MDPL Art Deco Weekend Sponsorship Agreementozo[`7- .1 gq3
MIAMI DESIGN PRESERVATION LEAGUE ART DECO WEEKEND SPONSORSHIP AGREEMENT
THIS AGREEMENT is made and entered into this 1 day of02018, by and
between the City of Miami Beach, a Florida municipal corporation, with offices at 1700 Convention Center
Drive, Miami Beach, FL 33139 ( "CMB "), and Miami Design Preservation League, Inc., (FEI /EIN Number
59- 1788634) a Florida not for profit corporation, with offices at 1001 Ocean Drive, Miami Beach, FL 33139
( "MDPL ").
WITNESSETH:
WHEREAS, the CMB desires to sponsor the 2018 Art Deco Weekend (the "Event "), a special
event registered with CMB under permit number #2018104, that will take place primarily on Ocean Drive
between 6th and 13th Street (the "Event Site "), on Miami Beach, from Friday, January 12 through Sunday,
January 14, 2018, as more specifically set forth in Exhibit "A" attached hereto and incorporated herein by
reference; and
WHEREAS, MDPL shall produce, promote and hold the 2018 Art Deco Weekend on Miami Beach;
and
WHEREAS, the CMB desires to support MDPL in its production of the Event by waiving all
municipal fees related to the event, including special event fees, permit fees, and user fees; and by
providing funding in an amount not to exceed $100,000, to be paid directly by the City Administration to
the City of Miami Beach Police, Fire, Parking and Sanitation Departments, to fund off -duty police and
fire costs associated with the Event.
NOW, THEREFORE, in consideration of the mutual promises and covenants made herein, CMB
and MDPL agree as follows:
1. The term of this Agreement will commence on January 12, 2018, and end on January 14,
2018 (the "Term "). It is hereby understood that the Event shall be held rain or shine.
2. MDPL will produce and promote the Event and arrange for all aspects of the Event. The
parties hereby agree that at all times the Event shall be known and promoted under the
title of the "2018 Art Deco Weekend ". MDPL is responsible for the conduct and
operation of the Event and will provide the appropriate officials to conduct the Event.
The CMB is under no obligation to fund subsequent "Art Deco Weekend" events.
3. The term "Event" as used herein shall include the event designated above and as set
forth in Exhibit "A ". Further, CMB shall not be a party to any independent contracts that
MDPL may enter into with other organizations, contractors, or participants in the Event
and /or supporting activities, nor shall CMB be liable to such third parties. MDPL shall not
represent that it is an agent, official, authorized representative or employee of CMB.
4. MDPL shall be responsible for any and all compensation that may be due to any and all
performers, entertainers, vendors, organizations, event sanctioning bodies, and
participants, and CMB shall have no such responsibility, obligation, or liability.
5. Warranties. MDPL warrants and represents that it has all necessary rights, authority,
licenses and permits necessary to enter into this Agreement, to grant the rights and
licenses herein granted, and to carry out its responsibilities as set forth herein. MDPL
shall utilize the sponsorship benefits and conduct and operate the Event in accordance
with all applicable laws, and without endangering others or violating their rights.
6. MDPL shall purchase and obtain all required Event Insurance policies for General Liability
coverage in the amount of at least $2,000,000.00 General Aggregate: $2,000,000.00
Products /Completed Operations, $1,000,000.00 Personal and Advertising Injury,
$1,000,000.00 per occurrence, covering CMB, and all participants, no later than 10 days
prior to the Event, and provide a CERTIFICATE OF INSURANCE to the CITY'S Risk
Manager. MDPL shall also provide liquor liability insurance in the amount of
$1,000,000.00 and Host liquor liability insurance in the amount $1,000,000.00. All
insurance policies shall name CMB as additional insured and Certificate Holder.
7. MDPL shall obtain all applicable federal, state and local approvals, permits and licenses
relating to any and all activities of the Event.
8. MDPL agrees to indemnify and hold harmless CMB, its Officers, Agents and Employees
against any loss, damage or expense (including all costs and reasonable attorneys' fees)
suffered by CMB from (a) any breach from MDPL of this Agreement, (b) any inaccuracy
in or breach of any of the representations, warranties of covenants made by MDPL
herein, (c) any claims, suits, actions, damages or causes of action, including for any
personal injury, loss of life or damage to property sustained by reason or as a result of
the use of the Event Site by MDPL, its agents, employees, invitees, and all other
persons, and (d) any claims, suits, actions, damages or causes of action of any kind
whatsoever, including for any personal injury, loss of life or property damage sustained
by reason of this Agreement, its execution and /or its performance by MDPL or the
participants in the Event. Such obligation to indemnify and hold harmless shall continue
notwithstanding any negligence or comparative negligence on the part of CMB relating to
such loss or damage and shall include all costs, expenses and liabilities incurred by
CMB in connection with any such claim, suit, action or cause of action, including the
investigation thereof and the defense of any action or proceeding brought thereon and
any order, judgment or decree which may be entered in any such action or proceeding or
as a result thereof. Nothing in this Agreement shall be construed to affect in any way
CMB rights, privileges, and immunities under the doctrine of "sovereign immunity" and
as set forth in Florida Statues, Section 768.28.
9. As part of MDPL's national, regional, and international promotion of the Event, MDPL will
promote CMB at no cost to CMB and must include the CMB logo in all publications
related to the Event.
10. MDPL will place CMB banner signs in key locations along Ocean Drive, the Event Site.
Further, MDPL will place CMB logos predominately on all promotional materials and the
host site will appear in all advertising and promotional materials.
11. MDPL will also tag CMB on all digital distribution, also referred to as social media,
regarding event of high quality content relevant to mainstream sports fans. Digital
distribution postings shall be done in English, Spanish, Portuguese, where relevant.
12. MDPL will use logo provided by CMB on all event advertising efforts leading up to the
event. This includes local television partners, social media campaigns, radio efforts, and
local newspaper.
13. All promotional materials including, without limitation, advertising, telecasts, signage and
social media publications shall be subject to CMB's prior written approval. MDPL
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shall cease using all logos or other CMB marks upon the expiration of the term. Additionally,
CMB reserves the right to require the removal of its logo /marks from any promotional
materials. This paragraph shall survive the expiration of this Agreement.
14. CMB is responsible for the following:
a) CMB shall waive special permit fees related to the Event, including Special Event
fees, permit fees, vehicle fees and square footage fees.
b) CMB shall fund CMB's infrastructure and resource support costs associated with
the Event, including Police and Fire staffing, and sanitation /street cleaning
requirements, in a total amount not to exceed $100,000.00.
c) After expiration of the term, CMB shall have the right to use the title of the Event
or any footage of the Event, in connection with any City produced publication,
including the City produced magazine or any City media outlets, such as MBTV.
15. MDPL is responsible for the following;
a) MDPL shall be responsible for any and all compensation that may be due to any
and all performers, entertainers, vendors, and participants in the 2018 Art Deco
Weekend, and CMB shall have no responsibility, obligation or liability.
b) Arranging for vendor concessions on Ocean Drive between 6th and 13th Street.
MDPL will collect all proceeds from the concessions. The food vendors are
allowed to distribute free food and beverage samples to Art Deco Weekend
patrons. CMB shall have no responsibility, obligation or liability relating to vendor
concessions.
c) MDPL shall be responsible for handling all media vendors and organizations and
will be solely responsible for handling all issues relating to the media vendors.
d) MDPL shall require all participants, organizations, media vendors and
concessionaires involved in the Event to execute an Indemnification and Hold
Harmless Agreement for the benefit of CMB.
e) MDPL shall retain any and all rights to the event related apparel and /or
equipment sales.
f) MDPL shall provide no less than 100 free Event tickets to be made available to
senior citizens and children that qualify as City of Miami Beach residents.
Children are defined as individuals twelve years (12) and younger; senior citizens
are defined as individuals sixty -five (65) years and older.
17. Events of Default, Termination of Agreement and Remedies.
a) The following shall constitute events of default:
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1) Any material misrepresentation, written or oral, made by MDPL and /or its
representatives to CMB.
2) Failure by MDPL to timely perform and /or observe any and all of the terms
and conditions of this Agreement.
3) Insolvency or bankruptcy on the part of MDPL.
b) The occurrence of any event of default by MDPL may, at the sole option of CMB,
work as an immediate and automatic forfeiture of any rights conferred under this
Agreement.
)
In the event that MDPL defaults, CMB shall have all legal remedies available to it,
including but not limited to termination of this Agreement upon ten (10) days
written notice to MDPL.
18. MDPL shall not assign its rights under this Agreement.
19. This Agreement shall constitute the entire agreement between the parties, and no
warranties, inducements, considerations, promises or other references shall be implied or
impressed upon this Agreement that are not expressly addressed herein.
20. This Agreement shall be governed as to performance and interpreted in accordance with
the laws of the State of Florida. Any claim, objection or dispute arising out of the terms of
this Agreement shall be litigated in Miami -Dade County, Florida.
21. It is expressly understood and agreed that this Agreement is for the duration of this Event
only and that MDPL has no right or privilege other than that expressly provided herein.
22. MDPL agrees that nothing herein contained is intended or should be construed as in any
way creating or establishing the relationship of partners of joint ventures between CMB
and MDPL, or as constituting MDPL or any officer, owner, employee or agent of MDPL as
an agent, representative or employee of CMB for any purpose or in manner whatsoever,
and that it shall not represent to any third parties that such is the case.
THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement the day and the year first written above.
ATTEST: f CIT OF MIAMI EACH, FLORIDA
Rafael E. Gra ado, City Clerk Jim 4Y Morales, ity Manager
Date
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11.101 Vali tile
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‘14 v".'raniel Ciraldo, Executive Director
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Date
Print Name/Title
Date
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
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City Attorney
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