and/or the hospitality and tourism industry. The
Scholarship Fund will be administered by the City and applicants will be
reviewed and recommended by Concessionaire.
Concessionaire will contribute annually:
$20,000 to the City of Miami Beach Scholarship Fund.
$20,000 to the Miami Beach Senior High School Academy of
Hospitality and Tourism program.
$10,000 to Miami Beach Senior Living as mutually determined.
15. Executive Staff Concessionaire to provide three (3) candidates for General Manager,
Executive Chef and Sales Director positions for City review and
approval, prior to hire. City shall also have prior approval of any
replacement(s).
16. "Transition ing" for Concessionaire shall provide opportunities for current Centerplate
Centerplate Employees 'employees to apply for employment. Hired employees shall retain
seniority and receive comparable benefits (e.g. leave, etc.). Salary(ies)
shall be competitive and consistent with industry standards for facilities
in comparable markets. !Need to understand current pay and
(benefits in order to agree to this provision.
17. Naming Rights and City reserves sole right of a pp roval over all naming and sponsorship
p
Sponsorships opportunities, and shall retain all revenues derived therefrom. The City
has entered into an agreement with Coca-Cola Bottling, effective
September 1, 2011 — September 1, 2021, to be the exclusive provider
of non-alcoholic beverages and coffee products for all City owned and
operated facilities. However, Coca-Cola allows for the convention
center to contract someone to serve espresso shots or cortaditos that
are freshly brewed on premise. This does, however, exclude any other
coffee in any other form whether bottled or brewed.
16. Use of the The primary purpose of this Agreement is for provision of food and
Facilities/CMB "Brand" beverage services for the Facility. Concessionaire shall not use and/or
otherwise exploit the logo, trademark, identity, and overall "brand" of
the Facility and/or the City without the express prior written consent of
the City. This shall include, without limitation, the use of the Facility,
and/or City logo, trademark, identity, and "brand" in business ventures
and/or other related opportunities with Concessionaire affiliates, joint
ventures, partners, contractors, and/or agents, without prior City
approval.
In the event of a hurricane or other natural disaster or emergency
19. Hurricane or (collectively, the "Emergency Situation"), the Concessionaire shall be
Emergency Response required to provide the following:
a. food, drink and drinking water for up to 1,400 persons (three
meals a day) for a three (3) day period, without electricity and
water available from normal utility services (the "Emergency
Preparations"). Part or all of each meal shall be heated, with
hot beverages to be available with each meal. One half of the
5
TERM
meals (700) shall be high energy producing and fifty percent
(50%) larger than the standard meals, 25% of the meals to be
standard and provide normal daily caloric intake, which for
purposes of this agreement is agreed to be two thousand
(2,000) calories per day, and 25% to be considered vegetarian.
Concessionaire is to provide food, beverages, utensils, equipment and
supervisory personnel for the Emergency Situation.
Concessionaire will be required to provide to the City, for the City
Manager or his designee's review and approval, a menu using
Concessionaire's normal inventory plus items normally used by the
Concessionaire so that Concessionaire can assure delivery of the
Emergency Preparations to the Facility within twenty-four .(24) hours
after order.
All documented costs of supplies, food, labor, and materials used in
connection with the Emergency Situation, will be ' repaid to the
Concessionaire by the City. The Concessionaire will be responsible for
bearing all costs of possible extra inventory levels, preparation and
planning.
Notwithstanding anything contained herein, Concessionaire's
obligations hereunder shall be qualified to the extent that any
performance of such obligations would unreasonably danger any of its
employees or would violate any order, rule, regulation or law of a
governmental authority.
20.Waiver of Exclusivity Subject to the limitations set forth below, when reasonably requested
by the City Manager or his designee, the Concessionaire shall, on not
more than four (4) times per contract year, release exclusivity with
respect to Catering Services for City-sponsored Events. In addition,
upon request by the City Manager or his designee, Concessionaire
may, at its option, release such exclusivity with respect to select non
City-sponsored Events. In releasing its exclusivity, Concessionaire
shall incur no costs and shall be entitled to collect such lump sum fee
from such Event as may otherwise be agreed upon in writing between
the Event sponsor, Concessionaire and the City. Such lump sum fee
shall not be considered a part of Gross Receipts for purposes of
calculating the Step Tiers, and no Commissions shall be payable with
respect to such percentage or other lump sum fee. Notwithstanding the
foregoing, the lump sum fee to which Concessionaire may otherwise by
entitled with respect to City-sponsored Events shall be waived, upon
request by the City Manager or his designee.
Notwithstanding anything to the contrary herein contained and subject
to the limitations set forth below, the parties agree that Concessionaire
shall release its exclusivity with respect to Catering Services for the Art
Basel US Corp Event; provided, however, that this release shall not
preclude Concessionaire from providing Services at the Art Basel US
Corp Event should Concessionaire be selected by Art Basel US Corp
as its food and beverage service provider. In releasing its exclusivity,
Concessionaire shall incur no costs and shall be entitled to collect ten
percent (10%) of Gross Receipts from such Event (or such other lump
sum fee as may otherwise be agreed upon in writing between the
6
TERM
Concessionaire and the City). Such percentage or other lump sum fee
shall be not considered a part of Gross Receipts for purposes of
calculating the Step Tiers, and no Commissions shall be payable with
respect to such percentage or other lump sum fee.
City shall be entitled to collect ten percent .(10%) of Gross Receipts
from the Art Basel US Corp Event (or such other lump sum fee as may
otherwise be agreed upon in writing between the Art Basel US Corp
and City).
Notwithstanding anything to the contrary contained in this Agreement,
in no event shall any waiver of any exclusive right granted by
Concessionaire include or pertain to the sale of alcoholic beverages,
and Concessionaire shall be the sole provider of alcoholic beverages at
the Facility for all events.
The attached list exemplifies Aramark's ability to engage celebrity
chefs.
21. Green Initiatives Concessionaire will provide City with annual "green" report detailing
information on sustainable efforts including but not limited to: recycling
and composting, water and energy efficiency, use of sustainable
cleaning agents, purchase of recyclable and compostable products,
purchase of locally-grown, locally-produced and/or organic foods.
22. City Uses Concessionaire shall provide Catering Services to the City, as may be
requested in writing from time to time, at cost.
23. Rights Subject to the terms and conditions contained in this Agreement, the
City hereby grants to Concessionaire the following:
(a) The exclusive right and privilege to provide the
Services* at the Facility;
(b) The exclusive right and privilege to use and occupy the
Service Areas and to use the Service Equipment, Facility Goods,
Smallwares, and Service Area Utility Systems in connection with the
provision of Services at the Facility;
Notwithstanding the foregoing, Concessionaire shall not have the right
to provide any Services in any adjacent areas outside the confines of
the Facility, except for the Miami Beach Botanical Garden if requested
by the customer. The right to provide Services in such areas is
reserved to the City. The rights granted to Concessionaire herein are
limited to interior of facilities unless otherwise provided for herein. The
selection of a Service provider for outdoor activities at the Facility shall
be determined by the City, in its sole discretion; provided, however, that
Concessionaire shall have exclusive rights to outdoor events and
activities that are extensions of interior Events at the Facility.
Without the prior written consent of City, take—out sales are strictly
prohibited. Concessionaire must not utilize Service Areas or Service
Equipment for off-site food functions without the specific prior written
approval of City. If approval is granted by City for use of Service Areas
and Service Equipment for take-out sales, all revenue derived from
approved take-out sales must be included in Gross Receipts.
7
TERM
Employee lounges are not areas of exclusive use by Concessionaire.
24. Operating Plan Concessionaire shall provide by March 1" of each year, all of what are
subject to review and approval by the City and Facility Manager:
(i) An annual operating plan for the next contract
year and a five (5) year operating plan (for planning purposes only),
each to meet the scope of services and objectives under this
Agreement. The operating plan shall include with it a listing and detail
of all third-party contracts for the inspection/maintenance of equipment
that are paid from the Capital Reserve Fund.
(ii) Marketing plan;
(iii) A one (1) year and five (5) year proposed repair,
replacement and improvement plan;
(iv) A one (1) year and five (5) year proposed
cleaning and maintenance program for all Service Areas, Service
Equipment, smallwares, improvements and fixtures;
(v) Safety and emergency management plan as it
relates to potential food and beverage contamination; and
(vi) Detailed product branding plan.
Annual Management Plan: Concessionaire shall cooperate with the
City Manager or his designee's, reasonable requests in connection with
the City's preparation of an annual management plan for the Facility on
or before July 1 of each contract year.
25. Pastry Operation Concessionaire shall develop and implement in-house pastry operation
including all pastry production and operations, to include, but not limited
to, quality preparation and presentation of pastries, desserts and baked
goods, compliance with all safety and sanitation standards and
regulations. Create and implement new menus and individual menu
items for outlets based on current food trends and regional tastes in
partnership with Pastry Chef, Executive Chef and General Manager.
$100,000 of the Initial Capital Investment is . allocated to the
development of an in-house pastry production. Additionally, our
alliance with A Joy Wallace Catering and R.A.R.E provides us the
ability to engage their respective pastry chefs and production producing
high quality pastry, desserts, and baked goods.
26. Performance Bond or Concessionaire shall, on or before the commencement date of the
Alternate Security Initial term, furnish to the City Manager or his designee a Performance
Bond, in the penal sum as stated below, for the payment of which
Concessionaire shall bind itself for the faithful performance of the terms
and conditions of this Agreement. A Performance Bond in the amount
of Three Hundred Thousand Dollars ($300,000.00) shall be required
and be in faithful observance of this Agreement. A cash deposit,
irrevocable letter of credit, or certificate of deposit may also suffice, as
determined by the City Manager or his designee, in his/her reasonable
business judgment and discretion. The form of the Performance Bond
or letter of credit shall be as required by the City Manager or his
designee. In the event that a Certificate of Deposit is approved, it shall
8
TERM
be a Three Hundred Thousand Dollar ($300,000.00) one-year
Certificate of Deposit in favor of the City, which shall be automatically
renewed, the original of which shall be held by the City.
Concessionaire shall be so required to maintain said Performance
Bond or alternate security, as accepted by the City Manager or his
designee, in full force and effect throughout the Term of this
Agreement. Concessionaire shall have an affirmative duty to notify the
City, in writing, in the event said Performance Bond or alternate
security lapses or otherwise expires. All interest that accrues in
connection with any financial instrument or sum of money referenced
above shall be the property of Concessionaire, except in an event of
default, in which case the City shall be entitled to all interest that
accrues after the date of default.
27. Proposed Exhibits to
Agreement
Other Terms and Conditions:
1. While this proposal is intended to facilitate the parties' continuing discussions concerning the matters
described herein, neither this proposal, nor the terms and conditions set forth herein (other than the
terms of the immediately following paragraph), shall be binding on any party unless and until such
terms are set forth in a binding, definitive agreement(or agreements) executed by all necessary parties.
ARAMARK's proposal is further subject to the obtaining of all necessary corporate approval. This
proposal supersedes and replaces in entirety any prior proposals submitted by ARAMARK, whether
oral or in writing.
2. This proposal and its terms and conditions constitute confidential and proprietary information of
ARAMARK and its affiliates and shall be maintained as confidential. This proposal may not be
disclosed to any third party, other than the City of Miami employees, agents, consultants and board
members in connection with their evaluation of the transactions described herein.
*Term to be defined in the Agreement.
F:MN FO\$ALLWiaATCDWBCC\Aramark Term Sheet Draft 1.doc
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PRELIMINARY TERM SHEET (FINAL)
Catering and Concession Services Agreement for the
Miami Beach Convention Center
Between the City of Miami Beach and Centerplate
Date: May 22, 2013
TERM
1. Form of Agreement Catering and Concession Services Agreement
2. Facilities covered under
Agreement Miami Beach Convention Center MBCC
3. Term Three (3) year initial term commencing on July 1, 2013, and ending June
30 2016.
A "contract year' shall be defined as the period from July 1 through June
30 of the following ear.
4. Renewal Options Two (2) one year renewal options, exercisable with one hundred eighty
180 days prior written notice, at the mutual agreement of both parties.
5. Capital Upgrades Concessionaire shall invest an amount not to exceed $800,000 in the
Facility (the "Initial Capital Investment"). The Initial Capital Investment
shall be used for improvements to the Facility, including, without
limitation, renovations, changes, and/or modifications to improve the
existing Service Areas and Service Equipment and/or purchase and
installation of additional Facility Goods (together with expenditures
pursuant to Section 4.2 below, "Investment Expenditures"). Investment
Expenditures made with the Initial Capital Investment shall be made
during the twelve (12) month period immediately following execution of
this Agreement, in accordance with the mutual written agreement of the
parties, acting reasonably and in good-faith. Should any portion of the
Initial Capital Investment remain unspent following the expiration of such
twelve (12) month period, Concessionaire shall make a lump-sum
payment, in the amount of such remainder, to the City, within fifteen (15)
days following receipt of the City's written request therefore.
Investment of $800,000 outlined above shall be amortized and/or
depreciated on a three (3) year schedule commencing on the
commencement date of the term, deployment date, or date of installation
whichever is later. If the agreement expires or terminates for any reason
whatsoever, with or without cause, prior to Concessionaire's complete
amortization of the Investment, the unamortized portion of the Investment
will be reimbursed to Concessionaire by the City or the successor
concessionaire.
6. Additional Capital Upgrades Additional Capital Investment. Provided that the City (i) complete the
proposed ballroom space expansion within the Center and (ii) exercises a
two-year extension to the existing Agreement, commencing at the
completion of ballroom space, Concessionaire shall invest an additional
amount, not to exceed $500,000 ("Additional Investment"), toward
marketing, promotion, innovation initiatives and foodservice capital
projects; nature and scope to be mutually agreed upon, no sooner than
twelve month period immediately prior to scheduled grand opening of the
Ballroom.
Additional Investment of $500,000 outlined above shall be amortized
and/or depreciated on a two-year schedule commencing on the
commencement date of the extended term, deployment date, or date of
TERRA
installation whichever is later. If the agreement expires or terminates for
any reason whatsoever, with or without cause, prior to Concessionaire's
complete amortization of the Investment, the unamortized portion of the
Investment will be reimbursed to Concessionaire by the City or the
successor concessionaire
7. Customer Satisfaction Customer satisfaction is essential to the successful operation of food and
beverages services. As such, Concessionaire shall maintain its food and
beverage catering and concession services at an aggregate positive
customer survey score(s) at or above 93% for each contract year-end.
Recovery Period: If at any time during this Agreement, Concessionaire
fails to achieve 93% but achieves at least 85% of the Performance
Thresholds, then Concessionaire shall be provided six (6) months to
achieve at least 93% performance thresholds and "recover" it's "good
standing" status with City.
Failure to maintain an aggregate positive customer survey score(s) at or
above 93% after such Recovery Period as described above shall
constitute an Event of Default by Concessionaire.
The failure or inability by Concessionaire to observe or perform any of the
covenants or provisions of this Agreement to be observed or performed
by Concessionaire, which continues for more than thirty (30) days after
written notice from the City; provided, however, if the nature of the failure
is such-that more than such period is reasonably required for its cure,
then Concessionaire shall not be deemed to have committed an Event of
Default if Concessionaire commences the cure within such period and
thereafter diligently pursues the cure to completion and actually
completes the cure within an additional sixty (60) day period.
The City agrees that for every event, a survey is mailed and a response is
requested.
Scores that reference Food & Beverage where no Food & Beverage
service was provided will not be included in tabulated survey scores.
8. Minimum Annual Rent Concessionaire shall pay a guaranteed minimum annual rent ("Minimum
Annual Rent") of One Million ($1,000,000) for each contract year. For any
partial contract year occurring during the term, the Minimum Annual Rent
shall be pro-rated on a monthly basis.
9. Commissions Concessionaire shall pay Commissions based on Gross Receipts
received by Concessionaire from Food and Beverage Sales during each
Contract Year, as follows:
Step Tiers Commission
Annual Gross Receipts Percentage
From To %
Zero $ 4,000,000 20
$ 4,000,001 $ 5,000,000 25
$ 5,000,001 $ 6,000,000 32
$ 6,000,001 $ 7,000,000 35
$ 7,000,001 $ 8,000,000 36
2
TERM
$ 8,000,001 $ 9,000,000 38
$ 9,000,001 Greater 40
*Calculated on the increment and all tiers as shown are adjusted by CPI
* Same percentage rent for branded foods as the rates for Concession
Food and Beverage, provided the commissions due to the City are
decreased dollar for dollar for the royalty fee (typically at 5.0% to 6.0% of
sales) associated with the branded food concepts.
10. Sub-Contractor Splits Concessionaire helps promote local minority businesses as part of its
community support. Currently we have the following sub contractors at
the MBCC; Pita Hut Enterprises, Showtime Incorporated, and Chilango's
Incorporated. These sub contractors pay Concessionaire commissions
ranging from 28% to 40% of their top line revenue. Sub contractors may
be added and/or yearly contracts may not renewed, based on forecasted
business levels and the sub contractors quality of food and service.
Concessionaire's commission received from sub-contractors shall be
considered part of Gross Receipts and City shall receive the prevailing
commission rate based on commission tier structure (between 20% to
40%).
11. Net Performance Net Performance is defined as the minimum required gross revenue of
the fiscal year generated from any events booked by Concessionaire
resulting in F&B revenue.
Concessionaire shall endeavor to increase its catering gross revenue for
the fiscal year by five (5) percent annually.
Events booked by Concessionaire are those events where the bookings
have not come through the building management's sales team or the
Miami Beach Visitor and Convention Bureau.
In the event of any force majeure where events are cancelled through
no fault of Concessionaire, the projected revenue will still be counted
toward the targeted goal for the year.
12. Capital Reserve Fund Concessionaire shall contribute an amount to a reserve fund (the "Capital
Reserve Fund") equal to 1% of Concessionaires total Gross Receipts
from Food and Beverage Sales on a monthly basis. Concessionaire shall
use the Capital Reserve Fund for any necessary repairs, maintenance or
replacements of the Service Equipment, Facility Goods, and Smallwares.
Unused amounts of the Capital Reserve Fund shall be carried forward
from year to year. Any funds remaining in the Capital Reserve Fund at
the end of the Initial Term (and/or a Renewal Term, as the case may be)
shall be paid to the City. Concessionaire will furnish the City Manager or
his designee annually (no later than September 1St of each Contract
Year) with a statement of amounts expended from the Capital Reserve
Fund during the preceding Contract Year.
Investment Expenditures made with the Capital Reserve Fund must be
mutually agreed upon by Concessionaire and City.
13. Marketing Reserve Fund Each Contract Year, Concessionaire will contribute an amount to a
marketing fund (the "Marketing Reserve Fund") equal to the greater of an
annual contribution of $50,000 or 1.5% of Gross Receipts received by
Concessionaire from the provision of Catering Services on a monthly
3
TERM
basis. The Marketing Reserve Fund shall be used by Concessionaire to
promote the food and beverage offerings (catering, concessions, etc.) at
the Facility. Unused amounts of the Marketing Fund shall be carried
forward from year to year. Any funds remaining in the Marketing Fund at
the end of the Initial Term (and/or a Renewal Term, as the case may be)
shall be paid to the City. Concessionaire will furnish the City Manager or
his designee annually (no later than September 1 St of each Contract
Year) with a statement of amounts expended from the Marketing Fund
during the preceding Contract Year.
Investment Expenditures made with the Marketing Fund must be
mutually agreed upon by Concessionaire and City.
14. Scholarship Contribution In each Contract Year of the Term, Concessionaire shall contribute
$20,000 towards the continuation of a scholarship fund (the "Scholarship
Fund") for qualifying in-need Miami Beach residents pursuing a career in
facility management and/or the hospitality and tourism industry. The
Scholarship fund will be administered by the City and applicants will be
reviewed and recommended by Concessionaire.
15. Executive Staff Concessionaire to provide three (3) candidates for General. Manager,
Executive Chef and Sales Director positions for City review and approval,
prior to hire. City shall also have prior approval of any
replacement(s), such approval not to be unreasonably withheld,
conditioned or delayed.
16. "Transitioning" for
Concessionaire Employees N/A
17. Nanning Rights and City reserves sole right of approval over all naming and sponsorship
Sponsorships opportunities, and shall retain all revenues derived therefrom. The City
has entered into an agreement with Coca-Cola Bottling, effective
September 1 2011 — September 1, 2021, to be the exclusive provider of
non-alcoholic beverages and coffee products for all City owned and
operated facilities. However, Coca-Cola allows for the convention center
to contract someone to serve espresso shots or cortaditos that are
freshly brewed on premise. This does, however, exclude any other
coffee in any other form whether bottled or brewed.
16. Use of the Facilities/CIVIB The primary purpose of this Agreement is for provision of food and
"Brand„ beverage services for the Miami Beach Convention Center.
Concessionaire shall not use and/or otherwise exploit the, logo,
trademark, identity, and overall "brand" of MBCC and/or the City without
the express prior written consent of the City. This shall include, without
limitation, the use of the MBCC, and/or City logo, trademark, identity, and
"brand" in business ventures and/or other related opportunities with
Concessionaire affiliates, joint ventures, partners, contractors, and/or
agents, without prior City approval.
19. Hurricane or Emergency In the event of a hurricane or other natural disaster or emergency, the
Response Concessionaire shall be required to provide the following:
a. food, drink and drinking water for up to 1,400 persons (three
meals a day) for a three (3) day period, without electricity and
water available from normal utility services (the "Emergency
Preparations"). Part or all of each meal shall be heated, with hot
beverages to be available with each meal. One half of the meals
(700) shall be high energy producing and fifty percent (50%)
larger than the standard meals, 25% of the meals to be standard
4
TERRA
and provide normal daily caloric intake, which for purposes of this
agreement is agreed to be two thousand (2,000) calories per day,
and 25% to be considered vegetarian.
Concessionaire is to provide food, beverages, utensils, equipment and
supervisory personnel for the Emergency Preparations.
Concessionaire will be required to provide to the City, for the City
Manager or his designee's review and approval, a menu using the
Concessionaire's normal inventory plus items normally used by the
Concessionaire so that the Concessionaire can assure delivery of the
Emergency Preparations to the Convention Center within twenty-four (24)
hours after order.
All documented costs of supplies, food, labor, and materials used in
connection with the Emergency Preparations, will be repaid to the
Concessionaire by the City. The Concessionaire will be responsible for
bearing all costs of possible extra inventory levels, preparation and
planning.
20.Waiver of Exclusivity Subject to the limitations set forth below, when reasonably requested by
the City Manager or his designee, the Concessionaire shall, on not more
than four (4) times per contract year, release exclusivity with respect to
Catering Services for City-sponsored Events. In addition, upon request
by the City Manager or his designee, Concessionaire may, at its option,
release such exclusivity with respect to select non City-sponsored
Events. In releasing its exclusivity, Concessionaire shall incur no costs
and shall be entitled to collect such lump sum fee from such Event as
may otherwise be agreed upon in writing between the Event,
Concessionaire and the City. Such lump sum fee may, depending on the
amount and agreement with the City, be considered a part of Gross
Receipts for purposes of calculating the Step Tiers, and no Commissions
shall be payable with respect to such percentage or other lump sum fee.
Notwithstanding the foregoing, the lump sum fee to which
Concessionaire may otherwise by entitled with respect to City-sponsored
Events shall be waived, upon request by the City Manager or his
designee.
Notwithstanding anything to the contrary herein contained and subject to
the limitations set forth in subsection (d) below, the parties agree that
Concessionaire shall release its exclusivity with respect to Catering
Services for the Art Basel US Corp Event; provided, however, that this
release shall not preclude Concessionaire from providing Services at the
Art Basel US Corp Event should Concessionaire be selected by Art Basel
US Corp as its food and beverage service provider. Should Art Basel
elect to utilize outside F&B services, Concessionaire may still provide
F&B services to ancillary events such as Net Jets and UBS if requested
by these vendors. In releasing its exclusivity, Concessionaire shall incur
no costs and shall be entitled to collect ten percent (10%) of Gross
Receipts from such Event (or such other lump sum fee as may otherwise
be agreed upon in writing between the Concessionaire and the City).
Such percentage or other lump sum fee shall not be considered a part of
Gross Receipts for purposes of calculating the Step Tiers shown in
Section 5.3(a) below, but no Commissions shall be payable with respect
5
TERM
to such percentage or other lump sum fee.
City shall be entitled to collect ten percent (10%) of Gross Receipts from
such Event (or such other lump sum fee as may otherwise be agreed
upon in.writing between the Art Basel US Corp and City).
Notwithstanding anything to the contrary contained in this Agreement, in
no event shall any waiver of any exclusive right granted to
Concessionaire include or pertain to the sale of alcoholic beverages, and
Concessionaire shall be the sole provider of alcoholic beverages at the
Facility.
The attached list exemplifies Concessionaire's ability to engage celebrity
chefs.
21. Green Initiatives Concessionaire will provide City with annual "green" report detailing
information on sustainable efforts including but not limited to: recycling
and composting, water and energy efficiency, use of sustainable cleaning
agents, purchase of recyclable and compostable products, purchase of
locally-grown, local) - roduced and/or organic foods.
22. City Uses Concessionaire shall provide Catering Services to the City, as may be
requested in writing from time to time, at Concessionaires actual cost
plus 10%. Such charges shall be excluded from the calculation of Gross
Receipts.
23. Rights Subject to the terms and conditions contained in this Agreement, the City
hereby grants to Concessionaire the following:
(a) The exclusive right and privilege to provide the Services
at the Facility;
(b) The exclusive right and privilege to use and occupy the
Service Areas and to use the Service Equipment, Facility Goods,
Smallwares, and Service Area Utility Systems in connection with the
provision of Services at the Facility;
Notwithstanding the foregoing, Concessionaire shall not have the right to
provide any Services in any adjacent areas outside the confines of the
Facility, except for the Amami Beach Botantical Garden if requested by
the customer. The right to provide Services in such areas is reserved to
the City. The rights set forth in Section 2.1(a) are limited to interior of
facilities unless otherwise provided for herein. The selection of a Service
provider for outdoor activities at the Facility shall be determined by the
City, in its sole discretion; provided, however, that Concessionaire shall
have exclusive rights to outdoor Events and activities that are extensions
of interior Events at the Facility.
Without the prior written consent of City, take —out sales are strictly
prohibited. Concessionaire must not utilize Service Areas or Service
Equipment for off-site food functions without the specific prior written
approval of City. If approval is granted by City for use of Service Areas
and Service Equipment for take-out sales, all revenue derived from
approved take-out sales must be included in Gross Receipts.
Employee lounge are not areas of exclusive use by Concessionaire.
6
TERRA
24. Operating Plan Concessionaire shall provide by March 1 of each year, all of what are
subject to review and approval by the City and Convention Center
Manager:
(i) An annual operating budget for the next contract
year and a five (5) year operating budget (for planning purposes only),
each to meet the scope of services and objectives under this Agreement.
The operating budget shall include with it a listing and detail of all third
party contracts for the inspection/maintenance of equipment that are paid
from the operating budget;
(ii) Marketing plan;
(iii) A one (1) year and five (5) year proposed repair,
replacement and improvement plan and budget;
(iv) A one (1) year and five (5) year proposed cleaning
and maintenance program for all Service Areas, Service Equipment,
smallwares, improvements and fixtures;
(v) Safety and emergency management plan as it
relates to potential food and beverage contamination; and
(vi) Detailed product branding plan.
Annual Management Plan: Concessionaire shall cooperate with the City
Manager or his designee's, reasonable requests in connection with the
City's preparation of an annual management plan for the Facility on or
before July 1 of each contract year.
25. Pastry Operation Concessionaire supports an initiative to implement and produce fresh
baked pastry offerings on-site. Create and implement new menus and
individual menu items for outlets based on current food trends and
regional tastes. Concessionaire agrees to train existing MBCC culinary
team members to bake high quality breads, rolls, pastries, and desserts
for use in marketing and serving MBCC guests. As business dictates,
pastry chefs may be sent from other Concessionaire venues to train and
assist production for the larger or more significant events.
City agrees to provide an operational hood system for both the hot line
and the previous dish machine area in the West kitchen.
26. Performance Bond or Concessionaire shall, on or before the Commencement Date of this
Alternate Security Agreement, furnish to the City Manager or his designee a Performance
Bond, in the penal sum as stated below, for the payment of which
Concessionaire shall bind itself for the faithful performance of the terms
and conditions of this Agreement. A Performance Bond in the amount of
Three Hundred Thousand Dollars ($300,000.00) shall be required and be
in faithful observance of this Agreement. A cash deposit, irrevocable
letter of credit, or certificate of deposit may also suffice, as determined by
the City Manager or his designee, in his/her reasonable business
judgment and discretion. The form of the Performance Bond or letter of
credit shall be as required by the City Manager or his designee. In the
event that a Certificate of Deposit is approved, it shall be a Three
Hundred Thousand Dollar ($300,000.00) one-year Certificate of Deposit
in favor of the City, which shall be automatically renewed, the original of
7
TERM
which shall be held by the City. Concessionaire shall be so required to
maintain said Performance Bond or alternate security, as accepted by the
City Manager or his designee, in full force and effect throughout the Term
of this Agreement. Concessionaire shall have an affirmative duty to
notify the City, in writing, in the event said Performance Bond or alternate
security lapses or otherwise expires. All interest that accrues in
connection with any financial instrument or sum of money referenced
above shall be the property of Concessionaire, except in an event of
default, in which case the City shall be entitled to all interest that accrues
after the date of default.
27. Proposed Exhibits to
Agreement
Other
_ The foregoing proposal shall not constitute a binding obligation of Centerplate until (i) Centerplate and the
City have negotiated and executed a definitive agreement (ii) the Board of Directors of Centerplate has
approved the foregoing, without regard to good faith or any other standard.
_ This proposal and its terms and conditions constitute confidential and proprietary information of Centerplate
and its affiliates and shall be maintained as confidential. This proposal may not be disclosed to any third party,
other than the City's employees, agents and consultants in connection with their evaluation of the transactions
described herein.
F:\INFO\$ALLWIax\TCD\NIBCC\Centerplate Tenn Sheet Draft 2.doc
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