RESOLUTION 93-20818 RESOLUTION NO. 93-20818
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF MIAMI
BEACH, FLORIDA, AUTHORIZING THE MAYOR AND CITY CLERK TO
EXECUTE A SECOND AMENDMENT TO THE AGREEMENT BETWEEN
SPECTACOR MANAGEMENT GROUP, A PENNSYLVANIA JOINT VENTURE,
AND THE CITY OF MIAMI BEACH, A FLORIDA MUNICIPAL
CORPORATION.
WHEREAS, the City and SMG entered into a Management Agreement
on December 19 , 1990 (hereinafter referred to as the "Agreement")
for the operation and management of the Miami Beach Convention
Center and the Jackie Gleason Theater of the Performing Arts
(TOPA) ; and
WHEREAS, in operating under the Agreement, the City and SMG
have agreed that certain changes are necessary; and
WHEREAS, the parties have negotiated a Second Amendment to the
Agreement, a copy of which is attached hereto.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE CITY COMMISSION OF
THE CITY OF MIAMI BEACH that the Mayor and City Clerk are hereby
authorized to execute the attached Second Amendment to the
Agreement between Spectacor Management Group, a Pennsylvania Joint
Venture, and the City of Miami Beach, a Florida municipal
corporation, a copy of which is attached hereto.
ADOPTED this 30th day o June ' 93 .
IP
MAOR
ATTEST:
CITY CLERK
FORM
APPRSVED
LEc !T. ,F
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By
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CITY OF MIAM ! BEACH
CITY HALL 1700 CONVENTION CENTER'DRIVE MIAMI BEACH FLORIDA 33139
OFFICE OF THE CITY MANAGER TELEPHONE: (305) 673-7010
FAX: (305) 673-7782
COMMISSION MEMORANDUM NO. a_3813
TO: Mayor Seymour Gelber and DATE: June 30 , 1993
Members of the City Commission
FROM: Roger M. Carr•
City Manage ,
SUBJECT: SPECTACOR MANAGEMENT GROUP CONTRACT AMENDMENTS AND
EXTENSION OF CONTRACT
ADMINISTRATION RECOMMENDATION:
The Administration recommends that the City of Miami Beach
Commission approve an extension of the agreement with Spectacor
Management Group for two (2) successive additional one (1) year
terms and to approve the attached amendments.
BACKGROUND:
On December 19, 1990, the City of Miami Beach entered into a
management services agreement with Spectacor Management Group for
the management of the Jackie Gleason Theater of the Performing Arts
and the Miami Beach Convention Center.
The contract was for an initial term of a three (3) year period
commencing 1/1/90 and ending 12/31/93 . The City has the right to
extend the agreement for two (2) successive additional one (1) year
terms covering the period of 1/1/94 through 12/31/95.
ANALYSIS:
To determine if the contract should be extended, the Administration
reviewed the contract as well as the performance of Spectacor
Management Group. The amendments have been accepted by Spectacor
Management Group and have been reviewed by a Convention Center
Advisory Board Subcommittee which included Ed Levinson, Steve
Nostrand, Stuart Blumberg and Mayra Diaz-Buttacavoli. On
Wednesday, June 23, 1993 , the Convention Center Advisory Committee
unanimously accepted the amendments. They are as follows:
Page 8, Paragraph J
Add that the City must approve the survey of current rates from
other facilities and the Advisory Board and the Greater Miami
Convention and Visitors' Bureau must review the recommended rate
schedule increase before final approval from the City.
Page 9, Paragraph K
Incorporate in this paragraph that SMG must provide a marketing
plan and line-by-line detailed budget, including salary ranges, to
the City and change the date the information is to be submitted
from May 15th to April 15th of each year in order to comply with
the City of Miami Beach budget process. The Advisory Board must
review the budget prior to approval by the City Commission.
rr
1 AGENDA
ITEM
DATE 24, 3 0
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Page 13 , Paragraph S
Change this paragraph to read that SMG is to promote, co-promote or
cause to be promoted a minimum of five (5) different shows in the
theater, which is their Summer Series, and the period will be from
May 1st to September 30th each year. The Summer Series shall not
be included as an operating expense of the facility. Promotional
funds can be used for the Summer Series.
Page 13, Paragraph R
Eliminate paragraph R which pertains to producing a gala.
Page 14 , Paragraph T
Eliminate Paragraph T - Pertains to gala.
Page 18, Paragraph EE
"Events at the Jackie Gleason Theater of the Performing Arts or the
Miami Beach Convention Center of a non-traditional nature shall be
recommended/reviewed . . . by the Miami Beach Convention Center
Advisory Board" including multi-year contracts.
Page 28, Paragraph I
To be eliminated completely. This pertains to Utility Consumption
and Utility Expense. Utility is a normal operating expense.
Add to contract that at the request of the City of Miami Beach, SMG
is to operate, manage, and be responsible for the Senior Citizen
Benefit sale of tickets. The revenue received from the sale of
Senior Citizen tickets is not part of the revenue of SMG. Only
direct expenses will be reimbursed to SMG. Eleanor Baltuch will
remain on staff f of thirty (30) days to assist in the transition.
Add to contract that SMG shall present an annual report to the City
Commission and Advisory Board at a Commission meeting outlining
revenue, bookings, occupancy of the four (4) halls and the theater,
attendance, expenditures, etc. and comparing this information with
the prior two (2) years.
Pages 21-24, Employees, Paragraphs A-G
Paragraphs A-G should be eliminated, as they pertain to City
employees during the first contract year. Presently, there are no
City employees at the Convention Center.
Page 32
Add paragraph that states that the City will review on a monthly
basis operating eypenses and determine in conjunction with SMG all
applicable operat,Mg expenses and that before reimbursement of
these operating expenses, the City shall approve the same. Any
questionable expenses not resolved will be addressed within thirty
(30) days.
Page 34
Add paragraph that the City shall review all service contracts
between SMG and contractors prior to acceptance of the contracts if
the term exceeds the SMG term contract. The Advisory Board is to
review all service contracts prior to its acceptance by SMG as part
of the budget review process.
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Page 34
Add that the City shall approve the use of outside legal counsel.
This expense shall be an operating expense if approved.
Page 24 , III. Consideration, Paragraph A
The management fee definition will be amended as follows: "The
management fee shall be adjusted annually by the annual percentage
change in the "Consumer Price Index for all South Florida Urban
Consumers (CPI-U) . . .using July 1990 as base year. SMG agrees that
annual adjustment resulting from the CPI will not exceed five
percent (5%) in any given year.
At present, the annual management fee of $200, 000 Ls adjusted
annually by the annual percentage change in the "Consumers Price
Index for all Urban Consumers, U.S. City Average All Items" . The
application of the South Florida Price Index will be better
reflective of the economic changes in the area. The percent change
from January, 1992 to January, 1993 , in the U.S. City Average Price
Index was 3 . 3 . The South Florida Price Index was 3 . 1.
Page 18 (ff)
SMG is to provide a monthly lease contract status report to the
City and the Advisory Board. This report is to be provided
together with the Financial Statements.
Page 25, B. Additional Percentage Fee, No. 1
In addition to the management fee of $200, 000, SMG is entitled an
additional percentage fee not to exceed an additional $200, 000 plus
CPI. The additional percentage fee is based on revenue earned
above the revenue threshold amount and expenditures incurred below
the expenditure threshold amount. This amendment adjusts the
threshold to an average of the results of operation for January,
1991 through current.
SMG shall receive an amount by which revenues for each contract
year during the term of this agreement exceeds $3 .2 million, the
"revenue threshold" .
10% revenue exceeds $3 . 2 - 3 .4 million
15% revenue exceeds $3 .4 - 3 . 6 million
20% over $3 . 6 million or over
Page 25, B. Additional Percentage Fee, No. 2
The "expense threshold" will be the annual appropriations budget
approved by the Commission annually.
1) 10% on reduction of first $50, 000 savings
2) 15% on reduction of second $50, 000 savings
3) 20% on reduction of over $100, 000 savings
Additional percentage earned on the revenue and expense threshold
has a cap of $150, 000 + CPI.
The additional $50,000 + CPI will be earned based on the level of
performance achieved in the following:
50% Maintenance of facilities and equipment
40% Contract compliance and marketing
10% Community involvement by the SMG staff stationed at the
Convention Center
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Performance to be determined by the City Manager, with the prior
recommendation of the Convention Center Advisory Board.
Page 6, First Paragraph
Change where it states that SMG shall not be obligated to provide
more than 26 complimentary tickets. This sentence should state
that SMG shall be obligated to provide complimentary tickets as per
resolution 93-20694 .
Page 15, Paragraph W
Attach the most current booking policy for Jackie Gleason Theater
of the Performing Arts and the Convention Center which were
approved by the City Commission subsequent to the original
approval.
Page 5, Paragraph B
Add that all financial documents and any other documents related to
SMG's operation, upon the request by the City, shall be provided
within a reasonable amount of time.
Add that all financial documents must be retained, in accordance
with State Retention Schedule.
Page 7, Paragraph E
Add that the financial documents must have a comparison of the
prior two (2) years' revenue and must have a comparison of the
prior two (2) years ' expenditures.
In addition, the reports outlined in these paragraphs should be
provided to the City by the 25th day of each month.
Page 26, Paragraph C
Event ticket proceeds will not be revenues to SMG and will not be
included in the computation of additional revenue.
Page 19, Paragraph B, Third Line
Capital expenditure is defined as $1, 000.00. It should read
$500. 00.
Page 6, First Paragraph
Add to first paragraph that SMG and its affiliates shall pay the
facility's prevailing rates unless prior approval is received from
the City Manager.
Page 7 , Paragraph F
SMG shall provide a quarterly report outlining the maintenance that
was performed since the previous report.
Page 27, Paragraph F
Add that all travel and professional expenses must be approved by
the City Manager in advance as part of the budget review process.
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4
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Page 30, Paragraph B
This paragraph relative to property inventory will be eliminated
and a substitute requiring SMG to complete an inventory by July
30th of each year for submission to the City Manager.
A paragraph will be added requiring all press releases to be
submitted to the City Manager prior to release.
Page 16, Paragraph (aa)
Delete from paragraph that any discounts on the remittance of sales
tax shall be revenues to SMG.
CONCLUSION:
The Administration recommends that the above amendments and two (2)
year extension to the contract be approved based upon necessary
clarifications, improved incentives and greater involvement for the
Convention Center Advisory Board.
RMC:MDB:ah
Attachment
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SECOND AMENDMENT TO AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND
SPECTACOR MANAGEMENT GROUP FOR THE OPERATION AND MANAGEMENT OF THE
MIAMI BEACH CONVENTION CENTER AND THE JACKIE GLEASON THEATER OF THE
PERFORMING ARTS
This Second Amendment to the Manageme t Agreement made and entered
into this 3or4 day of Uwe- , 19 3 , by and between the City(
of Miami Beach, a Florida Municipal Corporation (hereinafter
referred to as "City") and Spectacor Management Group, a
Pennsylvania Joint Venture (hereinafter referred to as "SMG") .
WITNESSETH
WHEREAS, the City and SMG entered into a Management Agreement
on December 19 , 1990 (hereinafter referred to as the "Agreement")
for the operation and management of the Miami Beach Convention
Center and the Jackie Gleason Theater of the Performing Arts
(TOPA) ; and
WHEREAS, the Agreement provides for an initial term of three
(3) years, commencing on January 1, 1991, and ending on December
31, 1993 , and the right of the City to extend the Agreement for two
(2) successive additional one (1) year terms ; and
WHEREAS, the City and SMG wish to amend the Agreement,
effective January 1, 1994 , and the City wishes to extend same for
the term indicated below; and
WHEREAS, in operating under the Agreement, the City and SMG
have agreed that certain changes are necessary.
NOW, THEREFORE, the City and SMG, in consideration of the
mutual covenants and agreements herein contained and other good and
valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, agree as follows:
1. The above recitations are true and correct and are
incorporated herein by reference.
2 . Term
The term of the Agreement, s hereby amended, shah
commence on January 1, 199 , and end on December 31 ,
199,
3 . Amendments The Agreement shall be amended herebl
effective January 1, 1994 , as follows:
a) Section I , Subsection C, subclause (b) on page 5 is
amended to read as follows:
b) Maintain and supervise detailed, accurate
and complete financial and other records
of all of its activities under this
Agreement in accordance with generally
accepted accounting principles. In
furtherance of its services to be
provided, pursuant to this subparagraph,
and elsewhere in this Agreement, SMG may
Ilse its own proprietary computer software
which, in such event, shall remain the
sole property of SMG. All financial
records maintained pursuant to this
subsection (b) will be retained by SMG in
accordance with Florida Public Records
Law. All financial documents and any
other documents related to SMG ' s
operation, shall be provided to the City
within reasonable advance written notice
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to SMG. "
b) Section I , Subsection C, subclause (c) on pages 5-6
is amended as follows:
Administer, assure compliance with and negotiate
licenses , occupancy agreements , booking
commitments, advertising agreements and concession
agreements for the FACILITY, including and food,
beverage and novelty agreements (if any) . Such
licenses and agreements which pertain to the use,
operation and occupancy of the FACILITY will be
executed by SMG in its own name, if for a term of
not more than the remaining initial term of this
Agreement; and approved by the City Commission only
upon the recommendation of SMG for any period which
exceeds the term of this Agreement except for those
agreements made in conjunction with the Greater
Miami Convention and Visitors Bureau. The terms of
all such licenses and agreements shall comply with
IRS Requirements as defined in Paragraph XI.A
hereof. All revenues pursuant to this Agreement,
which are earned within the term of this Agreement,
shall be included in gross revenues for the
FACILITY. &MG and its affiliates or re-liated
entities will be allowed to book and-promote events
at--,the FACILITY at prevailing rates, fees and
prices. SMG shall be obligated to provide more than
26 (twenty-six) complementary tickets as per City
of Miami Beach Resolution No. 93-20694 , given to
the CITY ' S Contract Administrator for distribution.
SMG and its affiliates or related entities, will be
required to book and promote events at the FACILITY
at prevailing rates, fees and prices or such other
rates, fees and prices as same shall be approved by
the City Manager prior to such booking or
promotion.
c. Section I, Subsection C, subclause (f) on page 7 is
amended as follows:
f)To the extent that the CITY has made budgeted
funds available, SMG agrees to maintain the
FACILITY in the condition received, reasonable wear
and tear excepted. However, at no time shall the
maintenance of the FACILITY fall below the minimum
standards required by Exhibit C provided that funds
are made available by the CITY for budgeted items.
SMG shall provide a report, on the last day of each
quarter under the term of this Agreement, of all
facility maintenance that was performed for the
preceding quarter.
d. Section I , Subsection C, subclause (j ) on pages 8-9 is
amended as follows:
j ) Establish and adjust prices, rates and rate
schedules for the aforesaid licenses and
agreements, advertising contracts and
concession agreements aod any other FACILITY
commitments to be neyo L Tate d by SMG in the
course of its management of the FACILITY. In
determining such prices and rate schedules,
SMG shall evaluate comparable charges for
similar goods and services at similar and/or
competing facilities in order to establish a
range of prices and rates, shall consult with
the Miami Beach Convention Center Advisory
Board and the Greater Miami Convention and
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f ' .
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visitors Bureau on any rate adjustments at the
FACILITY. In connection with any such rate
establishment and adjustment, SMG shall
provide the City with a survey of current
rates from other facilities, and such surveys
shall be brought by City to the attention of
the Miami Beach Convention Center Advisory
Board and the Greater Miami Convention and
Visitors Bureau (CVB) . Any rate schedule
increases shall be reviewed by the Advisory
Board and the CVB prior to final written
approval of same by City. SMG will not effect
any rate increase without the prior written
approval of the City. If the Greater Miami
Convention and Visitors Bureau believes it is
in jeopardy of losing nay convention because
the rate being quoted by SMG for the
convention is too high, then the Bureau shall
have the right to appeal SMG' s rate quote to
the CITY Commission of the CITY of Miami Beach
and the CITY Commission's determination as to
the rate to be quoted shall be final . The
difference between the rate determined by the
CITY Commission and SMG' s rate shall be
applied as revenue to the FACILITY for the
purposes of determining SMG's additional
percentage fee.
e. Section I, Subsection C, subclause (k) on pages 9-10 is
amended as follows:
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-limitations imposed upon cu-ch budget;
SMG shall prepare and provide a proposed
detailed line item operating budget in
compliance with the City's format, including
salary ranges, to the City, no later than
April 15th for each succeeding fiscal year of
the term of this Agreements and comply with
the spending limitations imposed upon such
budget including supplements thereto as
authorized. However, if extraordinary events
occur which could not reasonably be
contemplated at the time the budget was
prepared, SMG may submit a supplemental budget
to the CITY for review and approval . SMG
recognizes that the CITY is a municipal
corporation created pursuant to the laws of
the State of Florida and is bound by general
and special statutes pertaining to the budget
process and the appropriation and expenditures
of funds. Therefore, SMG agrees to
participate in the CITY ' s budget process which
would include, but not be limited to an
Administration Review, a review by the CITY ' S
Budget Advisory Committee, City CoIu,fllssion
review and review and comment by citizens at
two public hearings in the month of September
prior to approval of a proposed operating
budget.
f. Section I , Subsection C, subclause (p) on page 12 is
amended as follows:
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f .
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a ; __
p) = • . ' - close
of eo enth, he CITY, as reasonably
pre-se ITY, eop4ee-ef records and
reports an receipts, relatingeipts and
u-r-
month. Sueh ecords and parts shall be as
customarily prepared by SMG at similar facilities
operated by CMG. SMG shall submit, within twenty-
five (25) days following the close of each month or
as reasonably prescribed by the City, copies of
records and reports related to the receipts and
expenditures of all events occurring during such
months. Such records and reports shall be as
customarily prepared by SMG at other SMG-managed
facilities and shall include a comparison of
revenues and expenses for the corresponding months
in the prior two (2) fiscal years. The City shall
approve all operating expenses before reimbursing
SMG for same, however in no event shall the period
for City' s review and reimbursement for said
operating expenses exceed a reasonable period of
time. The City and SMG shall resolve questionable
expenses within thirty (30) days of submission of
same by SMG.
g. Section I , Subsection C, subclause (r) on page 13 is
deleted in its entirety.
r) SMG agrees to promote and prod
. and opening for the Jaekie Gleason Theater of
the Performing Art MG further agrees that
landmark convert in the Theater, an
• eaturing local or
national talent, suvh as athletic events, a
food festlila = - - - - -
past, present and future and an event linking
event to be produced on a free or ticketed
basis will provide an opportunity for citizens
charge basis,
h. Section I, Subsection C, subclause (s) on pages 13-14 is
amended to read as follows:
s) SMG agrees to promote, solicit and/or produce
on its own, in association with or through a
local or regional promotor, an annual series
of concerts and special entertainment events
during the summer season, at the Jackie Gleason
Theater of the Performing Arts from the period
commencing on May 1st to September 30th of
each year SMG further agrees that the annual
series shall begin during the summer of 1991 ;
shall contain a minimum of five (5) separate
and distinct, major entertainment events and
that th' cost of such a series shall not be
included as an operating expense to the
FACILITY, but that the promotional fund may be
used to fund or offset costs of such a series.
i . Section I , Subsection C, subclause (t) on page 14 is
deleted in its entirety:
t) nns ha Fh nrt,
indirect, o _. . ec- - ings in r) above and
4
aha-1-1—be-a-1114114-11113111-0 f $504y000 a nd-sha-1- -net
be ine—l-udea
FACILITY.
j . The most current copy of the Booking Policy for the
Jackie Gleason Theater of the Performing Arts and the
Convention Center, as approved by the Mayor and City
Commission, is attached hereto as Exhibit "D" , as same is
referenced in Section I, Subsection C, subclause (w) on
page 15.
k. Section I, Subsection C, subclause (aa) on page 16 is
amended as follows:
SMG agrees to act as a collection agent for the
CITY on Sales Tax and shall remit to the State of
Florida said Sales Tax. In return fo
as a collection agent for the CITY, any di3counts
en-the remittance of Sales Tax shall be revenues to
EMG and will not be included in the computation of
additional percentage fees. Sales Tax shall not be
included in revenues for the FACILITY.
1 . Section I , Subsection C, subclause (ee) on page 18 is
amended as follows:
SMG shall have the sole authority, subject to the
Booking Polices set forth as Exhibit D, to approve
the scheduling of any event in the Convention
Center within the twenty-four (24) month booking
window and all events int eh Theater provided such
events are those which have been traditionally
scheduled in the FACILITY.Events of a non-
traditional nature, including multi-year contracts,
shall be subject to the review and recommendations
of p •- the Miami Beach Convention Center
Advisory Board prior to scheduling.
m. The following subclause " (ff) " is added at the end of
Section I, Subsection C on page 18.
ff) "SMG shall provide a monthly lease agreement
contract status report to the City and the
Miami Beach Convention Center Advisory Board. "
n. Section I , Subsection D, subclause (b) on pages 19-20 is
amended as follows:
b) The purchase or expenditure for any capital
items, as hereinafter defined, related to the
operation of the FACILITY, in excess of
$500. 00 shall not be construed or
determined to be an operating expense, under
this Agreement, for the purpose of determining
any additional percentage fee to be earned by
SMG. Capital items, shall be defined to
include all fixtures, signs, displays,
equipment , machinery, appurtenances ,
ons: sys .ems (including,
�_mnro�rPmeT ��-:9, : tern+ia _ g:
but to limited to, plum biLg system, electrical
system, wiring and conduits, heating and air
conditioning systems) , and items of identical
or similar nature and character, including,
for example, seats and chairs, which are
replaced and/or repaired in multiple units
contemporaneously. The expense sum for such
repairs, maintenance or replacement for
multiple units shall be the total cost of same
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for all such multiple units.
o. Section II , entitled "Employees, " shall be deleted in its
entirety.
P. Section III , Subsection A on pages 24-25 is amended as
follows:
A. Management Fee. As partial compensation to
SMG for providing the services herein
specified, the CITY shall pay SMG, for the
term of this Agreement, a management fee. The
management fee shall be $200, 000 annually,
payable in twelve (12) equal monthly
installments of $16, 666. 67 each, on the first
day of each month of the term. The management
fee shall be adjusted annually by the annual
percentage change in the Consumer Price Index
for all South Florida Urban Consumers (CPI-U) ,
U.S. City Average All Items" , as maintained by
the U.S. Department of Labor, Bureau of Labor
Statistics using July 1990 as base year. SMG
agrees that annual adjustment resulting from
the aboveCPl--J will not exceed five (5%)
percent in any one year.
q. The first three (3) paragraphs of Section III, Subsection
B on page 25 shall be deleted in their entirety and
replaced with the following:
B. ' Additional Percentage Fee. In addition to the
entitled to, and shall receive from the CITY,
as a balance of this compensation, the
follow-11w+
r
1) A sum equal to ten (10%) percent of
the amount by which revenues, for
ear, Burin
of this Agreement, exceeds
PLUS
e° a - - - -
of the amount by which $5, 350, 000,
the "ex:- - - - - - - e Ant s
operating expenses for each contract
year.
B. Incentive Fee. In addition to the management
fee set forth above, SMG shall be entitled to, and
shall receive from the City, an annual incentive
fee for each contract year during the term of this
Agreement, consisting of the Base Incentive Fee for
such year {as defined below) and all or a portion
of an Additional Incentive Fee for such year ( as
defined below) .
i . The "Bae Incentive Fee" for any contract year
shall be based on (a) the amount, if any, by which
revenues _for yeah~ exceed three mill ion two
hundred thousand dollars (3 , 200, 000) (such excess
being referred to herein as the "Revenue
Increase") , and (b) the amount, if any, by which
the actual operating expenses incurred for such
year are less than the expenses indicated in the
approved appropriation budget for such year (such
amount being referred to herein as the "Expense
Savings") , and shall be equal to the aggregate of
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the following amounts:
1. Ten percent (10%) of the amount of the
Revenue Increase from 0 - $200, 000.
2 . Fifteen Percent (15%) of the amount of
the Revenue Increase from $200, 000 to
$400, 000
3 . Twenty percent (20%) of the amount of the
Revenue Increase in excess of $400, 000.
4 . Ten percent (10%) of the amount of the
Expense Savings from 0-$50, 000
5. Fifteen percent (15%) of the amount of
the Expense Savings from $50, 000 -
$100, 000
6. Twenty percent (20%) of the amount of the
Expense Savings in excess of $100, 000.
ii . Notwithstanding anything contained herein, the
amount of Base Incentive Fee payable to SMG for any
contract year shall not exceed seventy five percent
(75%) , or $150, 000 +CPI (as referenced in Section
III, Subsection A) , of the "maximum potential
incentive fee" payable to SMG pursuant to (a) below
(the "maximum potential incentive fee an amount of
fixed management fees paid to SMG for such contract
Year) .
iii. The "Additional Incentive Fee" for any
contract year shall be an amount equal to twenty-
five percent (25%) , or $50, 000 +CPI (as referenced
in Section III, Subsection A) , of the maximum
potential incentive fee payable to SMG for such
contract year. SMG shall be entitled to all or a
portion of the Additional Incentive Fee for any
contract year based on its performance with respect
to the following qualitative criteria during such
year. Each of the criteria has been assigned a
weighted value. At the end of each contract year,
the City will evaluate and assign a point value up
to the values indicated, to SMG' s performance under
such criteria. The amount of points assigned will
determine the percentage of the Additional
Incentive Fee payable to SMG for such year.
(1) Maintenance of facilities and equipment
(50 points)
(2) Contract Compliance and Marketing (40
points)
(3) Community Involvement - by SMG personnel
stationed at FACILITY (10 points.)
r. Section III , SubLection B, subclause (a) on page 25 is
amended as follows!
a) SMG agrees that the above additional
percentage f ce Annual Incentive Fees for any
one contract year will not exceed the
management fee for the same contract year.
s. Section III, Subsection B, subclause (c) on page 26 is
amended as follows:
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c) Revenues for the FACILITY shall be defined to
include, but not limited to:
1) Event ticket proceeds,
2-1) Rental income;
42) Concession income;
43) Merchandise sales income;
Advertising sales income;
65) Equipment rental fees;
46) Utility income;
$7) Box Office income;
48) Miscellaneous operating income.
t. Section III , Subsection B, subclause (f) on pages 27-28
amended to read as follows:
f) All travel and professional expenses el
individuals must be approved by the City, in
advance, as part of its budget review process,
and shall be paid when included in the agreed
annual budget. not employed at the FACILITY,
shall be paid wh- - -ed
a-n All non-budgeted travel and
professional expenses of an extraordinary
nature shall be paid only with the prior
written approval of the City.
u. Section III, Subsection B, subclause (i) on page 28 is
deleted in its entirety.
i) CMG and the CITY agree to adjust the Expense
Threshold for changes to utility consumption
and utility expenditures of plus minus ten
percent (1 0 ; .
v. The following subclause " (i) " is added at the end of
Section III, Subsection B on page 28 .
i), At the request of the City of Miami Beach, SMG
is to operate, manage, and be responsible for
the Senior Citizen Benefit sale of tickets.
The revenues received from the sale of Senior
Citizen tickets will not be part of the
revenue of SMG. Only direct expenses will be
reimbursed to SMG.
w. The following subclause " (j) " is added at the end of
Section III, Subsection B on page 28:
11 City shall have prior approval as to the
retention and use of outside legal counsel.
This expense shall be considered an operating
expense.
x. Section IV, Subsection B, subclause (b) on page 30 is
deleted in its entirety and replaced with the following:
b) Prior to --March - , 1 9 9 , s shall
4 eq& er e :ct art— nventory of all
expendable r- uIpment and fixed
assets of the FACILITY and shall attach a copy
of the re . - . - - . -ntory, signed by an
au-- h-e-r-i-zed re p r es- - - - . - - to
- ° • - - ••- , The cos 7 o f
preparing such1f conductc
supervised--by a t- ' party, shall be borne-by
the CITY. SMG will conduct and submit to the
8
-4114111111111
City an inventory of all capital equipment and
fixed assets of the FACILITY by July 30th of
each contract year.
Y. Section V, Subsection C on page 33 is amended as follows:
C. Quality of Service. The parties agree that
the CITY shall have the power to review and
monitor SMG's activities, operations,
management and maintenance of the FACILITY,
including but not limited to the following:
Review of all service contracts
between SMG and contractors prior to
acceptance of same by SMG, but only
should such service contracts exceed
the term of the Agreement herein.
The Convention Center Advisory Board
shall review all service contracts
prior to the acceptance in
conjunction with the budget review
process.
z . Section X, Subsection A on page 42 is amended as follows:
If to SMG:
Mr. Thomas Gibson
President and CEO
S•ectacor Mana•ement Grou.
701 Market Street, 4th Street
Philadelphia, PA 19106
William M. Goldstein, Esq.
Drinker, Biddle, Reath
1345 Chestnut Street,
Philadelphia, PA 19107-3496
SMG General Manager
1901 Convention Center Drive
Miami Beach, Florida 33139
4 . SMG agrees to submit all press releases concerning the
facility to the City.
5. The Management Agreement, except as amended hereby, shall
in a l l respects remain in full force and effect.
IN WITNESS WHEREOF, the parties hereunto set their hands and
seals on the date and year first written above.
SPECTACOR MANA' E► ENT GROUP
. 14144
•R S DENT(AI_ A
-1-1 (44'8i ,#
SEC'ETARY
TEST: v
t4. 7
CI Y OF t'II1\MI BEA H
A 0"
ATTEST:
� _~ FORM APPROVED
f J x,A
CITY CLERK —
LEG , DEPT.c:\wp51\data\smgamend. 7:-/
9 By\
Date `---V/2/2:3
Uls1ljl1N L
RESOLUTION NO. 93-2081oish. 8
Authorizing the Mayor and City Clerk to
execute a second amendment to the
agreement between Spectacor Management
• Group.