Loading...
Drone Shows Services Agreement between CMB and Firefly Drone Shows, LLC Docusign Envelope ID:92999738-3972-4E17-A9B6-573105A6AC3E 2.CS 2.M -- 3 3 Firefly DRONE SHOWS DRONE SHOWS SERVICES AGREEMENT This Drone Shows Services Agreement (together with all exhibits and documents incorporated, this "Agreement") is made and entered on October 16, 2024 ("Effective Date"), between City of Miami Beach, a Florida municipal corporation with offices located at 1700 Convention Center Drive, Miami Beach, FL 33139 ("Client"), and Firefly Drone Shows, LLC, a Michigan limited liability company with offices located at 1920 Opdyke Ct. STE 100, Auburn • Hills, MI 48326 ("Firefly"). Firefly and Client may,without distinction, be individually referred to as a"Party"and collectively as the"Parties". 1. Drone Show and Services. (a) Subject to the terms of this Agreement, Firefly agrees to perform a drone show display or displays consistent with the Scope of Services attached as Exhibit A ("Drone Show"). (b) The performance of the Drone Show will start at the agreed upon time(s) if the launch site is secure and the conditions are safe to proceed as determined by Firefly in its sole discretion. (c) The Parties agree that should unsafe conditions arise during the performance of the Drone Show, as determined by Firefly in its sole discretion, Firefly's Pilot in Command ("PIC") may halt the display. The PIC may resume the Drone Show if the PIC determines that safe conditions are restored. (d) In the event the PIC determines that weather conditions require the cancellation of the Drone Show, the Client shall be required to pay Firefly Drone Shows 50% of the original invoiced amount. (e) If Client wishes to change the scope or performance of the Drone Show, it must submit details of the requested change to Firefly in writing. Firefly will,within a reasonable time after such request, provide Client a written estimate of the time likely required to implement the change and any necessary variations to the fees and expenses arising from the changes. (f) In full and final consideration for the services outlined above, Client agrees to pay Firefly the total amount of fees and expenses stated in the attached invoice("Invoice") attached as Exhibit B. (g) Client shall pay the Invoice by wire transfer, check, or credit card with 3.5% service fee. 50% of the total amount of the Invoice is due upon the signing of this Agreement. The remaining 50% of the total amount of the Invoice is due within 24 hours of the completion of the Drone Show. (h) Upon completion of the Drone Show, cancelation of the Drone Show due to weather, or if the Client cancels the Drone Show, Firefly will have 60 days to invoice ("Additional Expense Invoice") Client for any additional fees,costs, or expenses that the Client previously approved based on changes in scope or performance per Section 1(d) of this Agreement ("Additional Expenses"). The Client agrees to pay the Additional Expenses within 30 days of receiving any Additional Expense Invoice. Client will pay the full amount of the Additional Expense Invoice to Firefly by credit card or check made payable to Firefly Drone Shows, LLC to be delivered to Firefly's address provided in the first paragraph of this Agreement. a? Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E 2. Client's Obligations. (a) Client shall be solely and entirely responsible for the following obligations: (i) Obtaining all necessary permissions from property owners, controllers, or authorized representatives required for the performance of the Drone Show at least seven days before the performance of the Drone Show. (ii) Obtaining all necessary permits required by local governmental agencies at least seven days before the performance of the Drone Show. (iii) Maintaining a safe operating area from which the Firefly crew will work, uninterrupted. (iv) Securing the area of operation to ensure only individuals necessary to the operation ("Participating Persons") are allowed in the area of flight operations as designated by Firefly. (v) Ensuring that only Participating Persons will be permitted within the perimeter of 500 feet from the area of primary flying. (vi) Providing one 20-amp circuit for battery charging (alternatively, Firefly can provide this equipment upon Client's request). (vii) Ensuring that none of the Client's employees, contractors, or representatives are operating a drone within 2500 feet of the Drone Show location during the performance of the Drone Show. (b) Client, and its employees, representatives, and agents, must respond promptly to any Firefly request to provide direction, information, approvals, authorizations, or decisions that are reasonably necessary for Firefly to perform the Drone Show in accordance with the requirements of this Agreement. (c) If Firefly's performance of its obligations under this Agreement is prevented or delayed by any act or omission of Client or its employees, representatives, and agents, Firefly shall not be deemed in breach of its obligations under this Agreement or otherwise liable for any costs, charges, or losses sustained or incurred by Client, in each case, if arising directly or indirectly from such prevention or delay. 3. Cancellation. (a) If Firefly is unable to perform the Drone Show due to (i) the Parties inability to obtain the requisite permissions to perform the Drone Show, (ii)the illness,injury, or death to its employees or personnel who are intended to pilot and coordinate the Drone Show, (iii) or due to the damage or destruction of Firefly's equipment prior to or during transit to the location of the Drone Show (each, an "Unforeseen Event"), and to the extent such Unforeseen Event was not directly caused by Firefly or its personnel, Firefly may cancel the Drone Show and any of its obligations under this Agreement by providing Client notice as soon as reasonably possible before the Drone Show. If a cancellation under this Section 3(a)is required, Firefly will provide Client a full refund of any amounts Client paid to Firefly at the time of cancellation. 2 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E (b) If Client cancels this Agreement more than 30 days before the scheduled date of the Drone Show, the cancellation fee will be 25% of the full Invoice price regardless of whether such fees and expenses are incurred and regardless of whether other external conditions would have prevented the Drone Show from moving forward as scheduled. (c) If Client cancels this agreement less than 30 days, but more than 72 hours before the scheduled date of the Drone Show, the cancellation fee will be 50% of the full Invoice price regardless of whether such fees and expenses are incurred and regardless of whether other external conditions would have prevented the operations from moving forward as scheduled. (d) If Client cancels this agreement less than 72 hours before the scheduled date of the Drone Show, the Client shall pay Firefly the total amount of the Invoice, regardless of whether such fees and expenses are incurred and regardless of whether other external conditions would have prevented the operations from moving forward as scheduled. 4. Statement of Compliance. Firefly complies with federal aviation law. In connection with these obligations, Firefly hereby represents and warrants to Client that Firefly is obligated by federal aviation law to conduct all aerial operations within the limitations stated in Federal Aviation Administration Waiver No: 107W-2020-00311 ("Waiver"). Client represents that nothing in this Agreement shall obligate Firefly to exceed or violate the terms of the Waiver. 5. Insurance. Firefly shall maintain the below required insurance in effect prior to awarding the contract and for the duration of the contract. The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage may be treated as a material breach of the contract, which could result in withholding of payments or termination of the contract. A. Worker's Compensation Insurance for all employees of the Firefly as required by Florida Statute 440, and Employer Liability Insurance for bodily injury or disease. Should the Firefly be exempt from this Statute,Firefly and each employee shall hold the City harmless from any injury incurred during performance of the Contract. The exempt Firefly shall also submit (i) a written statement detailing the number of employees and that they are not required to carry Workers' Compensation insurance and do not anticipate hiring any additional employees during the term of this contract or(ii)a copy of a Certificate of Exemption. B. Commercial General Liability Insurance on an occurrence basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than$1,000,000 per occurrence, and$2,000,000 general aggregate. C. Automobile Liability Insurance covering any automobile, if Firefly has no owned automobiles, then coverage for hired and non-owned automobiles, with limit no less than $1,000,000 combined per accident for bodily injury and property damage. Optional if they are delivering the goods and or service in the City directly. 3 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E Additional Insured - City of Miami Beach must be included by endorsement as an additional insured with respect to all liability policies (except Professional Liability and Workers' Compensation) arising out of work or operations performed on behalf of Firefly including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired or borrowed in the form of an endorsement to Firefly's insurance. Notice of Cancellation - Each insurance policy required above shall provide that coverage shall not be cancelled, except with notice to the City of Miami Beach c/o EXIGIS Insurance Compliance Services. Waiver of Subrogation — Firefly agrees to obtain any endorsement that may be necessary to affect the waiver of subrogation on the coverages required. However, this provision applies regardless of whether the City has received a waiver of subrogation endorsement from the insurer. Acceptability of Insurers — Insurance must be placed with insurers with a current A.M. Best rating of-A:VII or higher. If not rated, exceptions may be made for members of the Florida Insurance Funds (i.e. FWCIGA, FAJUA). Carriers may also be considered if they are licensed and authorized to do insurance business in the State of Florida. Verification of Coverage—Firefly shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this • contract. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive Firefly's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. CERTIFICATE HOLDER MUST READ: City of Miami Beach c/o Exigis Insurance Compliance Services P.O. Box 947 Murrieta,CA 92564 Kindly submit all certificates of insurance, endorsements, exemption letters to our servicing agent,EXIGIS, at: Certificates-rniamibeach@ris kworks.com Special Risks or Circumstances - The City of Miami Beach reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage,or other special circumstances. Compliance with the foregoing requirements shall not relieve Firefly of his liability and obligation under this section or under any other section of this agreement. 4 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E 6. Indemnification. Subject to Section 768.28 of the Florida Statutes, Client shall defend, indemnify, and hold harmless Firefly and Firefly's agents and employees, heirs, representatives, successors, and assigns from and against any costs, losses, claims, liabilities, fines, expenses,penalties, and damages (including reasonable legal fees) in connection with or resulting from (a)any inaccuracy in any representation or breach of any warranty of Client in this Agreement; (b) Client's gross negligence or willful misconduct in performing any of its obligations under this Agreement; (c) a material breach by Client of any of its representations, warranties, covenants, or agreements under this Agreement; or (d) any third-party claim based on, resulting from, or arising out of Client's conduct under this Agreement. Firefly shall defend, indemnify, and hold harmless Client and Client's agents and employees, heirs, representatives, successors, and assigns from and against any costs, losses, claims, liabilities, fines, expenses, penalties, and damages (including reasonable legal fees) in connection with or resulting from (a) any inaccuracy in any representation or breach of any warranty of Firefly in this Agreement; (b)Firefly's gross negligence or willful misconduct in performing any of its obligations under this Agreement; (c) a material breach by Firefly of any of its representations, warranties, covenants, or agreements under this Agreement;or(d) any third-party claim based on, resulting from, or arising out of Firefly's conduct under this Agreement. 7. Intellectual Property. All intellectual property rights, including images, text, graphics, film, audio, audiovisual works, copyrights, patents, patent disclosures, and inventions (whether patentable or not),trademarks,service marks, trade secrets, know-how, and other confidential information, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, derivative works, and all other rights (collectively, "Intellectual Property Rights") in and to the Drone Show, work product,and other materials that are delivered to or for Client under this Agreement shall be owned by Firefly. 8. Confidential Information. a. Confidential Information disclosed by either Party shall be used by the receiving Party solely for the purposes authorized by this Agreement, unless otherwise approved in advance and in writing by the disclosing Party. b. If the receiving Party is legally obliged to disclose any of the Confidential Information, the receiving Party shall promptly notify the disclosing Party so that the disclosing Party may seek a protective order or other appropriate remedy or waive compliance with the terms of this Agreement, at the disclosing Party's sole discretion. 5 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E c. Under this Agreement, "Confidential Information" includes, but is not limited to, Firefly's operating procedures, operations manuals, and any documents marked "Confidential." d. Firefly shall be entitled to injunctive relief for any violation of this Section. 9. Representation and Warranty. a. Firefly represents and warrants to Client that it shall perform the Drone Show using personnel of required skill, experience, and qualifications and in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services and shall devote adequate resources to meet its obligations under this Agreement. b. In the event of a materially defective Drone Show, Firefly shall, in its sole discretion,either: (i) Reperform the Drone Show; or (ii) Credit or refund the price of the Drone Show at the pro rata contract rate. c. The remedies set forth in this section shall be Client's sole and exclusive remedy and Firefly's entire liability for any breach of the limited warranty set forth in this section. d. Except for the warranty set forth above, Firefly makes no warranty related to its services, including any (a) warranty of fitness for a particular purpose; or(b)warranty of title; or (c) warranty against infringement of intellectual property rights of a third party;whether express or implied by law, course of dealing, course of performance,usage of trade, or otherwise. 10. Limitation of Liability. a. IN NO EVENT SHALL FIREFLY BE LIABLE TO CLIENT OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, OR PROFIT, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT(INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT FIREFLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. b. IN NO EVENT SHALL FIREFLY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO FIREFLY PURSUANT TO THIS AGREEMENT. 11. Waiver of Jury Trial. EACH PARTY ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY THAT MAY ARISE UNDER THIS AGREEMENT IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES AND, THEREFORE, EACH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LEGAL ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY. 6 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E 12. Survival. Subject to the limitations and other provisions of this Agreement: (a) the representations and warranties of the Parties contained herein will survive the expiration or earlier termination of this Agreement for 12 months after such expiration or termination; and (b) Sections 6, 7, 8, 9, 10, and 11 of this Agreement, as well as any other provision that, in order to give proper effect to its intent, should survive such expiration or termination, will survive the expiration or earlier termination of this Agreement for the period specified therein, or if nothing is specified for a period of 24 months after such expiration or termination. 13. Relationship of the Parties. The relationship between the Parties is that of independent contractors. Nothing in this Agreement shall give Client the right to instruct, supervise, control, or direct the details and manner of the completion of the Drone Show. Nothing in this Agreement shall be construed as creating any agency,partnership,joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the Parties, and neither Party shall have authority to contract for or bind the other Party. 14. Force Majeure. Firefly shall not be liable or responsible to Client, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Firefly including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion, or hostilities (whether war is declared or not), terrorist threats or acts,riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lock-outs, strikes, or other labor disputes (whether or not relating to either party's workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials, or telecommunication breakdown or power outage. 15. Severability. Tf any provision or portion of this Agreement is found to be invalid,unlawful or unenforceable to any extent, such provision of this Agreement will be enforced to the fullest extent permissible by applicable law so as to affect the intent of the Parties, and the remainder of this Agreement will continue in full force and effect. Upon such determination that any term or other provision of this Agreement is invalid, unlawful, or unenforceable, the Parties hereto shall negotiate in good faith to modify this Agreement to effect the original intent of the Parties as closely as possible in a mutually acceptable manner so that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible. 16. Form of Written Notice. Each Party shall deliver all communications in writing either in person, by certified or registered mail, return receipt requested and postage prepaid, by facsimile or email (with confirmation of transmission), or by recognized overnight courier service, and addressed to the other Party at the addresses that the receiving Party may designate from time to time in accordance with this Section. 17. Choice of Law. This Agreement and all matters arising out of or relating to this Agreement are governed by,and construed under the laws of the State of Florida,without giving effect to any conflict of laws provisions thereof. 18. Cumulative Remedies. The Rights under this Agreement are cumulative and are in addition to any other rights and remedies available at law or in equity or otherwise. 7 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E 19. Assignment. Neither Party may directly or indirectly assign, transfer,or delegate any of or all its rights or obligations under this Agreement, voluntarily or involuntarily, including by change of control, merger (whether such Party is the surviving entity), operation of law, or any other manner, without the prior written consent of the other Party. Any purported assignment or delegation in violation of this Section shall be invalid. 20. Successors and Assigns. This Agreement is binding upon and inures to the benefit of the Parties and their respective successors and permitted assigns. 21.No Third-Party Beneficiaries. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall grant to any other person or entity any legal or equitable right, benefit,or remedy of any nature under or because of this Agreement. 22. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be the same agreement. A signed copy of this Agreement delivered by facsimile, email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement. 23.Waiver. No waiver of any right, remedy, power, or privilege under this Agreement ("Right(s)") is effective unless in a writing signed by the Party charged with such waiver.No failure to exercise, or delay in exercising, any Right operates as a waiver thereof. No single or partial exercise of any Right precludes any other or further exercise thereof or the exercise of any other Right. 24.Amendment and Modification. This Agreement may only be amended or modified in a writing which specifically states that it amends this Agreement and is signed by an authorized representative of each party. 25. Entire Agreement. This Agreement contains the entire understanding of the Parties with respect to the subject matter hereof, and supersedes all prior and contemporaneous written or oral understandings, agreements, representations, and warranties with respect to such subject matter. the Parties may not amend this Agreement except by written instrument signed by the Parties. 26. Electronic Signatures. Each Party agrees that the electronic signatures, whether digital or encrypted, of the Parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. [Signature Page Follows] 8 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date. City of Miami Beach FIREFLY DRONE SHOWS,LLC .GY1T (I* Name: Eric Carpenter By: Kyle Dorosz Its:City Manager Its: President NOV 1 8 2024 17.-y Name: Rafael E. Granado , Its:City Clerk ••••( /;:: i I IICORPVORhTED BCH'?G, APPROVED AS TO FORM & LANGUAGE &FOR EXECUTION ` ,-ia -- 11 N �pity Attorney47/ ate • 9 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E EXHIBIT A SCOPE OF SERVICES Date(s)of Show Performance: December 14th, 2024 Approximate Time of Show Performance: 7:00pm&8:00pm Location of Show Performance 25°46'59.6"N 80°07'42.6"W Quantity of Drones Used Per Show: 400 Drones Duration of Show Performance: 15 Minutes Show Design Description: The Drone Show will be comprised of stock show elements designed by Firefly Drones Shows with the addition of the custom elements as listed below: - Creative TBD Additional Specifications/Comments: Show will take place on the beachfront between 12''and 13' Street. 10 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E EXHIBIT B INVOICE • Firefly Drone Shows I- e 11 5105 Williams Lake Road y Waterford,MI 48329 www.fireflydronesshows.com Estimate ADDRESS ESTIMATE# 1850 City of Miami Beach DATE 07/22/2024 Tourism and Culture EXPIRATION DATE 09/01/2024 Department 1755 Meridian Ave,Ste.500, Miami Beach, FL 33139 JOB NUMBER Holiday 2024 ACTIVITY QTY RATE AMOUNT Drone Light Show-400 Drones, 15 minutes-Date/Time:December 1 80,000.00 80,000.00 14th,2024 @ 7:00pm-Location:Miami Beach,FL Drone Light Show-400 Drones, 15 minutes-Date/Time:December 1 12,000.00 12,000.00 14th,2024 @ 8:00pm-Location:Miami Beach,FL Custom Show Design&Animation-6 Custom Formations(Creative 6 0.00 0.00 TBD) Travel,Logistics,Lodging&Per Diem-5 Person Crew 1 7,000.00 7,000.00 'Discount:$34,000.00 SUBTOTAL 99,000.00 •FAA Waivers and/or Airspace Authorizations are included Firefly synchronized music track included DISCOUNT 34,000,00 TOTAL $65,000.00 Accepted By Accepted Date 11 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E Exhibit C City of Miami Beach -Addendum For the avoidance of doubt, "City" shall mean Customer. 1. INSPECTOR GENERAL AUDIT RIGHTS (A) Pursuant to Section 2-256 of the Code of the City of Miami Beach, the City has established the Office of the Inspector General which may, on a random basis, perform reviews, audits, inspections and investigations on all City contracts, throughout the duration of said contracts. This random audit is separate and distinct from any other audit performed by or on behalf of the City. (B) The Office of the Inspector General is authorized to investigate City affairs and empowered to review past, present and proposed City programs, accounts, records, contracts and transactions. In addition, the Inspector General has the power to subpoena witnesses, administer oaths, require the production of witnesses and monitor City projects and programs. Monitoring of an existing City project or program may include a report concerning whether the project is on time, within budget and in conformance with the contract documents and applicable law. The Inspector General shall have the power to audit, investigate, monitor, oversee, inspect and review operations, activities, performance and procurement process including but not limited to project design, bid specifications, (bid/proposal) submittals, activities of Firefly, its officers, agents and employees, lobbyists, City staff and elected officials to ensure compliance with the contract documents and to detect fraud and corruption. Pursuant to Section 2-378 of the City Code, the City is allocating a percentage of its overall annual contract expenditures to fund the activities and operations of the Office of Inspector General. (C) Upon ten (10) days written notice to Firefly, Firefly shall make all requested records and documents available to the Inspector General for inspection and copying. The Inspector General is empowered to retain the services of independent private sector auditors to audit, investigate, monitor, oversee, inspect and review operations activities, performance and procurement process including but not limited to project design, bid specifications, (bid/proposal) submittals, activities of Firefly its officers, agents and employees, lobbyists, City staff and elected officials to ensure compliance with the contract documents and to detect fraud and corruption. (D) The Inspector General shall have the right to inspect and copy all documents and records in Firefly's possession, custody or control which in the Inspector General's sole judgment, pertain to performance of the contract, including, but not limited to original estimate files, change order estimate files, worksheets, proposals and agreements from and with successful subcontractors and suppliers, all project-related correspondence, memoranda, instructions, financial documents, construction documents, (bid/proposal) and contract documents, back-change Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E documents, all documents and records which involve cash, trade or volume discounts, insurance proceeds, rebates, or dividends received, payroll and personnel records and supporting documentation for the aforesaid documents and records. (E) Firefly shall make available at its office at all reasonable times the records, materials, and other evidence regarding the acquisition (bid preparation) and performance of this Agreement, for examination, audit, or reproduction, until three (3) years after final payment under this Agreement or for any longer period required by statute or by other clauses of this Agreement. In addition: If this Agreement is completely or partially terminated, Firefly shall make available records relating to the work terminated until three(3)years after any resulting final termination settlement; and ii. Firefly shall make available records relating to appeals or to litigation or the settlement of claims arising under or relating to this Agreement until such appeals, litigation, or claims are finally resolved. (F) The provisions in this section shall apply to Firefly, its officers, agents, employees, subcontractors and suppliers. Firefly shall incorporate the provisions in this section in all subcontracts and all other agreements executed by Firefly in connection with the performance of this Agreement. (G) Nothing in this section shall impair any independent right to the City to conduct audits or investigative activities. The provisions of this section are neither intended nor shall they be construed to impose any liability on the City by Firefly or third parties. 2. FIREFLY'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW (A) Firefly 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 Firefly meets the definition of "Contractor" as defined in Section 119.0701(1)(a), Firefly shall: (1) Keep and maintain public records required by the City to perform the service; (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 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 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E authorized by law, for the duration of the contract term and following completion of the Agreement if Firefly 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 Firefly or keep and maintain public records required by the City to perform the service. If Firefly transfers all public records to the City upon completion of the Agreement, Firefly shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Firefly keeps and maintains public records upon completion of the Agreement, Firefly 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. (D) REQUEST FOR RECORDS; NONCOMPLIANCE. (1) A request to inspect or copy public records relating to the City's contract for services must be made directly to the City. If the City does not possess the requested records, the City shall immediately notify Firefly of the request, and Firefly must provide the records to the City or allow the records to be inspected or copied within a reasonable time. (2) Firefly's failure to comply with the City's request for records shall constitute a breach of this Agreement, and the City, at its sole discretion, may: (1) unilaterally terminate the Agreement; (2) avail itself of the remedies set forth under the Agreement; and/or (3) avail itself of any available remedies at law or in equity. (3) Firefly who fails to provide the public records to the City within a reasonable time may be subject to penalties under s. 119.10. (E) CIVIL ACTION. (1) If a civil action is filed against Firefly to compel production of public records relating to the City's contract for services, the court shall assess and award against Firefly the reasonable costs of enforcement, including reasonable attorneys'fees, if: a. The court determines that Firefly unlawfully refused to comply with the public records request within a reasonable time; and b. At least 8 business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that Firefly has not complied with the request, to the City and to Firefly. (2) A notice complies with subparagraph (1)(b) if it is sent to the City's custodian of public records and to Firefly at Firefly's address listed on its contract with the City or to Firefly's registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or shipping paid by the sender and with evidence of delivery, which may be in an electronic format. (3) Firefly who complies with a public records request within 8 business days after the notice is sent is not liable for the reasonable costs of enforcement. (F) IF FIREFLY HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO FIREFLY'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E 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: RAFAELGRANADO@MIAMIBEACHFL.GOV PHONE: 305-673-7411 (G) PROTECTION OF FIREFLY'S TRADE SECRETS AND PROPRIETARY INFORMATION Notwithstanding anything contained in this Addendum to the contrary: (1) Firefly shall have the right to designate specific financial information, competitively sensitive and proprietary information, it considers to contain trade secrets pursuant to Section 119.0715, Florida Statutes, making it exempt from the disclosure otherwise required pursuant to Chapter 119, Florida Statutes and Article I, Section 24 of the Florida Constitution (the "Trade Secret Materials"). To claim trade secret protection for the Trade Secret Materials, Firefly shall provide a sworn affidavit substantially in the form attached hereto as Attachment A (each, a "Trade Secret Affidavit") signed by an officer of Firefly to the City Clerk's Office and the City of Miami Beach Tourism and Culture Department, that includes the following with respect to each separate claimed trade secret document (or page): (a) Identify with specificity each document(s) and each page of a document claimed to contain trade secret information; (b) Provide the detailed factual basis on which the claim of trade secret is made; and (c) Explain in detail the specific element(s) or provision(s) of 688.002(4)that render the information at issue a trade secret exempted from disclosure pursuant to Section 119.0715, Florida Statutes. (2) If Firefly properly complies with the requirements outlined in Section XX, above, and the City subsequently receives a public records request for a document, information or other materials in the City's possession that is marked and certified by Firefly pursuant to a Trade Secret Affidavit to be a trade secret, the City will provide the requestor a copy of the Firefly's sworn affidavit and will promptly notify the Firefly of such request. Firefly shall have a period of thirty (30) calendar days following receipt of such notice from the City to file an action with a court of competent jurisdiction seeking a protective order. If Firefly files an action within such thirty (30) calendar day period, the City will not release the documents at issue pending the outcome of the legal action.The failure to file an action within thirty (30)•calendar days constitutes a waiver of any claim of trade secret protection, and the City will release the document(s) as requested. 3. E-VERIFY Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E (A) Firefly shall comply with Section 448.095, Florida Statutes, "Employment Eligibility" ("E-Verify Statute"), as may be amended from time to time. Pursuant to the E-Verify Statute, commencing on January 1, 2021, Firefly shall register with and use the E-Verify system to verify the work authorization status of all newly hired employees during the Term of the Agreement, provide an affidavit stating that Firefly does not employ, contract with, or subcontract with an unauthorized alien, or, upon the City's written request, otherwise demonstrate Firefly's compliance with Section 448.095 as described therein. Additionally, Firefly shall expressly require any subcontractor performing work or providing services pursuant to the Agreement to utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract Term, as applicable. If Firefly enters into a contract with an approved subcontractor, the subcontractor must provide Firefly with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Firefly shall maintain a copy of such affidavit for the duration of the Agreement or such other extended period as may be required under this Agreement. (B)TERMINATION RIGHTS. (1) If the City has a good faith belief that Firefly has knowingly violated Section 448.09(1), Florida Statutes, the City shall terminate this Agreement with Firefly for cause, and the City shall thereafter have or owe no further obligation or liability to Firefly. (2) If the City has a good faith belief that a subcontractor has knowingly violated the foregoing Subsection 10.9(A), but Firefly otherwise complied with such subsection, the City will promptly notify Firefly and order Firefly to immediately terminate the Agreement with the subcontractor. Firefly's failure to terminate a subcontractor shall be an event of default under this Agreement, entitling City to terminate Firefly's contract for cause. (3) A contract terminated under the foregoing Subsection (B)(1)or(B)(2) is not in breach of contract and may not be considered as such. (4) The City or Firefly or a subcontractor may file an action with the Circuit or County Court to challenge a termination under the foregoing Subsection (B)(1) or (B)(2) no later than 20 calendar days after the date on which the contract was terminated. (5) If the City terminates the Agreement with Firefly under the foregoing Subsection (B)(1), Firefly may not be awarded a public contract for at least 1 year after the date of termination of this Agreement. (6) Firefly is liable for any additional costs incurred by the City as a result of the termination of this Agreement under this Section 10.9. 4. Termination for Convenience by the City THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS CONVENIENCE AND WITHOUT CAUSE, TERMINATE THIS AGREEMENT AND THE SERVICES THEN REMAINING TO BE PERFORMED AT ANY TIME WITHOUT CAUSE BY GIVING WRITTEN NOTICE TO FIREFLY OF SUCH TERMINATION, WHICH SHALL BECOME EFFECTIVE THIRTY (30) DAYS FOLLOWING RECEIPT BY FIREFLY OF SUCH NOTICE. IF THE AGREEMENT IS TERMINATED BY THE CITY AS PROVIDED IN THIS SECTION, THE CITY SHALL COMPENSATE FIREFLY IN ACCORDANCE WITH THE AGREEMENT FOR ALL Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E SERVICES ACTUALLY PERFORMED BY FIREFLY PRIOR TO TERMINATION. NO COMPENSATION SHALL BE DUE TO FIREFLY FOR ANY PROFITS THAT FIREFLY EXPECTED TO EARN ON THE BALANCE OF THE AGREEMENT. SUCH PAYMENTS SHALL BE THE TOTAL EXTENT OF THE CITY'S LIABILITY TO FIREFLY UPON A TERMINATION AS PROVIDED FOR IN THIS SECTION. Docusign Envelope ID:92999738-3972-4E17-A9B6-573105A6AC3E ATTACHMENT A FORM OF TRADE SECRET AFFIDAVIT TRADE SECRET AFFIDAVIT I, the undersigned, being first duly sworn, do hereby state under oath and under penalty of perjury that the following facts are true: 1. I am over the age of eighteen and am a resident of the State of . I have personal knowledge of the facts herein, and, if called as a witness, could testify competently thereto. 2. I am the (position) of (name of corporate entity), a (state) (type of corporate entity), whose principal address is 3. [I consider/My company considers] the information contained [in the document(s) entitled ][on page(s) of the document entitled 1 (the "Trade Secret Information") (DRAFTING NOTE: PROVIDE DETAILED DESCRIPTION OF INFORMATION WITHOUT INCLUDING TRADE SECRET INFORMATION) for the following reasons: (DRAFTING NOTE: EXPLAIN FOR EACH DOCUMENT OR PAGE FOR WHICH TRADE SECRET PROTECTION IS CLAIMED, THE DETAILED FACTUAL BASIS ON WHICH SUCH CLAIM IS MADE.) 4. [I consider/My company considers] the Trade Secret Information to have value and provides an advantage or an opportunity to obtain an advantage over those who do not know or use it. 5. [I have/My company has] taken measures to prevent the disclosure of the Trade Secret Information to anyone other than those who have been selected to have access for limited purposes, and [I intend/my company intends] to continue to take such measures. 6. The Trade Secret Information is not, and has not been, reasonably obtainable without [my/our] consent by other persons by use of legitimate means. 7. The Trade Secret Information is not publicly available elsewhere. 8. [I am][ is]the person to contact in the event a challenge to any information contained in this Affidavit is received. [My][His][Her] mailing address and other contact information are as follows: [DRAFTING NOTE:INSERT NAME, ADDRESS AND CONTACT INFO FOR NOTICES.] Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E Executed on this day of in County, (State). Affiant- Full Name: Address: Telephone: E-mail: Affiant Signature: STATE OF COUNTY OF The foregoing instrument was acknowledged before me by means of E physical presence or ❑ online notarization, this _day of , 20_, by_(name) , as _(title) for (company) . He ( ) is personally known to me or ( ) produced as identification. Notary Public My Commission Expires: Docusign Envelope ID:92999738-3972-4E17-A9B6-573105A6AC3E RESOLUTION NO.; 2024-33031 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF • THE CITY MANAGER AND AUTHORIZING NEGOTIATIONS RELATING TO INVITATION TO QUOTE (ITQ) NO. 2024-0380-001 FOR DRONE LIGHT' SHOW SERVICES; AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH FIREFLY DRONE SHOWS LLC,AS THE TOP- RANKED PROPOSER; AND FURTHER, IF THE ADMINISTRATION IS NOT SUCCESSFUL IN NEGOTIATING AN AGREEMENT WITH FIREFLY DRONE • SHOWS LLC, AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH SKY ELEMENTS LLC, AS THE SECOND-RANKED • PROPOSER; AND FURTHER AUTHORIZING THE CITY MANAGER AND • CITY CLERK TO EXECUTE AN AGREEMENT UPON SUCCESSFUL .. NEGOTIATION BY THE ADMINISTRATION. WHEREAS, On February 1, 2024, Invitation to Quote (ITQ) No. 2024-0380-001 Drone Light Show Services (the"ITQ")•was released;and WHEREAS, on, February 23, 2024, the City received proposals from Firefly Drone Shows LLC, Sky Elements LLC, Lunalite Drone Show Technologies LLC, Pixis Drones LLC, Celestial Drone Shows LLC, and Skyworx Drone Shows LLC; and. WHEREAS,on March 12,2024 an Evaluation Committee consisting of representatives from the following departments: Fire Department, Police Department, and Tourism and Culture Department, convened to review and score the proposals; and WHEREAS, the Evaluation Committee received general information on the scope of services and a copy of the proposals; and • WHEREAS, the Evaluation Committee was instructed to score and rank the proposals pursuant to the evaluation criteria established in the ITQ; and WHEREAS, the evaluation process resulted in the proposers being ranked by the Evaluation Committee in the following order: 1st ranked - Firefly Drone Shows LLC, 2nd ranked - Sky Elements LLC, 3rd ranked -Skyworx Drone Shows LLC, 4th ranked - Celestial Drone Shows LLC, 5th ranked-Pixis Drones LLC, 6th ranked- Lunalite Drone Show Technologies LLC; and WHEREAS, after reviewing all of the submissions and the Evaluation Committee's rankings and analysis, the City Manager concurs with the Evaluation Committee and recommends that the Mayor and Commission authorize the Administration to enter into negotiations with Firefly Drone Shows LLC, as the top-ranked proposer, and WHEREAS, should the Administration not be successful in negotiating an agreement with Firefly Drone Shows LLC, the City Manager recommends authorizing the Administration to enter into negotiations with Sky Elements LLC, as the second-ranked proposer and authorize the City Manager and City Clerk to execute an agreement upon successful negotiation by the Administration. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Docusign Envelope ID:92999738-3972-4E17-A986-573105A6AC3E Commission hereby accept the recommendation of the City Manager and authorize negotiations relating to Invitation to Quote(ITQ)No.2024-0380-001 for Drone Light Show Services;authorize the Administration to enter into negotiations with Firefly Drone Shows LLC, as the top-ranked . proposer; and further, if the Administration is not successful in negotiating an agreement with Firefly Drone Shows LLC, authorize the Administration to enter into negotiations with Sky Elements LLC, as the second-ranked proposer;and further authorize the City Manager and City Clerk to execute an agreement upon successful negotiation by the Administration. PASSED AND ADOPTED this /S. day of May, 2024. ATTEST: • eZif . Steven Meiner, Mayor MAY 2 1 2024 Rafael Granado, City Clerk sgt•B INCORPORATED' AV •_ • • APPROVED AS TO FORM & LANGUAGE • &FOR EXECUTION • S-17)20Z-41- . City Attorney secy. Date Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E Item Coversheet • 1D Resolutions•C7 U MIAMI BEACH • COMMISSION MEMORANDUM TO: Honorable Mayor and Members of the City Commission FROM: Rickelle Williams,Interim City Manager DATE: May 15,2024 SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE INTERIM CITY MANAGER AND AUTHORIZING NEGOTIATIONS RELATING TO INVITATION TO QUOTE (ITQ) NO. 2024-0380- 001 FOR DRONE LIGHT SHOW SERVICES; AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH FIREFLY DRONE SHOWS LLC, AS THE TOP- RANKED PROPOSER; AND FURTHER, IF THE ADMINISTRATION IS NOT SUCCESSFUL IN NEGOTIATING AN AGREEMENT WITH FIREFLY DRONE SHOWS LLC, AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH SKY ELEMENTS LLC, AS THE SECOND-RANKED PROPOSER; AND FURTHER AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE AN AGREEMENT UPON SUCCESSFUL NEGOTIATION BY THE ADMINISTRATION. RECOMMENDATION As part of its extensive cultural offerings to residents and visitors,the Administration has witnessed the positive impact of incorporating drone light shows as an additional creative element,for the enjoyment of all during City-produced special events. On February 1, 2024, Invitation to Quote(ITQ)No. 2024-0380-001 was released for Drone Light Show Services(the"IT(r)for events produced by the City's.Tourism and Culture Department On February 23,2024.the City received proposals from Firefly Drone Shows LLC,Sky Elements LLC,Lunalite Drone Show Technologies LLC,Pixis Drones LLC,Celestial Drone Shows LLC,and Skyworx Drone Shows LLC. On March 12, 2024, an EvalUation Committee consisting of representatives from the following departments: Fire Department, Police Department, and Tourism and Culture Department, convened to review and score the proposals. The Evaluation Committee received general information onthe scope of services,copies of the proposals, and were instructed to score and rank the proposals pursuant to the evaluation criteria established in the ITQ. BACKGROUNDIHISTORY As part of its extensive cultural offerings to residents and visitors,Administration has witnessed the positive impact from the incorporation of drone light shows as an additional creative element for the enjoyment of all during City-produced special events. On February 1, 2024, Invitation to Quote (ITQ)No.2024-0380-001 was released for Drone Light Show Services(the"ITQ')for events produced by the City's Tourism and Culture Department. On February 23,2024,the City received proposals from Firefly Drone Shows LLC,Sky Elements LLC,Lunalite Drone Show Technologies LLC,Pixis Drones LLC,Celestial Drone Shows LLC.and Skyworx Drone Shows LLC. On March 12, 2024 an Evaluation Committee consisting of representatives from the following departments: Fire Department, Police Department, and Tourism and Culture Department, convened to review and score the proposals. The Evaluation Committee received general information on the scope of services,copies of the proposals, and were instructed to score and rank the proposals pursuant to the evaluation criteria established in the ITQ. • ANALYSIS The evaluation process resulted in the proposers being ranked by the Evaluation Committee in the following order: 1st ranked-Firefly Drone Shows LLC,2nd ranked-Sky Elements LLC,3rd ranked-Skyworx Drone Shows LLC,4th ranked-Celestial Drone Shows LLC, 5th ranked-Pixis Drones LLC,6th ranked-Lunalite Drone Show Technologies LLC. 801 httpsJ/miamibeach.novusagenda.com/AgendaWebICoverSheet.aspx?ItemID=35146 1/2 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E Item Coversheet ITQ 2024-0380-001-Drone Show Services Sky Elements Firefly Celestial Lunalite Pixis Skyworx • Police 65 75 55 25 20 30 • Fire 95 100 40 40 60 70 Tourism&Culture 90 95 60 30 60 75 Total 250 270 155 95 140 175 SUPPORTING SURVEY DATA In the 2022 City of Miami Beach Resident Survey,86%of residents agreed that free or City sponsored art and cultural activities contribute to their quality of life in Miami Beach and 86%of residents agreed that Miami Beach Cultural Activities(such as art shows,film festivals, musicals,and live performances)contribute to the quality of life in Miami Beach. FINANCIAL INFORMATION The maximum expenditure allowed under this ITQ is limited to$150,000.Individual engagements made under this ITQ will be contingent on the available FY 2024 budget and the finalization of the FY 2025 budget. Aitiount(s)IAccount(s): • $50.000-160-0380-000349-25-406-548-00-00-00- CONCLUSION After reviewing all of the submissions and the Evaluation Committee's rankings and analysis,the Interim City Manager recommends that the Mayor and Commission authorize the Administration to negotiate with Firefly Drone Shows LLC as the top-ranked proposer.Further,if the Administration is not successful in negotiating an agreement with Firefly Drone Shows LLC,authorizing the Administration to enter into negotiations with Sky Elements LLC as the second-ranked proposer and, lastly, authorizing the Interim City Manager and City Clerk to execute an agreement upon successful negotiation by the Administration. Applicable Area Citywide Is this a"Residents Right to Does this item utilize G,O, Know"item,.pur suant to Bond Funds? city Code Section 2-14? Yes,No No Strateg)c Connection Prosperity-Market and promote Miami Beach as a world class arts,culture,and quality entertainment destination. I_, ge_ islative Tracking Tourism and Culture ATTACHMENTS: Description O ITQ 2024-0380-001-Drone Show Services. 0 Firefly Drone Shows Cover Letter - o Firefly Drone Shows-Proposal O Resolution • 802 https:l/miamibeach.novusagenda.com/AgendaWeblCoverSheet.aspx?ItemID=35146. 212 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E !' I I Lj Luiq-usou-uul urone ugnt now JerviceS MIAMI INVITATION TO QUOTE Miami Beach Department of Tourism and Culture ITQ 2024-0380-001 1755 Meridian Ave.,5th Floor DRONE LIGHT SHOW Miami Beach, Florida 33139 SERVICES 1. Purpose. The purpose of the this ITQ is to request drone light show services in accordance with the specifications contained in this document. Specific scope proposals and costs are not being requested at this time. Consulting services at fixed rates will be negotiated after the Commission has approved the award recommendation and specific scope requirements will be negotiated at the time of need.As the need for services arises,firms will be contacted to . provide the necessary professional services according to the negotiated scope of work and cost 2. Budget. The maximum expenditure allowed under this ITQ is limited to$150,000. 3 Minimum Eligibility Requirement. The minimum eligibility requirement established for this ITQ,is listed below.Bidder shall submit the required submittals) documenting compliance with the minimum requirement. Bidders that fail to comply with the minimum requirement shall be deemed non-responsive and shall not have its bid considered. 1. Bidder(defined as the Firm or its principal);s6all provide three(3)client references for which the Bidder has provided sennces similar in_nature to the scope of this ITQ to a corporate entityy,•public and/orprivate: ;in.the leaf 3�years: Required Submittals:'For each qualifying.project,.submitdient_name,client contact information(phone: ;ane email),scope Ot engagement,and start and completion dates,/ 4. Statement of Work Required. The City is looking to incorporate drone light shows as an additional creative element for the enjoyment of residents and visitors on special events and holidays. The bidder will be expected to provide the following services upon selection: Drones and auxiliary equipment needed to produce the show,qualified personnel to operate the drones,supervision of all equipment at all times. 5.Special Conditions 5.1 Acceptance of this ITQ constitutes acknowledgment and agreement by the vendor that, in connection with providing the above-referenced services/products on behalf of the City of Miami Beach, Florida, it agrees to indemnify and hold harmless the City and its officers,employees,agents,and contractors,from and against any actions(whether at law or in equity),claims,liabilities,losses,and expenses,including,but not limited to,attorneys' fees and costs,for personal,economic or bodily injury,wrongful death,loss of or damage to property,which may arise or be alleged to have arisen from the negligent acts,errors,omissions or other wrongful conduct of vendor, its officers, employees, agents, contractors, or any other person or entity acting under vendor's control or supervision, in connection with,related to, or as a result of vendor's performance under this ITQ.To that extent, the vendor.shall pay all such claims and losses and shall pay all such-costs and judgments which may issue from any lawsuit arising from such claims and losses and shall pay all costs and attorneys'fees expended by the City in defense of such claims and losses,including appeals. 5.2 City to provide site security,blocking off necessary access points during drone performance. 803 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E 11.1111111 ' i l u 4U24-U38U-UUl urone LI$ni now services 5.3 Drone operator to take over any single drone during the operation should there be an emergency,as well as take over all drones and stop the show should the necessity arise.Drone operator to maintain a safety.perimeter on the ground.Drone operator required to notice the FAA and obtain any airspace approvals necessary to conduct the display. 5.4 Video of the test flight will be sent to the client when possible to ensure all aspects of the show are perfect for the live performance. 5.5 Video of the test flight will be sent to the City,when possible,to ensure all aspects of the show are perfect for the live performance. 6.Terms and Conditions.The following documents identify terms and conditions that together with the ITQ,inclusive of all appendixes and addenda,whether included herein or released under separate cover,comprise the solicitation and the contract,and are complementary to one another and together establish the complete terms,conditions and obligations of the Bidder and,subsequently,the awarded Bidder. INFORMAL SOLICITATION TERMS&CONDITIONS—GOODS&SERVICES.By virtue of submitting a bid in response to this ITQ,Bidder agrees to be bound by and in compliance with the Solicitation Terms and Conditions (Informal Solicitation date 10.27.2022),incorporated herein,located at:https:Nwww.miamibeachfl.gov/city- alllprocurement/standard-terms-andconditionsl 7. Submittal Instructions and Format: 7.1 Electronic Responses(Only).Responses must be submitted electronically through Periscope S2G(formerly BidSync)on or before the date and time indicated.A hard copy response or a-response received through email or facsimile is not acceptable and will be rejected. A consultant may submit a modified response to replace all or any portion of a previously submitted response until the submittal deadline.The City will only consider the latest version of the response. Electronic submissions may require the uploading of attachments.All documents should be attached as separate files in accordance with the instructions included in Section 7.4, below. Attachments containing embedded documents or proprietary file extensions are prohibited. It is the consultants responsibility to assure that its response,including all attachments,is uploaded successfully. Only responses received,and time stamped by Periscope S2G(formerly BidSync)prior to the submittal deadline shall be accepted as timely submitted.Late responses cannot be submitted and will not be accepted.Consultants are cautioned to allow sufficient time for the submittal of responses and uploading of attachments. Any technical issues must be submitted to Periscope S2G (formerly BidSync) by contacting (800) 990-9339 (toll free) or S2G(cilperiscopeholdings.com.The City cannot assist with technical issues regarding submittals and will in no way be responsible for delays caused by any technical'or other issue. It is the sole responsibility of each consultant to ensure its proposal is successfully submitted in Periscope S2G.prior to the submittal deadline. 7.2 Non-Responsiveness. Failure to submit the following requirements shall result in a determination of non- responsiveness.Non-responsive responses will not be considered. i1:Bid.Submittal Questionnaire(submitted electronicallv).' • 804 Docusign Envelope ID:92999738-3972-4E17-A9B6-573105A6AC3E 1111.111111a 1 I LZ LUL4-U38U-uta prone LIgnt snow bervices �2.Failureto comply witiiMinimum Eligibility Requirement(See Section 3,Minimum Eligibility Requirement).. 7.3 Omitted or Additional Information. With exception of the Bid Submittal Questionnaire (completed and submitted electronically), the City reserves the right to seek any omitted information/documentation or any additional information from.the consultant or other source(s), including but not limited to: any firm or principal information,applicable licensure, resumes of relevant individuals, client information,financial information,or any information the City deems necessary to evaluate.the capacity of the consultant to perform.Failure to submit any omitted or additional information in accordance with the City's request shall result in the response being deemed non-responsive. 7.4 Electronic Response Format. In order to maintain comparability and facilitate the review process, it is strongly recommended that proposals be organized and tabbed in accordance with the sections as specified below.The electronic submittal should be tabbed as enumerated below and contain a table of contents with page references.The electronic proposal shall be submitted through the"Line Items"attachment tab in Periscope S2G. A.Cover Letter.A&cover letter to indicateriame and contact information for the_submitting_fimi_or individual,to; ~include:address,primary telephone number and email address:: Al. Minimum Eligibility Requirements. Submit verifiable information documenting compliance with the. +minimum eligibility-requirement stablished in_Section 3,Minimum EligibilityRequirement.; '8. Experience and Qualifications.Submit detailed information regarding the consultant's history and-rile-v-40 ;experience,and proven_record'of_providing the,scope of services as identified in this ITQ by.submitting the; ;following;i _ 61.Qualifcations of the Proposing Firm,Submif detailed information regarding the_relevant;experience and' proven track record.of.the firm andlorlits principal inproviding the scope of services simiIar as identified in this +ITQ, noludingexpenence in.prov_idingsimilar scope of services to public sector agencies.For each.project that'; 1the Consultant_submits as evidence_of s milarlexpenence for the firm and/or any principal, the following is; required:_project desciiption,agency name,agency contact,contact telephone 8 email,and-year(s)•and tern; of engagement For each•project,identify.whether the experience is for the firm or for aprincipal(include name! of principal)_) • :B2_Qualifications-of Personnel, Provide an organizational chart of all persannel.to be used for this project' awacded,_tfe role that each team member�will play in.proyid ng the services detailed herein and each team �_mgmbers'qualifications, 8. Submittal Deadline. The deadline for the Invitation to Quote is Friday, February 23, 2024 at 5:00 p.m.is., ET. Submittals received after the due date and time will not be considered(Please refer to Section 7.1 above). 8.1 Question/Answer Deadline. Any question regarding this ITQ shall be submitted to the Procurement Contact identified below on or before February 9,2024 at 5:00 pm.ET. 9. Procurement Contact. Any questions or clarifications concerning this solicitation shall be submitted to the Procurement Contact noted below: Contact: Telephone: Email: Fernando Pestana 305-673-7757 femandopestana@miamibeachfl.gov All responses to questions/clarifications will be sent to all prospective Proposers in the form of an addendum. 10. Evaluation of Responses.The City shall evaluate all letters of interest based upon the bidder's qualifications and the. extent to which the bidder services meet the City's needs and concerns,are of high quality and adhere to best practice standards,and economically feasible.Following its receipt and review of the responses submitted to this Invitation to Quote,the City reserves-the right to contact such firm (or firms)as the City, in its sole discretion and determination, • 805 • Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E ii 1 I V!LUL'-Ua8U-uUl ursine Lagoa at act vet;eS may wish to interview,in further determining the most qualified firm(or firms)to perform the required services solicited pursuant to this process. 11. Method of Award.Responsive proposals will be evaluated on qualifications,scope,methodology,and cost. The City Manager may select the firm that she deems to be in the interest of the City.In making a selection,the City Manager shall,in addition to qualifications,scope and price,consider the following: • The ability,capacity and skill of the bidder to perform the contract. • Whether the bidder can perform the contract within the time specified,without delay or interference. • The character,integrity,reputation,judgment,experience and efficiency of the bidder. • The quality of performance of previous contracts. 12. Result of ITQ The City is not required to act upon any information obtained through this ITQ. However, the City reserves the right to negotiate an agreement or issue a Purchase Order pursuant to this ITQ to the respondent deemed to be in the best interest of the City. 13. Insurance Requirements. See Attachment A. • Balance of Page Intentionally Left Blank 806 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E MIMI= i i q IUI -Ui UIJui urone ugnt now services ATTACHMENT A Insurance Requirements • 2.024-0380-001 DRONE SHOW LIGHT SERVICES TOURISM AND CULTURE DEPARTMENT 1755 Meridian Avenue,5th Floor Miami Beach, Florida 33139 807 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E 1111MM' I 1 i. LUL4-U35SU-UU1 urone ugnt now aerwces INSURANCE REQUIREMENTS The vendor shall maintain the below required insurance in effect prior to awarding the contract and for the duration of the contract. The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage may be treated as a material breach of the contract,which could result in withholding of payments or termination of the contract. A. Professional Liability(Errors&Omissions)Insurance appropriate to the Consultants profession,with limit no less than$1,000,000. Additional Insured-City of Miami Beach must be included by endorsement as an additional insured with respect to all liability policies (except Professional Liability and Workers' Compensation) arising out of work or operations performed on behalf of the contractor including materials,parts,or equipment furnished in connection with such work or operations and automobiles owned, leased, hired or borrowed in the form of an endorsement to the contractor's insurance. 'Notice of Cancellation-Each insurance policy required above shall provide that coverage shall not be cancelled, except with notice to the City of Miami Beach do EXIGIS Insurance Compliance Services. Waiver of Subrogation—Vendor agrees to obtain any endorsement that may be necessary to affect the waiver of subrogation on the coverages required. However,this provision applies regardless of whether the City has received a waiver of subrogation endorsement from the insurer. Acceptability of Insurers—Insurance must be placed with insurers with a current A.M.Best rating of A:VII or higher. If not rated,exceptions may be made for members of the Florida Insurance Funds(i.e.FWCIGA,FAJUA). Carriers may also be considered if they are licensed and authorized to do insurance business in the State of Florida. Verification of Coverage—Contractor shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this contract. All certificates and endorsements are to be received and approved by the City before work commences. However,failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications,at any time. CERTIFICATE HOLDER MUST READ; CITY OF MIAMI BEACH do EXIGIS Insurance Compliance Services P.O.Box 4668—ECM#35050 New York,NY 10163-4668 Kindly submit all certificates of insurance,endorsements,exemption letters to our servicing agent,EXIGIS,at: Certifi cates-miamibeachonriskworks.com Special Risks or Circumstances-The City of Miami Beach reserves the right to modify these requirements,including limits,based on the nature of the risk,prior experience,insurer,coverage,or other special circumstances. Compliance with the foregoing requirements shall not relieve the vendor of his liability and obligation under this section or under any other section of this agreement. 808 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E Firefly DRONE SHOWS/ - February 21,2024 Miami Beach Department of Tourism and Culture 1755 Meridian Ave., 5th Floor Miami Beach,Florida 33139 To whom it may concern, It is a pleasure to express Firefly Drone Show's enthusiastic interest in participating as the drone show provider for The City of Miami Beach's Special Events and Holiday Celebrations. Understanding the scope of qualifications and experience requested,the Firefly team has thoroughly reviewed the ITQ and has confidence in our ability to meet and exceed expectations. We appreciate the importance of delivering captivating and memorable drone shows that align seamlessly with the spirit of The City of Miami Beach. As the 3rd company in the world to be fully licensed by the FAA;we've spent the last 7 years refining drone light show capability standards.With the only in-house drone show system designed and manufactured right here in the USA,Firefly is able to offer a seasoned and professional approach to each event's drone show production.Our team consists of industry thought leaders and developers who possess extensive expertise in drone technology,event coordination,and creative animation.We pride ourselves on our commitment to entertainment design,safety,and client satisfaction.We are confident in our ability to deliver a set of unique and memorable experiences that will leave a lasting impression on the Miami Community. In response to The City of Miami Beach's posted ITQ;you'll fmd all of the necessary details relating to our experience and qualifications in the documents included with this letter. Our vision here at Firefly is to bring value to The City of Miami Beach as a partner when producing unique community drone shows together.We appreciate your consideration of our proposal and look forward to the possibility of collaborating on each extraordinary event. I will personally serve as the Project Manager and Primary Contact for each production. Should you require any additional information or clarification,please do not hesitate to contact me and I'd be happy to help! Best regards, Matthew Sanker Sales Manager I Lead Producer matthew@fireflvdroneshows.com Firefly Drone Shows,LLC 5105 Williams Lake Rd Waterford, MI 48329 • • (248)3N.6615 https://www.fireflvdroneshows.com/ Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E MIAMIBEACH Firefly DRONE SHOWS FIREFLY DRONE SHOWS THE CITY OF MIAMI BEACH Response to ITQ 2024-0380-001 • • Firefly Drone Shows,LLC 5105 Williams Lake Road Waterford MI,48329 +1 (248)461-6615 • Primary Contact: Matthew Sanker, Sales Manager I Firefly Drone Shows • matthew@fireflydroneshows.com Office: 1 (248)461-6615 Cell: 1 (810) 710-0814 ATTN: Fernando Pestana,Procurement Contact (305)6734757 fernandopestana@miamibeachfl.gov 810 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E FireFly DRONE SHOWS/M A.EXPERIENCE AND QUALIFICATIONS Al.BIOGRAPHY It began with three partners and a dream to bring a new eco-friendly,awe-inspiring, and creatively uncapped activation to the event industry.From the ground up,Firefly Drone Shows,LLC was established in 2017.Ensuring the quality and precision in each drone show production and continuing to drive innovation in the industry,Firefly is still operated by its original three partners along with a highly trained network of experts. This includes the development team,production and design team,and operations team. The development team consists of a mixture of in-house and. subcontracted industry leading hardware/software developers,innovative autonomous quadcopter flight specialists,as well as master systems engineers that bring Firefly's drone systems to life. Alongside development,Firefly's production team carries each project from any creative vision to a fully programmed drone show. This team consists of industry leading in-house animators,designers, and audio engineers; along with a partnering high-end animation studio.These talented artists bring each idea to life.After programming and animation,Firefly's seasoned pilots,field managers, crew hands,and logistics coordinators successfully deploy each show with precise expertise. Every step of the process,Firefly's experienced drone show producers continue to carry each project's vision all the way to the day of show.Altogether our team of 20+full-time professionals and network of subcontractors currently design,produce,and perform over 100 shows annually.As the 3rd company in the world to be fully licensed by the FAA;we've performed shows across the entire United States, as well as a handful of countries internationally. Since its conception,Firefly continues to exponentially grow in size and quality to ultimately provide the most impressive productions and memorable drone shows yet.All of Firefly's drone fleets,positioning/communications systems,and piloting software are proprietary and are specifically designed for drone light shows. Regarding Firefly's stability and accumulated experience;Firefly has successfully persevered through the challenges a new industry may face over time.Through economic dips,computer chip shortages, and a global pandemic that ultimately halted the event industry;Firefly has prevailed with grit and determination to maintain its industry leading and innovative reputation. To this day,over 7 years after its doors have opened,Firefly has honored every contract and does not cease to grow financially,organizationally, and technologically under any circumstances.Even on social media platforms, our projects have gained an extensive amount of impressions.With some of our latest posts gaining over 40 million views! Firefly Drone Shows, LLC 811 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E FkeIIyDRONE SHOWS In 2023,Firefly performed a total of 113 live drone shows,with a total of 33,300 successful live drone flights.Below is the list of states serviced in 2023:Texas,Florida,Michigan,Washington, Arizona,Virginia,Kentucky,Oklahoma,Hawaii,Ohio,Pennsylvania,California,Illinois,Indiana, Utah,West Virginia,Massachusetts, Tennessee,Idaho, Georgia,Kansas,Arkansas,North Carolina, Minnesota,Wisconsin,and the Virgin Islands.To share a bit more regarding our company,please • navigate to our latest Production Highlight Video. (https://www.youtube.com/watch?v=brxVilMy4rl) A2.PORTFOLIO Firefly has had the distinct pleasure to work with a number of different clientele.From cities to amusement parks, Some of our clients include;PGA Tour,T Mobile, Capital One,Google Cloud, Xbox,Marvel,Amazon Music,Dell Technologies,Acura,Ford Motor Co, Sinclair Gasoline,Empire Records,Holiday World,as well as the Canyons Village Management Association to name a few.To view our portfolio,please navigate to our work page on our website(fireflydroneshows.com/work). There you can find the wide array of different experiences we've greatly enjoyed cultivating over the years. A3. OUR TEAM Kyle Dorosz-CEO and Co-founder of Firefly Drone Shows,LLC.Kyle has been designing and programming quadcopters since 2010. Having founded and operated an industry leading aerial imagery company since 2013,(https://www.aerialimageryworks.com), it was no question for Kyle's entrepreneurial spirit to lead his interest in more innovative drone applications. Kyle now continues to run the Research and Development of drone swarm technologies along with ensuring that all operations are up to a premium standard.Kyle holds both a Part 107 UAS and Part 41 Private Pilots License. Adam Gray-COO and Partner of Firefly Drone Shows, LLC. Adam has been operating quadcopters for various applications including autonomous drone surveying and mapping since 2014. Having an intense passion and understanding for the capabilities of autonomous flight,Adam leads as the Chief Pilot in command. Overseeing all operations for pilots and drone technicians here at Firefly. Along with his role as COO and Chief Pilot,Adam also serves as the Lead FAA Liaison for all Airspace Authorizations and Waiver Approvals.Adam holds a Part 107 UAS License. Firefly Drone Shows, LLC 812 Docusign Envelope ID:92999738-3972-4E17-A9B6-573105A6AC3E FireFlyDRONE SHOW Ryan Sigmon-Director of Sales and Co-founder of Firefly Drone Shows,LLC.Ryan has maintained an enthusiasm for introducing customers to this new technology across the country. With a background in creative design and licensed consumer products since 2011,Ryan continues to ensure that every customer's vision is thoroughly heard and carried out to the best quality possible. While working directly with the animation and production team,Ryan also serves as the Executive Producer for Firefly. Jonathan Hear!-Pilot at Firefly Drone Shows,LLC.Jon has been an enthusiast in quadcopters since 2014. Having graduated from the prestigious Embry-Riddle Aeronautical University with a 4 year UAS degree,obtained a Part 107 UAS license, a Part 41 Private Pilot's license, and a passion for drone technology,Jon makes a great fit to Pilot Drone Shows across the Nation. Joseph Poppleton -Pilot at Firefly Drone Shows,LLC. Joey has also been an enthusiast in quadcopters since 2014. Having been in the first graduating class of the UAS program at University of Nebraska,obtained a Part 107 UAS License,and with field experience in autonomous quadcopter flight in both drone swarms and surveying since 2018,Joey continues to Pilot Drone Shows Nationwide. Matthew Sanker-Sales Manager at Firefly Drone Shows,LLC. Matthew has been in the event industry since 2015.Having a passion for entertainment,customer relations, event production, and project management, Matthew continues to bring projects to completion with a standard of excellence,ensuring that the customer's vision is brought to the sky. Matthew holds a Part 107 UAS license. Michael Sanker-Creative Director at Firefly Drone Shows,LLC. Michael has been involved in several creative mediums for just under two decades and in the event industry since 2015. With a passion in creative design,experiential artistry, animation,and media production,Michael continues to lead and create with Firefly's immersive drone show design and animation team. Firefly Drone Shows. LLC 4 813 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E FireFlyDRONE SHOW • A4.REFERENCES City of Pompano Beach,FL Contact: Sandra King,Communications Administrator I (954)-786-4527 I Sandra.King@copbfl.com Project Overview:With an estimated number of over 20,000 guests,Pompano City Beach has created an event solely around a drone light show taking place next to their landmark pier.Firefly performed a 200-drone show in 2022 for this Southern Floridian Community which received such a positive response,that the city has decided to make the event an annual occurrence.Firefly has just recently performed two 300-drone show displays this past November. Highlight Video:https://youtu.be/SWY1g2jJJQI?si=VQjAEUjVPzr5VgOW&t=56 Canyons Village Management Association.UT Contact: Brian Madacsi,President and CEO I (435)655-2582 I bmadacsi@cvma.com Project Overview:For three consecutive nights on July lst-3rd,2022;Firefly performed a 200-drone show at the Forum Festival Event held at Canyons Village.For four consecutive nights on July lst-4th,2023;Firefly performed a 300-drone show at the Forum Festival Event held at Canyons Village.Due to the event'ssuccess these past two years,Firefly will be performing another set of 300-drone shows for three consecutive nights in 2024. Highlight Video: haps://youtu.be/fWVyE44YZI8?si=P66vvSLccPwiTz7Y Shelby Township.MI Contact:Nicholas Monacelli,Production Coordinator I (586)-254-7130 I nmonacelli@shelbytwp.org Project Overview: As the Township was looking for an alternative to fireworks for their 2023 Holiday Celebration.Firefly was awarded the bid to provide a 300 drone show for the annual Christmas Aglow event.With a resounding response from the community,Firefly will be back in July for another community celebration with the 2024 Christmas Aglow event in discussion as well. Highlight Video: https://youtu.be/GeGoKXg5bTA?si=JErJYAL Uh-ayBc.I North Huntingdon Township.PA Contact: Dan Miller,Director of Parks&Recreation I (724)-863-3806 ext. 124 I dmiller@nhtpa.us Project Overview:Celebrating their SesterCentennial in 2023,Firefly provided a 300 drone show for the community at a carnival event. With over a thousand people in attendance,the show made a big impact. Highlight Video: https://youtu.be/mZIJ-yJTfeA?si=Ygj5hiPLgIH960jH Firefly Drone Shows. LLC 5 814 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E Firefly DRONE SHOWS Park City,UT Contact:Jennifer Dierson,Special Event Manager I (435)640-5063 I jenny.diersen@parkcity.org Project Overview:To provide an eco-friendly city wide 4th of July Celebration on the night of July 4th,2023;Firefly performed a 200-drone show at the top of a ski hill attached at a resort overlooking the city. Due to city promotions via local radio and press,thousands of community members were able to come and enjoy the display. Highlight Video: https://voutu.be/qUddpCfiZOO?si=U I UvPdnvUt9ANuGu Arlington Fly-in,WA Contact: Barbara Tolbert,Events Coordinator I (360)-435-5857 I barbara.tolbert@arlingtonflyin.org Project Overview: In 2018,The coordinators of Arlington Fly-in brought Firefly out to perform a small 60 drone show to cap their night of extraordinary aerobatic flights.For the years following, Firefly has brought out an increasingly more impressive show each year.With the latest show being a 200-drone show taking place over the Arlington Airport runway dazzling thousands of guests. Highlight Video: https://youtu.be/9I43fi3sw g?si=jKG I RwtikNiKzAda Milwaukee Downtown,WI Contact:Beth Weirick, CEO 1414-220-4700 ext. I I bweirick@milwaukeedowntown.com Project Overview:Towards the end of the pandemic (December,2021),Milwaukee Downtown and Firefly produced a live streamed drone show for Milwaukee Holiday Lights Festival.This show took place just outside of Downtown Milwaukee,creating a spectacle for many to see live streamed or in person. Highlight Video:htIps://youtu.be/RjBZWZTPRCw?si=HPNyJMjN9YQELUB- • City of Sequim,WA Contact: Barbara Hanna,Marketing Director I (360)681-3422 I bhanna@sequimwa.gov Project Overview:Since 2020,.Firefly has worked with the City of Sequim to plan,design,produce and perform a drone light show for the annual Sunshine Festival.In 2023 Firefly brought out a 200-drone show to the event, and is set to execute another show on March 2nd,2024. Our show has been known for bringing out the largest crowds for any event held in Sequim. Highlight Video: https://youtu.be/-tiOd9zu8og?si=vR5vIz8gGRMJxSFr , Firefly Drone Shows, LLC 6 815 Docusign Envelope ID:92999738-3972-4E17-A9B6-573105A6AC3E FireFly DRONE SHOW AS. CUSTOMER TESTIMONIALS Holiday World &Splashin' Safari-Santa Claus.IN Testimonial: "The Firefly Drone Shows team has been incredible to work with.Four unique shows have been designed and flown over our Indiana theme park nearly 100 times over the last two years. Their drone technology has rapidly improved to become the brightest and most accurate drones in the industry.Our guests love every show and thousands of people stay to watch every night!We've seen a l/in satisfaction scores plus increased revenue as a result. • To top it off Firefly is a company of good people. They are responsive,professional,and collaborative. Their passion for perfection shines bright and I look forward to working with them on another 50+shows in 2024." -Eric Snow Vice President&Chief Marketing Officer Highlight Video: 1, • , :9 '_. e s 1xploration Place.Science and Discovery Center-Wichita.Ka Testimonial: "Firefly Drones is a first-class partner,and Exploration Place is proud to be a repeat customer. Taking on our first drone light show was a bit of a risk for our science museum because it is a significant investment and something our community had no experience with.During ourf rst conversation with Ryan and the Firefly team,we were impressed by their technical expertise as well as their consideration for legal requirements and risk management. Their breadth of knowledge and depth of experience figured significantly in our decision to hire Firefly Drones. But drone shows are not just about technical precision.There truly is an artistry to these productions,and we loved working with the Firefly creative team to put together shows that absolutely wowed our community. We worked together on our vision,and the Firefly team took great care in designing custom formations and transitions that were deeply meaningful to Wichita,Kansas." -Laura Roddy I Vice President for Advancement Highlight Video:https://youht.be/Qj-WaigLJJo?si=PO6LviVNK-CpoHGv Jpiscopal Collegiate School-Little Rock.AR • Testimonial: "Where do we begin with the Firefly team?Between their patience,reliability,and willingness to go above and beyond to ensure that our school had the perfect show-it's hard to articulate our appreciation in a few short sentences. They executed a wonderful production and made it work seamlessly with what our school already had on hand,whether that meant navigating space/facilities,technology,or student/campus life,the priority was to make the event as memorable and easy for us as possible,and that's what they did. Thank you again for playing such a big part in our school's 25th Anniversary Celebration.It made for an unforgettable experience that our community will be talking about for years to come." -Lauren Curtis I Director of Marketing&Community Outreach Firefly Drone Shows, LIE 7 816 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E • FireFlyDRONE SHOWS Township Sestercentennial Celebration-North Huntingdon.PA • Testimonial: "Very professional from the initial phone call to the launch.- Matt was a clear communicator from the start educating me about product,service and packaging. We had a vision that was shared and he gave exactly what we hoped for The night of the show,Ryan and his team of pilots,techs and videographer were outstanding seeing the event to the finish line. Thank you s0000 much for exceeding our expectations." -Dan Miller I Director of Parks&Recreation Highlight Video:https://youtu.be/mZlJ-vJTfeA?si=0K9RjzWoL4Ls-tWJ Pompano City Beach Veteran's Day Celebration-Pompano.FL Testimonial: • "I used Firefly two years in a row to provide drone shows on the beach,and am extremely pleased with the quality of the program they were able to provide.I plan to work with them again,and can recommend them without reservation to others in need of a unique,exciting and well-run drone show.A few examples of their high-quality services include: - Professional staff yet easy to work with. - Very responsive and helpful customer service. - Everything they said they would provide,they delivered in a timely manner - They are extremely creative and listen to the client for what theme and transitions to use for the show. I am veryy happy to recommend Firefly Drone Shows to you,and trust that your experience with them will be as positive as mine." -Sandra King I Strategic Communications Administrator Highlight Video:https://youtu.be/SWYig?jJJQ1?si=6tfSJHQFFT78PoTv Juniata River Valley Visitors Bureau-Lewistown.PA Testimonial: "Wow!The Goose Day Drone Light Show that Firefly produced was a rousing success here in Central PA.People are still talking about it and asking if we 11 host it again next year.Of course!Nothing has brought this kind of attention and excitement to our annual holiday.It also has to be one of the easiest events I've ever produced. Using only maps,your stafffound the best location to set up thedrones and could also help us advertise the best places to view the show For a first year event,that was critical information and spot on. We're looking forward to next year's show and are requesting an additional 100 drones. We can only see this show getting bigger and better every year. Thank you again for making us look so good!" -Jenny Barron Landis I Executive Director Highlight Video:https://youtu.be/auSXvsOlUgO?si=oloYv2LkiKCVhF9g Firefly. Drone Shows. LLC S 817 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E FireFlyDRONE SHOWS • B. PROJECT APPROACH ly y _Ji_ wJ j ; • Bi. PLAN EXPLANATION Throughout the years,Firefly has found that consistent communication and collaboration with our clients will often produce the most impressive results.With this in mind, attention to detail, comprehension of the end goal,and flexibility to match our customer's timeline has proven to be our key attributes to bring an unforgettable drone show to life. Considering these are our core tenants for every.project,Firefly will look to The City of Miami Beach Event Team as our partner throughout the entire production process. Typically,we like to start each project with an introductory call to listen and take note of our partner's vision for their show.From that initial conversation,we will piece together action items and a timeline to match them.The below timeline is a preliminary template we often work within. Depending on the scope of the design and necessary action items,we are flexible to work with an earlier introduction to the project to allow for additional correspondence between partners.After the scope is defined,our team will get to work.The animation and design team will begin piecing together concepts of the designs agreed upon.Our producers/sales team will be available at any point throughout the process for any questions or material deliverables the customer may need.Including, but not limited to; sharing key items necessary in the planning process,preparing the logistics for the upcoming event,going over any safety protocols necessary, and supplying frequent progress reports from the design team. Our team will continue this process leading up to the show until the logistics, creative content, safety requirements,•and client satisfaction has been fulfilled. When executing the performance on the night of the event,Firefly's operation team will professionally and efficiently deploy, operate, and stow Firefly's proprietary drone show system within a few hours surrounding Firefly Drone Shows, LLC 9 818 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E FireflyDRONE SHOWS show time.The onsite Team Lead will remain as a point of contact with the appropriate event representatives to properly carry out a safe and successful display.In conjunction with these. operations, our FAA Liaison will handle all FAA approvals necessary for our operations to take place at the time and location of the event and will additionally ensure each production is in compliance with Firefly Drone Shows,LLC and FAA standards. B2.EXAMPLE TIMELINE Action Item Date Completed Initial Creative Call .Jan 1,2024 Initial Design Preview Presented Jan 19 2024 Creative Finalized .Feb 1,.2024 Rehearsal at Test Field „Feb 5,2024: Logistics Finalized 'Feb 7 202 Safety Call ,Feb 12,2024` Load-in Onsite •Feb 23,2024: 12:00pm Sound Check Feb 23,2024.5:00pm Sunset ::Feb 23,2024 6:46pm Safety Perimeter Secured Feb 23,2024 8:45pm Showtime :Feb 231 2024'9:00pm Safety Perimeter Lifted :Feb 23,2024'9:50pm Load-out Feb'23,2024 11:00pm Please Note: This timeline serves as an estimate for lead time and planning purposes. However these are set dates and times above, Firefly is capable of accommodating our client's desired production timeline to the best of our ability. Firefly Drone Shows, LLC 10 819 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E FireFly DRONE SHOWS • B3. CREATIVE CONCEPTION • Miami Beach Logo Mock Up(500 Drones) i .. 0 0 0 0 0 v O ) 3 0 0 :. 3 ) 3 0 3 ' 0 0 0 0 0 0 0 0 0 0 0 00000000 i • • ••• • •••• • ••'•• • •• ••• 'i • • • • • • •• •• • •• • ••• • • • • • . '�, ••••••• •• • ••••• • •••: •••••• ••••••• • ••• • •••• •• • • • • • • • • • • • •• • • • • • •• ••• ,• • •• • • • • • • • •• •• ••• •• • •• ,y • • • , •• • • • • • • • • • • • • • • _ • • • • • • • f ••• • • •• ••• • • •• .• ••• •••••� •• � ••••:• •• • • • 00000 OO •••... • '��� ••••- • - •C .�1 0 •• i -.-.M1.__.. �_ -_ - _ - __��_�.^vim - _ _ - w .• � � • -- -__._._._.��._ Artistic Vision The bright side to every drone show is that it can truly be specific to the event it embellishes. To present an inside look into what a design for the Miami Beach might look like, our Lead Designer pieced together a brief mockup of a popular Miami Beach Logo. The sky's the limit with the ideas that The City of Miami Beach Commission and Firefly Drone Shows can feature in any community drone show. Ultimately, it is our team's objective to bring each community celebration's vision to the sky! Firefly Drone Shows. LLC I I . 820 Docusign Envelope ID:92999738-3972-4E17-A966-573105A6AC3E FirellyDRONE SHOWS B4.TESTING PROCEDURES Firefly will complete several testing procedures to ensure a safe and accurate autonomous flight is executed on each show day.We begin with checking every animation file for drone speed and proximity limits before leaving.the studio. Once.we have cleared the animation file verification process,the animation is then rehearsed in a controlled environment near Firefly headquarters before being brought onsite.Once brought on site,every drone goes through a preflight inspection. After the preflight inspection, every d=one goes through a test hover to ensure the drone's performance is up to standard. Once each drone has cleared pre-flight checks and test hovers, our Remote Pilot in Command will complete several checks in Firefly's proprietary drone piloting software to ensure the location and heading parametersare correct.They will then be verified on site using small quantities. Throughout the testing process,if an error occurs or if a dissatisfactory result arises, our team will go through the process again to ensure the environment is optimal before the show's flight. B5.ENVIRONMENTAL RESPONSIBILITY A core value and motivating factor here at Firefly,is to provide an environmentally conscious alternative to the traditional firework display.With this in mind,Firefly continues to maintain sustainable practices to reduce the negative•impact that can be left on the environment that we all share.From the office to the launch,site,each Firefly team member is properly trained in maintaining a clean work area that prevents waste/debris from being added to the environment.Having switched to electric power sources for our ground control system and accessories,utilizing reusable components for every factor involved with deploying and tearing down each drone show display, adopting practices like Firefly staff using company issued reusable water bottles and providing recycling receptacles;Firefly can confidently reduce our negative environmental impact. B6. SAFETY RECORD Safety in operations and conduct is a key part of Firefly's core values.Firefly is proud to state that there have been 0 workplace accidents to present.Each team member is frequently updated with the safest procedures in executing a drone light show.In case of emergency,Firefly is well equipped with the.materials and knowledge necessary to properly handle each risk scenario.The number one _ priority always being safety of all personnel and patrons.. Firefly Drone Shows, LLC 12 821 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E FireFlyDRONE SHOW C. IN CLOSING Once again,Firefly would like to formally thank The City of Miami Beach for the opportunity to reply to this ITQ related to the City's Special Events and Holiday Celebrations. As stated before, we are keen on building a working relationship and will continue to offer premium drone light show solutions for your events to come. Having the experience of performing drone shows in familiar settings and the passion to bring The City of Miami Beach's creative vision to life, Firefly is confident that we can properly service the Cities needs with the most impactful drone shows that will best showcase what makes Miami shine. • • • • Firefly Drone Shows. LLC 13 • 822 Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E FIREDRO-01 PGYBEN '4 �� CERTIFICATE OF LIABILITY INSURANCE D06/181202ATE 4 YY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: MFE Insurance Brokerage PHONE FAX 1019 E.4th PI. (A/c,No,Ext):(213)634-25001(A/C,Ne):(213)640-5000 Los Angeles,CA 90013 ADDRESS:certs@mfeinsurance.com INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:HISCOX Insurance Company 10200 INSURED INSURER B:Travelers Insurance Company 25658 Firefly Drone Shows,LLC INSURER C:Mitsui Sumitomo Insurance USA,Inc. 20362 5105 Williams Lake Road INSURER D: Waterford,MI 48329 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADOL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD IMM/DDIYYYYI (MMIDD/YYYY), A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 3,000,000 CLAIMS-MADE X OCCUR P101.564.588.2 2/23/2024 2/23/2025 DAMAGE TO RENTED 100,000 X PREMISES(Ea occurrence) $ MED EXP(Any one person) $ 5,000 PERSONAL 8 ADV INJURY $ 3,000,000 GE 'L AGGREGATE LIMIT APPLIES PER: 'GENERAL AGGREGATE $ 3,000,000 X POLICY JE LOC PRODUCTS-COMP/OP AGG $ 3,000,000 OTHER: $ B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 (Ea accident) $ ANY AUTO BA-65600635 8/19/2023 8/19/2024 BODILY INJURY(Per person) $ OWNEDSCHEDULED AUTOS ONLY X AUTOS BODILY INJURY(Per accident) $ X HIRED NON-OWNED PROPERTY AMAGE AUTOS ONLY AUTOS ONLY (Per acadent4 $ _ X 5gt0 uto PD Ded x HAPD Ded.$1000 Auto PD Incl. UMBRELLA LIAB _ OCCUR EACH OCCURRENCE _$ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ C WORKERS COMPENSATION X ;MUTE EMPLOYERS'LIABILITY Y/N STATUTE ER WCP9115212 6/6/2024 6/6/2025 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE Y N/A E.L.EACH ACCIDENT $ FFICERIMEMBEO EXCLUDED? andatory m NH) E.L.DISEASE-EA EMPLOYEE $ 1'000'000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The certificate holder is included as an additional insured solely in respects to claims arising from the operations of the named insured per written contract. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Miami Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 1700 Convention Center Drive ACCORDANCE WITH THE POLICY PROVISIONS. Miami Beach,FL 33139 AUTHORIZED REPRESENTATIVE I 1/T' ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID:92999738-3972-4E17-A9B6-573105A6AC3E 1'A I AM I B E AC H Contract/Document Routing Contra f [{I3 Professional Services Agreement—Drone Show Services—Onstage!Holiday Drone Show Contractor .� Firefly Drone Shows,LLC Tourism and Culture Department nn r9114 by De.artment UteiCear,ERI ONIIRIEmb : • . )( ! ,}4 ���� Lissette Garcia Arrogante Rickelle Williams CAM iffOill €u5ne2d2A6E24,e... 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 x Type 8—Other: iii /G Pur•ose Pursuant to ITQ 2024-0380-001,the Tourism and Culture Department requested drone show services for the City's 2024 Fire on the 4th Event and Holiday season.The City received proposals from Firefly Drone Shows LLC,Sky Elements LLC,Lunalite Drone Show Technologies LLC,Pixis Drones LLC,Celestial Drone Shows LLC,and Skyworx Drone Shows LLC.On March 12,2024 an Evaluation Committee consisting of representatives from the following departments:Fire Department,Police Department, and Tourism and Culture Department,convened to review and score the proposals and ranked Firefly Drone Shows, LLC as the top proposer. Pursuant to Resolution 2024-33031,the Mayor and City Commission authorized the Administration to enter negotiations with Firefly Drone Shows, LLC and further authorized the City Manager and City Clerk to execute an agreement upon successful negotiation. The Department was able to come to an agreement for services with Firefly Drone Shows,LLC in the amount of$65,000 for the Onstage!Holiday Drone Show which is budgeted in the Resort Tax Fund—Other Contractual Services account under the Onstage!program. Ori:ina'€ ei} Renewal Periods Ori:inal'Renewals Fundis:lnfor ation Grant Funded: Yes No State Federal Other: b Fundi a21115& DS 711;0? _ A 1. Q3 Account Re•uire WrffiliXfalaBa 1 $65,000 160-0380-000349-25-406-548-00-00-00- Yes x No 2 Yes No 1.For contracts longer than five years,contact the Procurement Department.2.Attach any supporting explanation needed. 3.Budget approval indicates approval for the current fiscal year only.Future years are subject to City Commission approval of the annual adopted operating budget. 'ut ori Ingft City Commission Approved: X Yes No Resolution No.: CC Agenda Item No.: CC Meeting Date: 2024-33031 C7 U 5/15/2024 If no,explain why CC approval is not required: Legal Form Approved: x Yes No If no,explain below why form approval is not necessary: Com.fiance[4Kki( a ached Docusign Envelope ID:9299973B-3972-4E17-A9B6-573105A6AC3E Procurement: N/A Grants: N/A DocuSigned by: Budget: //�y�11�/�, (/j���b L ,_, Information Technology: N/A 0116gned by:" ft 9GOB4Ab1 t14b3... Risk Management: Fleet �� Fleet&Facilities: N/A BCSEDB29874040B... Human Resources: Other: N/A