Resolution 2022-32287 RESOLUTION NO: 2022-32287
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM,
AMENDMENT NO. 5 TO THE CONCESSION AGREEMENT BETWEEN THE
CITY AND FIRST CLASS PARKING SYSTEMS, LLC ("CONCESSIONAIRE"),
TO PROVIDE VALET PARKING SERVICES AT THE FILLMORE MIAMI BEACH
AT JACKIE GLEASON THEATER (FILLMORE), MIAMI BEACH CONVENTION
CENTER, AND OTHER CITY PROPERTIES, AS MAY BE REQUIRED,
PURSUANT TO REQUEST FOR PROPOSALS (RFP) NO. 2018-11-WG; SAID
AMENDMENT EXTENDING THE TERM ON A MONTH-TO-MONTH BASIS AND
REDUCING THE MONTHLY MINIMUM GUARANTEE PAYMENT BY 20%,
FROM $17,900.00 TO $14,320.00 TO ADDRESS CONCESSIONAIRE'S
REDUCED VALET PARKING SERVICE REVENUES RESULTING FROM THE
CLOSURE OF THE FILLMORE; AND FURTHER AUTHORIZING THE CITY
MANAGER TO EXECUTE THE FINAL NEGOTIATED AMENDMENT.
WHEREAS, on July 25, 2018, the Mayor and City Commission adopted Resolution
Number 2018-30399, approving the award of Request for Proposals ("RFP") No. 2018- 166-
WG for valet parking services on City-owned property (the "REP") to First Class Parking
System, LLC ("Concessionaire"); and
WHEREAS, on November 26, 2018, the City and Concessionaire executed the
Agreement with respect to the valet parking services at The Fillmore Miami Beach at Jackie
Gleason Theater (the "Fillmore"), the Miami Beach Convention Center (the "Convention
Center"), and other City properties, as may be required for an initial term of one (1) year,
commencing on November 1, 2018 and ending on October 31, 2019, with four (4) additional
one-year renewal terms, subject to approval of the City Manager; and
WHEREAS, on November 1, 2019, the City and Concessionaire executed
Amendment No. 1 to the Agreement, approving the first one-year renewal term, beginning
on November 1, 2019 and ending on October 31, 2020, and modifying the financial terms as
contemplated under the Agreement during each annual renewal term; and
WHEREAS, due to the impacts of the COVID-19/novel Coronavirus pandemic, the
parties agreed to suspend services under the Agreement, effective April 1, 2020
("Suspension Date") and through the date the Parking Department Director would determine
that services could resume ("Suspension Period"), which agreement is memorialized in a
letter agreement dated March 27, 2020; and
WHEREAS, on September 25, 2020, the City and Concessionaire executed
Amendment No. 2 to the Agreement, to correct the commencement date of the Agreement
to reflect October 1, 2018, and, accordingly, correct the contract year to start October 1st and
end September 30th; and to clarify Section 3.2.3 of the Agreement; and
WHEREAS, Amendment No. 2 also reflected that during the Suspension Period, the
Venues may require valet services, on a demand basis ("Temporary Services"), and that
Concessionaire would exclusively provide such valet services from the Effective Date of
1
Amendment No. 2 (September 25, 2020) and continuing through and including the expiration
date of the Suspension Period or January 31, 2021, whichever occurred first ("Temporary
Services Period"); and
WHEREAS, during the Temporary Services Period, the Concession Fees set forth in
Section 3.2 of the Agreement, including the Minimum Guarantee of $17,900 a month, the
Excess Transaction Fee and Percentage of Gross Receipts (collectively, the "Concession
Fees")were abated and replaced with a Concession Fee equal to twelve percent (12%) of
the monthly Gross Receipts for all transactions; and
WHEREAS, the valet operations at the Convention Center and the Fillmore were
Concessionaire's primary source of revenue under the Agreement, and as of December
2020, these venues remained closed, with any future re-opening requiring a ramp up period;
and
WHEREAS, on January 13, 2021, the Mayor and City Commission adopted Resolution
No. 2021-31543, approving Amendment No. 3 to the Agreement; said Amendment extending the
Temporary Services Period through the earlier of September 30, 2021 or such time as. the
Convention Center bookings resumed operations at pre-pandemic booking levels; and
WHEREAS, on March 2022, the Convention Center reported that its staffing levels
were at approximately 80% and its bookings at approximately 90%, as compared to pre-
pandemic levels; and
WHEREAS, due to the delays in the ramp up period for the Convention Center,
Concessionaire requested that the City extend the reduced Concession Fee payments, as
established in Amendment No. 3, through March 31, 2022; and
WHEREAS, although the Convention Center had not quite reached pre-pandemic
booking levels by March 31,2022, the Concessionaire agreed to resume payment of the
Concession Fees which were required under the Agreement prior to the commencement of
the COVID-19 pandemic for the period commencing April 1, 2022 and ending September 30,
2022; and
WHEREAS, on April 6, 2022, the Mayor and City Commission adopted Resolution
No. 2022-32100, approving Amendment No. 4 to the Agreement; said Amendment modifying
the concession fee payments to reflect the Concessionaire's agreement to resume payment
of Concession Fees as due under the original agreement for the period commencing April 1,
2022 and ending September 30, 2022; and
WHEREAS, Live Nation Worldwide, Inc. manages the Fillmore pursuant to a
Management Agreement dated June 22, 2007 between the City and Live Nation (the
"Management Agreement"); and
WHEREAS, on July 25, 2018, the Mayor and City Commission adopted Resolution
No. 2018-30425, approving a lease agreement (the "Hotel Lease") between the City and MB
Mixed Use investment, LLC (the "Developer") approving the construction and development
of the Miami Beach Convention Center Hotel (the "Hotel Project") at the site defined in the
Hotel Lease (the "Site"); and
2
WHEREAS, on March 4, 2020, the City and the Developer entered into an early
access agreement (the "Early Access Agreement") to grant access to the Developer to the
Site and to certain other areas, including certain portions of the Fillmore, so that the
Developer may perform certain pre-construction activities (the "Early Work") that would
accelerate the timeline for construction of the Hotel Project; and
WHEREAS, on May 25, 2022, the Mayor and City Commission adopted Resolution
2022-32174, approving Amendment No. 5 to the Management Agreement pursuant to which
the City and Live Nation agreed to close the Fillmore on a temporary basis to enable the
Developer to execute some of the Early Work affective the Fillmore in a safer and more
expeditious manner; and
WHEREAS, Concessionaire's revenues will be reduced as a result of the temporary
closure of the Fillmore; and
WHEREAS, to address the anticipated reduction in Concessionaire's revenues, the
City and Concessionaire desire to adjust the financial terms of the Agreement during the
closure of the Fillmore; and
WHEREAS, instead of exercising its option to renew the Term of the Agreement for
an additional year, the City and Concessionaire agree that the Agreement shall remain in
effect on a month-to-month basis; and
WHEREAS, based on the foregoing, the City Manager recommends approving in
substantial form, Amendment No. 5 to the Agreement, a draft of which is attached to the City
Commission Memorandum accompanying this Resolution; said draft Amendment No. 5
containing the essential terms of the amendment, subject to final negotiation by the City
Manager and approval as to form by the City Attorney.
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. 5 to the Concession
Agreement between the City and First Class Parking Systems, LLC("Concessionaire"),to provide
valet parking services at the Fillmore, at the Jackie Gleason Theater of the Performing Arts, Miami
Beach Convention Center, and other City properties, as may be required, pursuant to Request
for Proposals (RFP) No. 2018-11-WG; said amendment extending the term on a month-to-month
basis and reducing the monthly Minimum Guarantee by 20%, from $17,900.00 to $14,320.00, to
address Concessionaire's reduced valet parking service revenues resulting from the closure of
the Fillmore; and further authorizing the City Manager to execute the final negotiated amendment.
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PASSED and ADOPTED this 1 y day of September 2022.
ATTEST:
Dan Gelber, Mayor
Rafael E. Granado, City Clerk
SEP 2 1 20? % tlt!(ORP�O�ATED s'
APPROVED AS TO
FORM & LANGUAGE
OR EXECUTION
City Attorney .a Dote
•
Resolutions-C7 R
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Alina T. Hudak, City Manager
DATE: September 14, 2022
SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM,
AMENDMENT NO. 5 TO THE CONCESSION AGREEMENT BETWEEN THE
CITY AND FIRST CLASS PARKING SYSTEMS, LLC
("CONCESSIONAIRE"), TO PROVIDE VALET PARKING SERVICES AT
THE FILLMORE MIAMI BEACH AT JACKIE GLEASON THEATER
(FILLMORE), MIAMI BEACH CONVENTION CENTER, AND OTHER CITY
PROPERTIES, AS MAY BE REQUIRED, PURSUANT TO REQUEST FOR
PROPOSALS (RFP) NO. 2018-11-WG; SAID AMENDMENT EXTENDING
THE TERM ON A MONTH-TO-MONTH BASIS AND REDUCING THE
MONTHLY MINIMUM GUARANTEE PAYMENT BY 20%, FROM$17,900.00 TO
$14,320.00 TO ADDRESS CONCESSIONAIRE'S REDUCED VALET
PARKING SERVICE REVENUES RESULTING FROM THE CLOSURE OF
THE FILLMORE; AND FURTHER AUTHORIZING THE CITY MANAGER TO
EXECUTE THE FINAL NEGOTIATED AMENDMENT.
RECOMMENDATION
Adopt the Resolution.
BACKGROUND/HISTORY
On July 25, 2018, the Mayor and City Commission adopted Resolution Number 2018-30399,
approving the award of Request for Proposals ("RFP") No. 2018- 166-WG for valet parking
services on City-owned property (the "RFP") to First Class Parking System, LLC
("Concessionaire").
On November 26, 2018, the City and Concessionaire executed the Agreement with respect to
the valet parking services at The Fillmore Miami Beach at Jackie Gleason Theater (the
"Fillmore"), the Miami Beach Convention Center (the "Convention Center"), and other City
properties, as may be required for an initial term of one (1)year, commencing on November 1,
2018 and ending on October 31, 2019, with four (4) additional one-year renewal terms, subject
to approval of the City Manager.
On November 1, 2019, the City and Concessionaire executed Amendment No. '1 to the
Agreement, approving the first one-year renewal term, beginning on November 1, 2019 and
Page 438 of 1700
ending on October 31, 2020, and modifying the financial terms as contemplated under the
Agreement during each annual renewal term.
Due to the impacts of the COV I D-19/novel Coronavirus pandemic, the parties agreed to
suspend services under the Agreement, effective April 1, 2020 ("Suspension Date") and
through the date the Parking Department Director would determine that
services could resume ("Suspension Period"), which agreement is memorialized in a letter
agreement dated March 27, 2020.
On September 25, 2020, the City and Concessionaire executed Amendment No. 2 to the
Agreement, to correct the commencement date of the Agreement to reflect October 1, 2018,
and, accordingly, correct the contract year to start October 1st and end September 30th; and to
clarify Section 3.2.3 of the Agreement.
Amendment No. 2 also reflected that during the Suspension Period, the Venues may require
valet services on a demand basis ("Temporary Services"), and that Concessionaire would
exclusively provide such valet services from the Effective Date of Amendment No. 2
(September 25, 2020) and continuing through and including the expiration date of the
Suspension Period or January 31, 2021, whichever occurs occurred first("Temporary Services
Period").
During the Temporary Services Period, the Concession Fees set forth in Section 3.2 of the
Agreement, including the Minimum Guarantee of$17,900 a month, the Excess Transaction Fee
and Percentage of Gross Receipts (collectively, the "Concession Fees")were abated and
replaced with a Concession Fee equal to twelve percent (12%) of the monthly Gross Receipts
for all transactions.
The valet operations at the Convention Center and the Fillmore were Concessionaire's primary
source of revenue under the Agreement, and as of December 2020, these venues remained
closed, with any future re-opening requiring a ramp up period.
On January 13, 2021, the Mayor and City Commission adopted Resolution No. 2021-31543,
approving Amendment No. 3 to the Agreement; said Amendment extending the Temporary
Services Period through the earlier of September 30, 2021 or such time as the Convention
Center bookings resumed operations at pre-pandemic booking levels. On March 2022, the
Convention Center reported that its staffing levels were at approximately 80% and its bookings at
approxdnrately 90%, as compared to pre-pandemic levels.
Due to the delays in the ramp up period for the Convention Center, Concessionaire requested
that the City extend the reduced Concession Fee payments, as established in Amendment No.
3, through March 31, 2022 and although the Convention Center had not quite reached pre-
pandemic booking levels by March 31,2022, the Concessionaire agreed to resume payment of
the Concession Fees which were required under the.Agreement prior to the commencement of
the COVI D-19 pandemic for the period commencing April 1, 2022 and ending September 30,
2022.
On April 6, 2022, the Mayor and City Commission adopted Resolution No. 2022-32100,
approving Amendment No. 4 to the Agreement; said Amendment modifying the concession fee
payments to reflect the Concessionaire's agreement to resume payment of Concession Fees
Page 439 of 1700
as due under the original agreement for the period commencing April 1, 2022 and ending
September 30, 2022.
Live Nation Worldwide, Inc. manages the Fillmore pursuant to a Management Agreement dated
June 22, 2007 between the City and Live Nation (the"Management Agreement").
On July 25, 2018, the Mayor and City Commission adopted Resolution No. 2018-30425,
approving a lease agreement (the "Hotel Lease") between the City and MB Mixed Use
investment, LLC (the "Developer") approving the construction and development of the Miami
Beach Convention Center Hotel (the "Hotel Project")at the site defined in the Hotel Lease (the
"Site").
On March 4, 2020, the City and the Developer entered into an early access agreement (the
"Early Access Agreement") to grant access to the Developer to the Site and to certain other
areas, including certain portions of the Fillmore, so that the Developer may perform certain pre-
construction activities (the"Early Worm")that would accelerate the timeline for construction of the
Hotel Project.
On May 25, 2022, the Mayor and City Commission adopted Resolution 2022-32174, approving
Amendment No. 5 to the Management Agreement pursuant to which the City and Live Nation
agreed to close the Fillmore on a temporary basis to enable the Developer to execute some of
the Early Work regarding the Fillmore in a safer and more expeditious manner.
ANALYSIS
Concessionaire's revenues will be reduced as a result of the temporary closure of the
Fillmore. To address the anticipated reduction in Concessionaire's revenues, the City and
Concessionaire desire to adjust the financial terms of the Agreement during the closure of the
Fillmore by reducing the monthly Minimum Guarantee by 20%,from $17,900 to $14,320.
In the circumstances, instead of exercising its option to renew the Term of the Agreement for an
additional year, the City and Concessionaire have agreed that the Agreement shall remain in
effect on a month-to-month basis.
SUPPORTING SURVEY DATA
n/a
FINANCIAL INFORMATION
n/a
Amount(s)/Account(s):
n/a
CONCLUSION
Based on the foregoing, the City Manager recommends approving in substantial form,
Amendment No. 5 to the Agreement.
Applicable Area
Not Applicable
Page 440 of 1700
Is this a"Residents Right Does this item utilize G.O.
to Know" item. pursuant to Bond Funds?
City Code Section 2-14?
Yes No
Legislative Tracking
Parking
ATTACHMENTS:
Description
o Resolution
o Amendment No. 5
Page 441 of 1700
AMENDMENT NO. 5 TO CONCESSION AGREEMENT
BETWEEN
THE CITY OF MIAMI BEACH, FLORIDA
AND
FIRST CLASS PARKING SYSTEMS LLC.
TO PROVIDE VALET PARKING SERVICES AT THE FILLMORE AT THE JACKIE GLEASON
THEATER OF THE PERFORMING ARTS, MIAMI BEACH CONVENTION CENTER, AND
OTHER CITY PROPERTIES, AS MAY BE REQUIRED, PURSUANT TO REQUEST FOR
PROPOSALS (RFP) NO. 2018-11-WG
This Amendment No. 5 ("Amendment")to the Concession Agreement, dated November 27,
2018 (Agreement), by and between the City of Miami Beach, Florida, a municipal
corporation organized and existing under the laws of the State of Florida, having its principal
place of business at 1700 Convention Center Drive, Miami Beach, Florida 33139 (the "City"),
and First Class Parking Systems LLC, a Florida limited liability company, with offices at
12550 Biscayne Boulevard, Suite 207, Miami, Florida, 33181 ("Concessionaire"); is entered
into this day of , 2022:
RECITALS
WHEREAS, on July 25, 2018, the Mayor and City Commission adopted Resolution
Number 2018-30399, approving the award of Request for Proposals ("RFP") No. 2018- 166-
WG for valet parking services on City-owned property(the "RFP")to Concessionaire; and
WHEREAS, on November 26, 2018, the City and Concessionaire executed the
Agreement with respect to the valet parking services at The Fillmore Miami Beach at Jackie
Gleason Theater (the "Fillmore"), the Miami Beach Convention Center (the "Convention
Center"), and other City properties, as may be required, for an initial term of one (1) year,
commencing on November 1, 2018 and ending on October 31, 2019, with four (4)additional
one-year renewal terms, subject to approval of the City Manager; and
WHEREAS, on November 1, 2019, the City and Concessionaire executed
Amendment No. 1 to the Agreement, approving the first one-year renewal term, beginning
on November 1, 2019 and ending on October 31, 2020, and modifying the financial terms as
contemplated under the Agreement during each annual renewal term; and
WHEREAS, due to the impacts of the COVID-19/novel Coronavirus pandemic, the
parties agreed to suspend services under the Agreement, effective April 1, 2020
("Suspension Date")and through the date the Parking Department Director would determine
that services could resume ("Suspension Period"), which agreement was memorialized in a
letter agreement dated March 27, 2020; and
WHEREAS, on September 25, 2020, the City and Concessionaire executed
Amendment No. 2 to the Agreement, to correct the commencement date of the Agreement
to reflect October 1, 2018, and, accordingly, correct the contract year to start October 1st and
end September 30th; and to clarify Section 3.2.3 of the Agreement; and
WHEREAS, Amendment No. 2 also reflected that during the Suspension Period, the
Venues may require valet services, on a demand basis ("Temporary Services"), and that
Concessionaire would exclusively provide such valet services from the Effective Date of
Amendment No. 2 (September 25, 2020)and continuing through and including the expiration
1
Page 446 of 1700
date of the Suspension Period or January 31, 2021, whichever occurred first ("Temporary
Services Period"); and
WHEREAS, during the Temporary Services Period, the Concession Fees set forth in
Section 3.2 of the Agreement, including the Minimum Guarantee of $17,900 a month, the
Excess Transaction Fee and Percentage of Gross Receipts (collectively, the "Concession
Fees") were abated and replaced with a Concession Fee equal to twelve percent (12%) of
the monthly Gross Receipts for all transactions; and
WHEREAS, the valet operations at the Convention Center and the Fillmore were
Concessionaire's primary sources of revenue under the Agreement, and as of December
2020, these venues remained closed, with any future re-opening requiring a ramp up period;
and
WHEREAS, on January 13, 2021, the Mayor and City Commission adopted Resolution
No.2021-31543, approving Amendment No. 3 to the Agreement; said Amendment extending the
Temporary Services Period through the earlier of September 30, 2021 or such time as the
Convention Center bookings resumed operations at pre-pandemic booking levels; and
WHEREAS, in March 2022, the Convention Center reported that its staffing levels
were at approximately 80% and its bookings at approximately 90%, as compared to pre-
pandemic levels; and
WHEREAS, due to the delays in the ramp up period for the Convention Center,
Concessionaire requested that the City extend the reduced Concession Fee payments, as
established in Amendment No. 3, through March 31, 2022; and
WHEREAS, although the Convention Center had not quite reached pre-pandemic
booking levels by March 31, 2022, the Concessionaire agreed to resume payment of the
Concession Fees which were required under the Agreement prior to the commencement of
the COVID-19 pandemic for the period commencing April 1, 2022 and ending September 30,
2022; and
WHEREAS, on April 6, 2022, the Mayor and City Commission adopted Resolution
No.2022-32100, approving Amendment No.4 to the Agreement; said Amendment modifying
the concession fee payments to reflect the Concessionaire's agreement to resume payment
of Concession Fees as due under the original agreement for the period commencing April 1,
2022 and ending September 30, 2022; and
WHEREAS, Live Nation Worldwide, Inc. manages the Fillmore pursuant to a
Management Agreement dated June 22, 2007 between the City and Live Nation (the
"Management Agreement"); and
WHEREAS, on July 25, 2018, the Mayor and City Commission adopted Resolution
No. 2018-30425, approving a lease agreement(the "Hotel Lease") between the City and MB
Mixed Use investment, LLC (the "Developer') approving the construction and development
of the Miami Beach Convention Center Hotel (the "Hotel Project") at the site defined in the
Hotel Lease (the "Site"); and
2
Page 447 of 1700
WHEREAS, on March 4, 2020, the City and the Developer entered into an early
access agreement (the "Early Access Agreement") to grant access to the Developer to the
Site and to certain other areas, including certain portions of the Fillmore, so that the
Developer may perform certain pre-bonstruction activities (the "Early Work") that would
accelerate the timeline for construction of the Hotel Project; and
WHEREAS, on May 25, 2022, the Mayor and City Commission adopted Resolution
2022-32174, approving Amendment No. 5 to the Management Agreement pursuant to which
the City and Live Nation agreed to close the Fillmore on a temporary basis to enable the
Developer to execute some of the Early Work affective the Fillmore in a safer and more
expeditious manner; and
WHEREAS, Concessionaire's revenues will be reduced as a result of the temporary
closure of the Fillmore; and
WHEREAS, to address the anticipated reduction in Concessionaire's revenues, the
City and Concessionaire desire to adjust the financial terms of the Agreement during the
closure of the Fillmore; and
WHEREAS, instead of exercising its option to renew the Term of the Agreement for
an additional year, the City and Concessionaire agree that the Agreement shall remain in
effect on a month-to-month basis.
NOW, THEREFORE, in consideration of the mutual promises and conditions contained
herein,and other good and valuable consideration,the receipt and sufficiency of which are hereby
acknowledged, the City and Concessionaire hereby agree to amend the Agreement as follows:
1. ABOVE RECITALS: CAPITALIZED TERMS.
The above recitals are true and correct and are incorporated as part of this
Amendment. Capitalized terms used herein and not otherwise defined shall have
the meanings given to them in the Agreement.
2. MODIFICATIONS.
a. The Agreement shall remain effective beyond the expiration of the current renewal
term on a month-to-month basis commencing on October 1, 2022 and ending at
such time as the agreement is terminated and/or the Parties enter into a new
agreement for valet parking services at City properties.
b. The Agreement is hereby amended to reduce the monthly Minimum Guarantee
payment due pursuant to Section 3.2.1 by 20% from $17,900.00 to $14,320.00,
such reduction to apply from October 1, 2022 until the first day of the month that
occurs after the month in which the Fillmore reopens to the public for the .
3. RATIFICATION,
Except as amended herein, all other terms and conditions of the Agreement shall
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Page 448 of 1700
remain unchanged and in full force and effect. Without limiting the foregoing, none of
the modifications contained in this Amendment shall be construed as a waiver or
modification of the City's right to terminate the Agreement for convenience or its right
to enforce any other terms or conditions of the Agreemelit. In the event there is a
conflict between the provisions of this Amendment and the Agreement, the provisions
of this Amendment shall govern.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their appropriate officials, as of the date first entered above.
FOR CITY:
ATTEST: CITY OF MIAMI BEACH, FLORIDA
By:
Rafael E. Granado,City Clerk Aline T. Hudak, City Manager
Date
FOR CONCESSIONAIRE:
ATTEST: FIRST CLASS PARKING SYSTEMS LLC
By:
Secretary President
Print Name Print Name
Date
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Page 449 of 1700