Amendment No.5 To Concession Agreement with First Class Parking Systems LLC. •
JAN 2 5 2023
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: NOV 2 8 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 maybe 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
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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. 2022-321.00, 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
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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.
NOW, THEREFORE, in consideration of the mutual promisesand 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.
3. ' RATIFICATION.
Except as amended herein, all other terms and conditions of the Agreement shall
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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 Agreement. 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 OFMIAMI BEACH, FLORIDA
•
By
Rafael E. rang o, City Clerk na T. 1-ludak, City Manager
NOV 2 8 2022
Date
'lNCOS.
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FOR CONCESSIONAIRE:
ATTEST: FIRST C S •PARKING SYSTEMS LLC
By: l
Secretary Presid
,d oe.g,6 ZO tAtA4gA
Print Name Print Name
Date
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APPROVED AS TO
FORM&I.ANGUAGE
8-FOR EXECUTION •
to/I7)zo22
City Attorney Date
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M I AM I BEAC H
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First Class Parking Amendment No.5
I 2 ;
Parking
Monica Beltran John Woodruff
TOr TtA3 I14/2Z
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Type 1—Contract,amendment,change order,or task order resulting from a procurement-issued competitive solicitation.
Type 2—Other contract,amendment,change order,or task order not resulting from a procurement-issued competitive solicitation.
Type 3—Independent Contractor Agreement(ICA) Type 6—Tenant Agreement
Type 4—Grant agreements with the City as the recipient Type 7—Inter-governmental agency agreement
Type 5—Grant agreements with the City as the grantor Type 8—Other:
Amendment No. 5 to the Valet Concession Agreement with First Class Parking reduces the
Minimum Guarantee in their contract by 20%, from $17,900 monthly to $14,320 due to the
closure of the Fillmore for renovations. The agreement is amended until the first day of the
month that occurs after the month in which the Fillmore reopens to the public.
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