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Resolution 2019-30986 RESOLUTION NO. 2019-30986 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM, AMENDMENT NO. 3 TO THE CITY'S AGREEMENT WITH GLOBAL SPECTRUM, L.P. D/B/A SPECTRA VENUE MANAGEMENT (GLOBAL); SAID AMENDMENT (I) APPROVING A NON-REIMBURSABLE CAPITAL CONTRIBUTION BY GLOBAL, IN THE AMOUNT OF $200,000; (II) APPROVING THE REPURPOSING OF GLOBAL'S CONTRIBUTION TO THE CITY, IN THE AMOUNT OF $15,000 PER YEAR, AND THE ACCUMULATED BALANCE OF GLOBAL'S CONTRIBUTIONS, AS OF SEPTEMBER 30, 2018, IN THE AMOUNT OF $242,750, FOR USE IN CONNECTION WITH AN ANNUAL INTERNSHIP PROGRAM WITH GLOBAL AND THE CITY; (III) INCREASING GLOBAL'S MONTHLY IMPRESS AMOUNT FOR THE OPERATION OF THE CONVENTION CENTER FROM $500,000 TO AN AMOUNT NOT TO EXCEED $1,000,000; AND (IV) REMOVING ANY OBSOLETE PROVISIONS OF THE AGREEMENT RELATING TO THE OPERATION OF THE COLONY THEATRE; AND FURTHER AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE FINAL NEGOTIATED AMENDMENT. WHEREAS, the City of Miami Beach and Global Spectrum, L.P., d/b/a Spectra Venue Management ("Global") are parties to a Management Agreement ("Agreement"), dated October 7, 2013, pursuant to which the City engaged Global to manage and operate the Miami Beach Convention Center ("Convention Center") and the Colony Theatre (collectively, the "Facilities") (the Management Agreement, as so amended and modified, is referred to herein as the "Agreement"); and WHEREAS, the initial term of the Agreement was three (3) years, ending on September 30, 2016, subject to the City's right to extend the term for an additional two (2) years; and WHEREAS, on October 21, 2015, the Mayor and City Commission adopted in Resolution No. 2015-29191, approving Amendment No. 1 to the Agreement, extending the term thereof through September 30, 2020; and WHEREAS, pursuant to a letter dated September 23, 2016, the City and Global confirmed the City's termination for convenience of Global's responsibilities as manager and operator of the Colony Theatre, as permitted in subsection 12.2(c) of the Agreement; and WHEREAS, on September 12, 2018, the Mayor and City Commission adopted in Resolution No. 2018-30508, approving Amendment No. 2 to the Agreement, extending the term thereof through September 30, 2022; and WHEREAS, Global advised the Administration that it has incurred approximately two hundred thousand dollars ($200,000) in expenses, during calendar year 2018, in employee severance costs, recruiting fees and interim General Manager support costs, which expenses were not charged to the Convention Center Facility Operating Budget; and WHEREAS, Global has proposed not charging these costs to the Facility Operating Budget, and treating these costs as a capital contribution, to be amortized on Global's books over the period from October 1, 2018 to September 30, 2022 (the"2018 Capital Contribution"); however, the City will not be obligated to reimburse Global for the 2018 Capital Contribution, even in the event of an early termination of the Agreement; and WHEREAS, pursuant to the Agreement, Global pays the City an annual contribution of $15,000 for use in connection with a scholarship fund for in-need Miami Beach residents pursuing a career in facility management and/or the hospitality and tourism industry (the "Scholarship Contribution"); and WHEREAS, the Scholarship Contribution has been accumulating, from 2004 through 2018, and has a current balance of$242,750; and WHEREAS, Global has agreed, and the Administration is recommending, the repurposing of the Scholarship Contribution for use in connection with annual internships within the Miami Beach Convention Center, to be administered by the City, in collaboration with the Miami Beach Convention Center, until the balance is depleted; and WHEREAS, on September 13, 2018, the Mayor and City Commission adopted Resolution 2018-30507, approving the restructured financial terms of the City's agreement with Service America Corporation d/b/a Centerplate ("Centerplate"), for catering concession at the Convention Center, to exclude the Centerplate revenue from Global's Convention Center revenue and budget; in light of this restructuring, the Administration recommends increasing Global's monthly impress amount for the operation of the Miami Beach Convention Center, from $500,000 to an amount not to exceed $1,000,000; and WHEREAS, the Administration recommends the approval, in substantial form, of Amendment No. 3 to the Agreement, a copy of which is attached to this Resolution as Exhibit "I", incorporating the foregoing modifications to the Agreement. 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, in substantial form, Amendment No. 3 to the City's Agreement with Global; said amendment (i) approving a non-reimbursable capital contribution by Global, in the amount of $200,000; (ii) approving the repurposing of Global's contribution to the City, in the amount of $15,000 per year, and the accumulated balance of Global's contributions, as of September 30, 2018, in the amount of$242,750, for use in connection with an annual internship program with Global and the City; (iii) increasing Global's monthly impress amount for the operation of the Convention Center from $500,000 to an amount not to exceed $1,000,000; and (iv) removing any obsolete provisions of the Agreement relating to the operation of the Colony Theatre; and further authorize the Mayor and City Clerk to execute the final negotiated amendment. PASSED and ADOPTED this y day of 9/1/6/147201 9. /11111111 Mayor Dan Gelber ATTEST: Cit% Rafael . Granado, City Clerk ... +• 11 04#,% i •i•I 'I W INCORP ORATED= * - %•° •••• •° e j ��7 4. h 4-w W2j APPROVED AS TO FORM & LANGUAGE & FOR '. 0 ION (06(1 City Attorne ( \— - Date Resolutions-R7 S MIAMI BEACH COMMISSION MEMORANDUM TO: Honorable Mayor and Members of the City Commission FROM: Jimmy L. Morales, City Manager DATE: September 11, 2019 SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY • OF MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM, AMENDMENT NO. 3 TO THE CITY'S AGREEMENT WITH GLOBAL SPECTRUM, L.P. D/B/A SPECTRA VENUE MANAGEMENT (GLOBAL); SAID AMENDMENT (I) APPROVING A NON-REIMBURSABLE CAPITAL CONTRIBUTION BY GLOBAL, IN THE AMOUNT OF $200,000; (II) APPROVING THE REPURPOSING OF GLOBAL'S CONTRIBUTION TO THE CITY, IN THE AMOUNT OF $15,000 PER YEAR, AND THE ACCUMULATED BALANCE OF GLOBAL'S CONTRIBUTIONS,, AS OF SEPTEMBER 30, 2018, IN THE AMOUNT OF $242,750, FOR USE IN CONNECTION WITH AN ANNUAL INTERNSHIP PROGRAM WITH GLOBAL AND THE CITY; (ILL) INCREASING GLOBAL'S MONTHLY IMPRESS AMOUNT FOR THE OPERATION OF THE CONVENTION CENTER FROM $500,000 TO AN AMOUNT NOT TO EXCEED $1,000,000; AND (IV) REMOVING ANY OBSOLETE PROVISIONS OF THE AGREEMENT RELATING TO THE OPERATION OF THE COLONY THEATRE; AND FURTHER AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE FINAL NEGOTIATED AMENDMENT. RECOMMENDATION The City Manager recommends the the Mayor and Commission approve this amendment to the contract. ANALYSIS On July 17, 2013, the Mayor and City Commission adopted Resolution No. 2013-28276, authorizing the City and Global to negotiate and execute a Management Agreement between the City and Global Spectrum, L.P., d/b/a Spectra Venue Management ("Global") for the management of the Miami Beach Convention Center, Colony Theater (the Agreement, as so amended and modified, is referred to herein as the"Agreement"). Subsequently, the Administration entered into a Management Agreement with Global with an initial term that commenced on October 1, 2013 through September 30, 2016, with two one- year renewal options. In Resolution No.2015-29191, the Mayor and City Commission approved Amendment No. 1 to Page 1685 of 2228 the Agreement, extending the term of the Management Agreement through September 30, 2020. Pursuant to a letter dated September 23, 2016, the City and Global confirmed the City's termination for convenience of Global's responsibilities as manager and operator of the Colony Theatre, as permitted in subsection 12.2(c)of the Agreement. In Fall 2018, the $620 million renovated and expanded Miami Beach Convention Center ("MBCC") will reopen to great expectations from the local, regional and national communities. After three (3) years of living and working through construction which substantially reduced the availability of MBCC for events, thereby limiting Global's ability to book events and generate revenues under the Management Agreement, the renovated center will now host 500,000 square feet of renovated exhibit space, a 60,000 square foot grand ballroom, 20,000 square foot glass rooftop junior ballroom and 84 meeting rooms. The Center can now host now more than 10,000 for a formal dinner, accommodate 800 vehicles in rooftop parking, and will continue to host world-class events such as Art Basel, CA World, and launch new events such as Grand Basel, the 100th anniversary of the NFL - Super Bowl LIV, and potentially the Democratic National Convention in 2020. In September 2018, Amendment No. 2, extending the term of the Agreement for an additional two years, commencing on October 1, 2020 and expiring on September 30, 2022, for a total term of nine years, including all prior renewals and extensions. Global, during calendar year 2018, advised the Administration that they incurred approximately two hundred thousand dollars ($200,000) in expenses in employee severance costs, recruiting fees and interim General Manager support costs. Global agreed that such costs could be deemed by Global as a capital contribution, to be amortized on Global's books over the period from October 1, 2018 to September 30, 2022 ergo, the City shall not be responsible to Global for reimbursing Global for these costs, even in the event of an early termination of the Agreement. As the Convention Center administrative services are fully operational, Global has identified the potential to utilize the Global annual contribution of $15,000, including $242,750 collected from 2004 to 2018, to the City for an annual scholarship to be used for local area hospitality internships. This could be a one-of-a-kind, on the job hospitality training opportunity, that could lead to permanent and/or seasonal employment of the next generation of Convention Center leadership. The Administration recommends increasing Globai's monthly impress amount for the operation of the Convention Center from $500,000 to an amount not to exceed $1,000,000 to accommodate the current level and projected operating expenses to ensure continuity of operations during the critical initial years following the completion of the Convention Center Project and the symmetry of the management and maintenance of the MBCC campus. This change would simply allow Global to keep more of the profit in their accounts for operating expenses, rather than transferring full amounts every month, where the City of Miami Beach may have to transfer some funds back to cover large upfront costs during conventions like Art Basel (catering and food costs often come up front, when the monies are not received from the client until reconciliation, following the event). This increase would reduce amount of administration time spent on transferring funds back and forth to cover these high traffic periods. Page 1686 of 2228 Lastly, upon review of the Global agreement, modifications of other provisions of the Agreement, which are operationally obsolete. which relate to the operation of the Colony Theater will be deleted. CONCLUSION The Administration recommends approving a non-reimbursable capital contribution by Global, in the total amount of $200,000; approving of the use of $15,000, including a balance of $242,750 collected from 2004 to 2018, from Global's annual contribution to the City for an annual internship program with Global leadership; increasing Global's annual cash flow for operation from $500,000 to $1,000,000; and modifying other provisions of the Global Agreement which are operationally obsolete relating to the Colony Theater. KEY INTENDED OUTCOMES SUPPORTED Main ize The Miami Beach Brand As A World Class Destination FINANCIAL INFORMATION The Administration recommends that Amendment#3 should be approved and implemented. Legislative Tracking Tourism and Culture ATTACHMENTS: Description o Resolution • Page 1687 of 2228 AMENDMENT NO. 3 TO THE MANAGEMENT AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND GLOBAL SPECTRUM L.P. FOR THE MIAMI BEACH CONVENTION CENTER This Amendment No. 3 to the Management Agreement, dated October 7, 2013, by and between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation having its principal office at 1700 Convention Center Drive, Miami Beach,.Florida, 33139 ("City"), and GLOBAL SPECTRUM, L.P., a Delaware limited partnership, d/bla Spectra Venue Management, whose current address is 150 Rouse Blvd., Philadelphia, PA 19112 ("Global") is made and entered into this day of , 2019. RECITALS WHEREAS, the City of Miami Beach and Global Spectrum, L.P., d/b/a Spectra Venue Management ("Global") are parties to a Management Agreement; dated October 7, 2013, pursuant to which the'City engaged Global to manage and operate the Miami Beach Convention Center ("Convention Center") and the Colony Theatre (collectively, the "Facilities") (the Management Agreement, as amended, is referred to herein as the "Agreement"); and WHEREAS, the initial term of the Agreement was three (3) years, ending on September 30, 2016, subject to the City's right to extend the term for an additional two (2)years; and WHEREAS, on'October 21, 2015, the Mayor and City Commission adopted in Resolution No. 2015-29191, approving Amendment No. 1 to.the Agreement, extending the term thereof through September 30, 2020; and WHEREAS, pursuant to a letter dated September 23, 2016, the City and Global confirmed the City's termination for convenience of Global's responsibilities as manager and operator of the Colony Theatre, as permitted in subsection 12.2(c) of the Agreement; and WHEREAS, on September 12, 2018, the Mayor and City Commission adopted in Resolution No. 2018-30508, approving Amendment No. 2 to the Agreement, which was entered into on October 15, 2018, extending the term thereof through September 30, 2022; and WHEREAS, Global advised the Administration that it has incurred approximately two hundred thousand dollars ($200,000) in expenses, during calendar year 2018, in employee severance costs, recruiting fees and interim General Manager support costs, which expenses were not charged to the Convention Center Facility Operating Budget; and EXHIBIT tt ti =ge 1691 of 2228 WHEREAS, Global has proposed not charging these costs to the Facility Operating Budget, and treating these costs as a capital contribution, to be amortized on Global's books over the period from October 1, 2018 to September 30, 2022 (the "2018 Capital Contribution"); however, the City will not be obligated to reimburse Global for the 2018 Capital Contribution, even in the event of an early termination of the Agreement; WHEREAS, pursuant to the Agreement, Global pays the City an annual contribution of $15,000 ("Scholarship Contribution"), as defined in Section 5.10(c), for use in connection with a scholarship fund for in-need Miami Beach residents pursuing a career in facility management and/or the hospitality and tourism industry; and WHEREAS, the Scholarship Contribution has been accumulating, from 2004 through 2018, and has a current balance of$242,750; and WHEREAS, Global has agreed, and the Administration is recommending, the repurposing of the Scholarship Contribution for use in connection with annual internships within the Miami Beach Convention Center, to be administered by the City in collaboration with the Miami Beach Convention Center, until the balance is depleted; and WHEREAS, the City and Global have agreed to increase the Global monthly impress amount for the operation of the Miami Beach Convention Center, as referenced in Section 5.1 of the Agreement ("Operating Funds"), from $500,000 to an amount not to exceed $1,000,000; and WHEREAS, on September 11, 2019, the Mayor and City Commission adopted Resolution No. approving, in substantial form, Amendment No. 3 to the Agreement, incorporating the terms and conditions contained herein; and WHEREAS, capitalized terms used herein and not defined herein shall have the meaning given to such terms in the Agreement. NOW, THEREFORE, in consideration of the mutual premises, covenants and agreements herein contained, and other good and valuable consideration, in receipt and adequacy of which are hereby acknowledged and intending to be legally bound, the City and Global hereby amend the Agreement as follows: 1. The aforestated recitals are true and correct and incorporated by reference herein, 2. The City and Global hereby recognize the 2018 Capital Contribution as a capital contribution, which will be amortized on Global's books over the period from October 1, 2018 to September 30, 2022; however, in no event, including, without limitation, the early termination of the Agreement, will the City be responsible for reimbursing Global for any portion of the 2018 Capital Contribution. 3. Any provisions relating to the operation of the Colony Theatre under the Agreement including, without limitation, Section 2.2(d), Exhibit"C", and Subsection (b)(ii) 2 Page 1692 of 2228 of Section 4.1 (Management Fee)are hereby deleted and of no further effect. 4. The definition of"Facility" and/or"Facilities" of Section 1 ("Definitions"); is hereby deleted in its entirety and replaced with the following: "Facility" and/or "Facilities"—as to the Convention Center, having a physical address of 1901 Convention Center Drive, Miami Beach._ Florida 33139 (as defined in the Recitals section of the Agreement). shall include the entire Facility complex including. without limitation, the exhibit hails, meeting rooms, common areas, lobby areas, executive offices, storage and utility facilities, and the entrances and loading dock areas. If, during the Term, the City elects to have Global manage, promote. and operate other City facilities pursuant to Section 2.2(b) hereof (the "Additional Facilities"), such other facilities shall also be deemed included within the definition of Facility and/or Facilities hereunder. 5. Section 5.1 '::Section 5.10(c)is hereby deleted in its entirety and replaced with the following: (c) Internships. Global shall contribute to the City Fifteen Thousand Dollars 1$15.000) annually during the Term hereof toward the establishment of an internship fund, which•.will give preference to qualifying in-need Miami Beach residents pursuing a career .frt facility management and/or the hospitality:'and tourism industry (the "Internship'_Contribution"). Said fund will be owned and administered by the City and applicants will be reviewed and recommended by Global and the City. Payment of 1. the Internship Contribution shall be made within thirty (30) days of the commencement of each Contract Year during the Term hereof. The sections, commencing after the first full paragraph of subsection 13.7 (Notices), containing the City addresses for notice purposesare hereby deleted and replaced with the following: To the City: City of Miami Beach • 1700 Convention Center Drive Miami Beach, FL 33139 Attn: City Manager Telecom: AND ' City of Miami Beach 1700 Convention Center Drive Miami Beach. FL 33139 Attn: City Attorney Telecom: 3 Page 1693 of 2228 AND City of Miami Beach 1700 Convention Center Drive Miami Beach, FL 33139 Attn: Tourism&Culture Director Telecoov: To Global: Global Spectrum, L.P. d/b/a Spectra Venue Management 150 Rouse Blvd. Philadelphia,PA 19112 Attn: President ... Telecopy: AND Global Spectrum, L.P. :.• >d/b/a Spectra Venue Management 150 Rouse Blvd. Philadelphia,_PA 19112 Attn: General Counsel Telecopv: 7. Subsection 13.14 is hereby deleted in its entirety and replaced with the following: 13.14 Global's Compliance with Florida Public Records Law (A) Global shall comply with Florida Public Records law under Chapter 119, Florida Statutes, as may be amended from time to time. • (B) The term "public records" shall have the meaning set forth in Section 119.011(12), which.means all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business of the City. (C) Pursuant to Section 119.0701 of the Florida Statutes, if Global meets the definition of"Contractor"as defined in Section 119.0701(1)(a), Global shall: (1) Keep and maintain public records required by the City to perform the service; J (2) Upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be 4 Page 1694 of 2228 inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes or as otherwise provided by law; (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the contract term and following completion of the Agreement if Global does not transfer the records to the City; (4) Upon completion of the Agreement, transfer, at no cost to the City, all public records in possession of Global or keep and maintain public records required by the City to perform the service. If Global transfers all public records to the City upon completion of the Agreement, Global shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Global keeps and maintains public records upon completion of the Agreement, Global shall meet all applicable requirements for retaining public:records. All records stored 'electronically must be provided to the City, upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. • (E) IF GLOBAL HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA.STATUTES, TO GLOBAL'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY OF MIAMI BEACH ATTENTION: RAFAEL E. GRANADO, CITY CLERK 1700 CONVENTION CENTER DRIVE ' MIAMI BEACH, FLORIDA 33139 E-MAIL: RAFAELGRANADOOM IAM I BEAC H FL.GOV PHONE: 305-673-7411 8. A new subsection 13.15 (Prohibitions Regarding Sale or Use of Expanded Polystyrene Food Service Articles, Single Use Plastic Beverage Straws, and Single- Use Plastic Stirrers) is added to the Agreement, as follows: 13.15 Prohibitions Regarding Sale Or Use Of Expanded Polystyrene Food Service Articles, Single Use Plastic Beverage Straws, And Single-Use Plastic Stirrers. 13.15.1 Global hereby agrees and acknowledges that, pursuant to Section 82-7 of the City Code, as may be amended from time to time Global shall not sell, use, 5 Page 1695 of 2228 provide food in, or offer the use of expanded polystyrene food service articles (as defined in City Code Section 82-7) in City facilities or on City property, in connection with any services performed pursuant to this Agreement. A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above, this section shall not apply to expanded polystyrene food service articles used for prepackaged food that have been filled and sealed prior to receipt by Global. 13.15.2 Additionally, Global agrees and acknowledges that, pursuant to Section 82-8 of the City Code, as may be amended from time to time, Global shall not sell, use, provide food in, or offer the use of single-use plastic beverage straws or single-use plastic stirrers (as defined in City Code Section 82-8) in City facilities or on City property, in connection with any services performed pursuant to this Agreement. A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above, the requirements of Section 82-8 shall not restrict Global from providing a beverage with or offering the use of, a single-use plastic beverage straw or single-use plastic stirrer to an individual with a disability or medical condition that :impairs the consumption of beverages without a single-use plastic beverage straw or single-use plastic stirrer. 13.15.3 As additional considerationfor this Agreement and as an additional public benefit, regardless Of the legal forceand effect of the foregoing Sections 82-7, 82-8 and 46-92(c) of the CitY. Code. as may be amended from time to time. Global agrees: • 13.15.3.1 not sell, use, provide food in, or offer the use of expanded polystyrene food service articles in the Facility. A violation of this section shall be deemed a default under the terms of this Agreement. • Notwithstanding the above, this section shall not apply to expanded polystyrene food service articles used for • prepackaged food that have been filled and sealed prior to receipt by Global; and 13.15.3.2 not sell, use, provide food in, or offer the use of single-use plastic beverage straws or single-use plastic stirrers in the Facility. A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above, Global shall be permitted to providing a beverage with, or offering the use of, a single-use plastic beverage straw or single-use plastic stirrer to an individual with a disability or medical condition that impairs the consumption of beverages without a single-use plastic beverage straw or single- use plastic stirrer. 9. No Further Modifications. Except as provided in this Amendment, the Agreement remains unmodified and in full force and effect. All references to the Agreement in the 6 Page 1696 of 2228 Agreement or in any other document referencing the Agreement shall be deemed to refer to the Agreement as amended hereby. IN WITNESS WHEREOF, this Amendment has been duly executed by the parties hereto as of the day and year first above written. ATTEST: CITY OF MIAMI BEACH, FLORIDA Rafael E. Granado, City Clerk Dan Gelber, Mayor GLOBAL SPECTRUM, L.P. d/b/a • Spectra Venue Management • ATTEST: Chief Operating Officer Secretary Print Name • 7 Page 1697 of 2228