R7E-Waive Bidding-Execute Agreement Citywide Network Of Smart Drinking Water StaCOMMISSION ITEM SUMMARY
Condensed Title:
A resolution of the Mayor and City Commission of the City of Miami Beach, Florida, accepting the written
recommendation of the City Manager (as set forth in the city commission memorandum accompanying this
resolution) and waiving, by 5/7th vote, the competitive bidding requirement, finding such waiver to be in the
best interest of the city, and approving and authorizing the City Manager and City Clerk to execute an
agreement between the City and Woosh Miami Beach LLC, in connection with the implementation,
nt and operation of a for a network of smart drinkinq water stations.
N/A
Data (Surveys, EnvironmentalScan, etc.): N/A
At the March 11,2015 Commission Meeting, Commissioner Grieco referred a discussion regardtng a
proposal by Woosh Water Systems (Woosh) to create a Smart Water Stations Network in the City to the
Sustainability and Resiliency Committee (SRC). On April 22,2015 the SRC recommended that Woosh
work with City staff to develop a pilot program. On July 8, 2015, the City Commission authorized Staff to
negotiate an agreement for implementation of a pilot program.
Woosh is a company internationally renowned for their Smart Water Stations and water "onthe-go"
concept. The water stations are computerized and are programed to provide filtered, chilled drinking water
to residents and visitors for a faction of the price of what a regular bottle of waterwould cost at a store. The
stations also have a bottle cleansing system feature for reusable bottles, thereby reducing plastic waste
and promoting carbon footprint awareness. These Smart Water Stations are Wi-Fi enabled, contain LCD
screens that can be used as City message boards and/or for advertisement purposes, feature online
monitoring and remote control, and have a powerful cooling system.
The Concessionaire Agreement would be for a three year pilot program for 25 water stations. The City
would pay for the upfront cost of approximately $140,000 to connect the utilities to the stations and Woosh
would reimburse the City by September 30, 2016. Woosh will also pay the City for monthly water and
electrical usage monthly for each station. The City would also receive 15% ol gross sales receipts
generated from advertisement and 25% of gross sales generated through sponsorship. The Administration
seeks the direction from the City Commission with respect to allowing advertising on the water stations,
either 1 ) on the touch screen and/or 2) on the body of the water stations (i.e. a wrap concept). The City's
Code would need to be amended to permit advertising on City property and review by the Planning goaid.
Underthe proposed term sheet, the City is projected to receive 12 percent (12o/o) in yeartwo and 15
percent (15%) thereafter of the operational revenues. ln order to permit Woosh to recapture its upfront
investment, they will have a grace period in which they are exempt from sharing revenues in connection
with the operational revenues for 18 months or until they generate gross sales receipts under the program
totaling $1,300,000, whichever occurs first. Woosh will be responsible for the design, permitting,
construction, installation and maintenance of the water stations. ln addition, residents will receive a
discounted rate on refills.
The City Manager recommends waiving, by 5/7th vote, the competitive bidding requirement, finding such
waiver to be in the best interest of the City. The Administration recommends aoorovino the Resoiution.
On April 22,2015, the Sustainability and Resiliency Committee recommended that Woosfr wo* witn City
staff to develop a pilot orooram.
Financial Information :
Source of
Funds:
Amount Account
1
OBPI Total
AGENDA fiETT R7EE MIAMIBEACH DATE337
g MIAMIBEACH
City of Miomi Beoch, 'l ZO0 Convention Center Drive, Miomi Beoch, Florido 33139, www.miomibeochfl.gov
COMMISSION MEMORANDUM
TO:Mayor Philip Levine and Members offthe City
FROM: Jimmy L. Morales, City Manager
DATE: July 31 ,2015
SUBJECT: A RESOLUTION OF THE MAYORTAND CITY COMMISSION OF THE
CITY OF MIAM! BEACH, FLORIDA, ACCEPTING THE WRITTEN
RECOMMENDATION OF THE CrrY MANAGER (AS SET FORTH !N
THE CITY COMMISSION MEMORANDUM ACCOMPANYING THIS
RESOLUTTON) AND WA!V!NG, BY 5/7TH VOTE, THE COMPETIIVE
BIDDING REQUIREMENT, FINDING SUCH WAIVER TO BE IN THE
BEST INTEREST OF THE CITY, AND APPROVING AND
AUTHORTZTNG THE CITY MANAGER (ON BEHALF OF THE GITY)
AND CITY CLERK TO EXECUTE AN AGREEMENT WITH WOOSH
MIAMI BEACH LLC, IN GONNECTION WITH THE
IMPLEMENTATION, MANAGEMENT AND OPERATION OF A PILOT
PROGRAM FOR A CITYWIDE NETWORK OF SMART DRINKING
WATER STAT|ONS, FOR AN rNlTlAL TERM OF THREE (3) YEARS,
wtTH oNE RENEWAL OPTTON OF ONE (1) YEAR, AT THE CITY'S
SOLE DISCRETION; WHIGH AGREEMENT SHALL, AT A MINIMUM,
CONTAIN THE ESSENTIAL PROVISIONS CONTAINED IN THE
TERM SHEET SET FORTH AS EXHIBIT "A" TO THIS RESOLUTION;
AND WHICH FINAL NEGOTIATED AGREEMENT SHALL BE
SUBJECT TO LEGAL REVIEW AND FORM APPROVAL BY THE
CITY ATTORN EY'S OFFICE.
BACKGROUND
At the March 11,2015 Commission Meeting, Commissioner Grieco referred a discussion
regarding a proposal by Woosh Water Systems (Woosh) to create a Smart Water
Stations Network in the City to the Sustainability and Resiliency Committee (SRC). On
April 22,2015 the SRC recommended that Woosh work with City staff to develop a pilot
program. On July 8, 2015, the City Commission authorized staff to negotiate an
agreement for implementation of a pilot program.
ANALYSIS
Woosh is a company internationally renowned for their Smart Water Stations and water
"onthe-go" concept. The water stations are computerized and are programed to provide
filtered, chilled drinking water to residents and visitors for a fraction of the price of what a
regular bottle of water would cost at a store. The stations also have a bottle cleansing
system feature for reusable bottles, thereby reducing plastic waste and promoting
carbon footprint awareness. These Smart Water Stations are Wi-Fi enabled, contain 12"
multi-purpose LCD screens that can be used for directional, instructional or advertising
338
Woosh Smart Water Sfafions
July 29, 2015
Page 2 of 3
purposes. The screens also feature online monitoring and remote operational control.
The technical specifications are provided in Attachment A.
Woosh has submitted the attached term sheet for the installation and operation of water
stations throughout the City (Attachment B). The Concessionaire Agreement would be
for a three year pilot program for 25 water stations. The City would pay for the upfront
cost of approximately $t40,000 to connect the utilities to the stations and Woosh would
reimburse the City by September 30, 2016. Woosh will also pay the City for water usage
and a flat $5.00 per station fee for electricity monthly.
The business model developed by Woosh also includes revenues from advertisement
and sponsorship. The City would receive 15o/o of gross sales receipts generated from
advertisement and 25% of gross sales generated through sponsorship. The
Administration seeks the direction from the City Commission with respect to allowing
advertising on the water stations, either 1) on the touch screen and/or 2) on the body of
the water stations (i.e. a wrap concept). The City's Code would need to be amended to
permit advertising on City property and review by the Planning Board.
Underthe proposed term sheet, the City is projected to receive 12 percent (12o/o) in year
two and 15 percent (15o/o) thereafter of the operational revenues. ln order to permit
Woosh to recapture its upfront investment, they will have a grace period in which they
are exempt from sharing revenues in connection with the operational revenues for 18
months or until they generate gross sales receipts under the program totaling
$1,300,000, whichever occurs first. Attachment C provides a breakdown of projected
expenses and revenue generated over the three year pilot program.
Woosh will be responsible for the design, permitting, construction, installation and
maintenance of the water stations. They will also have a full-time employee to oversee
daily operations and administer the program. The units are connected to a dashboard
program that provides historical and real time data from the water stations including
revenue, water usage, and number of plastic water bottles saved. ln addition to having
access to this data, the City will also receive monthly reports on gross receipts, water
usage and maintenance.
Residents will receive a discounted rate on refills; residents will by $0.35 per 20 oz. fill
and non-residents will be charged $0.50 per 20 oz. fill. Attachment D provides a further
breakdown of the price per fill. The pilot program will be reviewed by the Administration
and if the program proves successful, the City may thereafter consider a longer term
agreement and/or increasing the number of water stations servicing the City, based
upon agreed upon financial terms.
CONCLUSION
The Administration recommends the approving the resolution, approval of the essential
terms negotiated by staff, a copy of which are attached hereto and incorporated herein
by reference as Exhibit "A", which will be formalized in a concession agreement, having
an initial term of three (3) years, with one (1) option for a period of one (1) year,
commencing from the rollout date of the program. Additionally, the City Manager
recommends waiving, by 5l7th vote, the competitive bidding requirement in connection
with this concession agreement, finding such waiver to be in the best interest of the City.
339
Woosh Smart Water Sfations
July 29, 2015
Page 3 of 3
Attachments: A - Water Station Technical Specifications
B - Woosh Smart Water Stations Term Sheet
C - Woosh Pilot Project Financial Terms
D - Woosh Estimated Price List
wrctc@esw
340
RESOLUTION NO.
A RESOLUTION OF THE MAYOR AND CITY GOMMISSION OF THE CITY OF
MIAM! BEACH, FLORIDA, ACCEPTING THE WRITTEN RECOMMENDATION
oF THE CITY MANAGER (AS SET FORTH tN THE ctTy COMMISSION
MEMORANDUM ACCOMPANYING THIS RESOLUTTON) AND WAIVING, By
5I7TH VOTE, THE COMPETITIVE BIDDING REQUIREMENT, FINDING SUCH
WAIVER TO BE IN THE BEST INTEREST OF THE C!TY, AND APPROVING
AND AUTHORTZTNG THE CITY MANAGER (ON BEHALF OF THE CtTy) AND
CITY CLERK TO EXECUTE AN AGREEMENT WITH WOOSH MTAMI BEACH
LLC, IN CONNECTION WITH THE IMPLEMENTATION, MANAGEMENT AND
OPERATION OF A PILOT PROGRAM FOR A CITYWIDE NETWORK OF SMART
DRINKING WATER STATIONS, FOR AN rNrTtAL TERM OF THREE (3) YEARS,
wtTH oNE RENEWAL OpTtON OF ONE (1) YEAR, AT THE CtTy'S SOLE
DISCRETION; WHIGH AGREEMENT SHALL, AT A MINIMUM, CONTATN THE
ESSENTIAL PROVISIONS CONTAINED IN THE TERM SHEET SET FORTH AS
EXHIBIT "A" TO THIS RESOLUTION; AND WHICH FINAL NEGOTIATED
AGREEMENT SHALL BE SUBJECT TO LEGAL REVIEW AND FORM
APPROVAL BY THE CITY ATTORNEY'S OFFICE.
WHEREAS, it is in the interest of the public health, safety, and welfare of its residents and
visitors to reduce litter and pollutants on land and in the waters of the City of Miami Beach ("City");
and
WHEREAS, Woosh Water Systems (Woosh) is internationally renowned for their Smart
Water Stations that are installed in public areas to provide the public with filtered water "on-the-go";
and
WHEREAS, this service provides an alternative to non-reusable plastic bottles; and
WHEREAS, the Smart Water Stations are computerized and provide to the consumer
filtered, chilled drinking water at a fraction of the cost than traditional bottled water; and
WHEREAS, the Smart Water Stations are Wi-Fi enabled to allow for online monitoring and
remote control and remote access to reports relating to usage and revenue; and also includes LCD
screens that can be used as City message boards and/or for advertisement purposes; and
WHEREAS, on April 22,2015, the Sustainabilig and Resiliency Committee recommended
that City staff negotiate a pilot program with Woosh; and
WHEREAS, on July 8, 2015, the City Commission authorized staff to negotiate an
agreement for the implementation of a pilot program; and
WHEREAS, the City Manager recommends waiving, by 5/7th vote, the competitive bidding
requirement, finding such waiver to be in the best interest of the City; and
WHEREAS, the Administration recommends the approval of the essential terms negotiated
by staff, a copy of which are attached hereto and incorporated herein by reference as Exhibit "A",
341
which will be formalized in a concession agreement, having an initial term of three (3) years, with
one (1) option for a period of one (1) year, commencing from the rollout date of the program.
NOW, THEREFORE, BE !T DULY RESOLVED BY THE MAYOR AND THE CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby accept the written recommendation of the City Manager (as set forth in
the City Commission memorandum accompanying this resolution) and waiving, by 5/7th
vote, the competitive bidding requirement, finding such waiver to be in the best interest of
the city, and approving and authorizing the City Manager (on behalf of the City) and City
Clerk to execute an agreement with Woosh Miami Beach LLLC, in connection with the
implementation, management and operation of a pilot program for a citywide network of
smart drinking water stations, for an initial term of three (3) years, with one renewal option of
one (1) year, at the City's sole discretion; which agreement, shall, at a minimum, contain the
essential provisions contained in the term sheet set forth as Exhibit "A" to this Resolution;
and which final negotiated agreement shall be subject to legal review and form approval by
the City Attorney's Office.
PASSED AND ADOPTED this
ATTEST:
day of 2015.
Philip Levine, Mayor
Rafael E. Granado, City Clerk
,8R'^f8YiR8il?'
a ron EXEpuTloN
\&'\-; -JslY
342
1.
2.
Term Sheet
Goncession Aoreement with Woosh Miami Beach LLC
for Pilot Proqram of Smart Water Stations (Proqram)
Goncessionaire Name: "Woosh Miami Beach LLC, a Florida limited liability company"
Ag reement Term/Timeline:
A. lnitial three (3) year term, commencing from the Operational Rollout Date; with one
(1) renewal option for one (1) year, upon ninety (90) days notice, at City's sole
discretion, and if Concessionaire is not in default.
B. 60 days from Etfective Date, City to approve Concession locations for the 25 water
stations.
C. 90 days after City approves location of stations, to roll out stations (including
manufacture, set-up and permitting; and application to required City land use boards
(HPB and DRB), as applicable.
D. "Operational Rollout Date" shall be the earlier of: (1) roll-out of the 25 water stations
to the public; or (2) five (5) months from Effective Date. The City Manager, at his
sole discretion, will have the ability to extend the Operational Rollout Date.
Gity's Contribution:
A. lnitial upfront provision of Utility Connections for water (including water meter) and
electricity (collectively, Utility Connections) for each water station in the Program, in
the estimated amount of $140,000. Concessionaire shall reimburse the City the initial
outlay for the Utility Connections during the first agreement year; however, no later
than September 1 ,2016.
B. Banner/link for Program on City's website.
C. During first year of Agreement: (1) monthly feature in Miami Beach Magazine and
other placements; (2) Co-Present with stations in conferences which the City is
taking active party (i.e. Emerge cities); and (3) Quarterly e-mail blasts to City
employees.
D. Regular PSA features on Channel 77, on quarterly basis during initial term of
Agreement.
Utilities:
A. Water - (using City meter) monthly payment to City for water usage.
B. Electricity - monthly fee of $5.00 per Woosh Station.
Concession Fees:
A. Advertisement Revenues (15%)
15o/o of gross sales receipts received by Concessionaire, which are generated from
any approved advertisement on the water stations (Advertisement Revenues), shall
be paid to the City. Concessionaire has requested that it be permitted to place
advertisements on the following portions of the water stations: 1) the touch screen of
the water station and 2) the body of the water station (i.e. as a wrap). This will
require the initial approval, by the City Commission, to amend the City Code to
permit the requested advertisement privileges (as to options 1 and/or 2); the
3.
4.
5.
EXHIBlT
/\
bsequent review by the Planning Board; and final approval, by the City
343
6.
Commission, of an amendment to the City Code. The City Code amendment will be
submitted for approval after Concessionaire obtains the first full building permit. lf
Concessionalre is not able to secure the requisite approvals as to option 1
and/or 2 of the requested advertisement privileges, Goncessionaire shall have
thirty (30) days to terminate the Agreement for convenience, with each party
bearing its own costs and fees, and thereafter released from any further
obligation under the Agreement. The Grace Period shall not apply to
Advertisement Revenues.
B. Sponsorship Revenues (25o/o)
25o/o of gross sales receipts received by Concessionaire, which are generated
solely from any approved sponsorship (Sponsorship Revenues), shall be paid to
the City. Any permitted sponsorship shall be subject to prior written approval of
the City Manager. The Grace Period shall not apply to Sponsorship Revenues.
C. Percentage of Operational Revenues (10% - 15o/o)
The City shall be entitled to receive a percentage of gross sales receipts
generated from operating under the Agreement (Operational Revenues), which
will be separate from and in addition to Advertising and Sponsorship Revenues),
as follows. 10% during the first agreement year; 12o/o during the second
agreement year; and 15% during the third agreement year.
D. Grace Period for Operational Revenue Sharing- From the Operational Rollout
Date of the Agreement and continuing 1) during the first eighteen (18) months
following the Operational Rollout Date, or 2) until Concessionaire generates
revenues under the Program (inclusive of Advertising, Sponsorship and
Operational Revenues) totaling $1,300,001.00, whichever occurs first,
Concessionaire shall be exempt from any revenue sharing with the City under
the Operational Revenue category solely (except relating to the Utility
Connection up-front cost, which will be reimbursed to the City no later than
September 1, 2016), in order to provide Concessionaire with an opportunity (but
without a guaranty) to recapture its agreed upon estimated upfront investment.
E. Gross sales receipts generated from the sale or distribution of a pre-paid card
shall be exempted from revenue sharing until point of sale, as all purchases/uses
at the water stations shall be booked as a sale at each water station, for
purposes of revenue sharing, based upon the approved price list.
lmprovements, Maintenance, Repair and Operation: Concessionaire shall be
responsible for the design, permitting, construction, installation and maintenance of the
water stations.
Operation: Concessionaire shall designate a competent full{ime employee to oversee
the day{o-day operations, who will act as the administrator for the Program, as the
primary point of contact for the City. The water stations shall be in operation twenty-four
hours per day, 365 days per year.
7.
344
8. Price Schedules: Pursuant to the attached price list, which includes $0.35 per 20 oz. fill
for City residents; and $0.50 per 20 oz. fill for non-City residents.
9. lnsurance Requirements (Subject to revieMmodification by Risk Management):
A. General Liability insurance, in the amount of $1,000,000.00 (City an additional
insured/ waiver of subrogation rider);
B. Worker's Compensation, pursuant to Florida law;
C. Automobile lnsurance (owned, leased, and hired vehicles and non-ownership
liability, not less than $1,000,000; and
10. Performance Bond: $100,000.00 cash or performance bond, due within thirty (30) days
from obtaining first full building permit, to ensure Concessionaire's performance under
the Agreement.
11. Audit and lnspection of Records and Reports/APl Access: Concessionaire shall
maintain records as would be required by an independent CPA, pursuant to generally
accepted accounting principles.
A. Concessionaire shall provide the City shall have API access or a dashboard for
purposes of obtaining historical data from water stations (revenue, water usage,
number of plastic water bottles saved etc.).
B. Reports (intervals may be changed at discretion of City Manager or designee):i. Monthly report of gross receipts;
ii. Monthly water usage report;
iii. Monthly maintenance report.
12. Additional Terms: Agreement shall include additional standard terms, including, without
limitation, Default and Termination, Limitation of Liability, lndemnification, and other
provisions typical of City concession agreements.
345
ATTACHMENT A
WOOSH WATER SYSTEMS LTD.
Water Station Technical Specifications
7tzLtZOLs
346
Mb
posrtive drinking
Technical specif ication
. Model: Wooshl Outdoor
. Raw Water: City's mains
. Capacity: Up to24 Gallons/hour. Up to 90 people per hour
o Power Consumption* per Fill = 0.009 KWH.
. Power Consumption per Rinse = 0.008 KWH.
. CatalogueNumber: W00010500-110V
. Water inlet connection: 3/8" pipe PE type
. Drain connection:318" pipe PE type
. Electrical connection requirements: 1 phase, 110,60 Hz,20A Line
. Electric & water connections: Underground infrastructure required
. Required area: 39.5"x39.5", 29" deep
r Water inlet pressure : Min: 1 Bar, Max I
o Water inlet flow: min 2 GPM
(*) Our power consumption tests were made under extreme conditions of surroundint temperature 95"F/ direct sunlighU
40 fills per hour/tap water inlet temperature 7Z"F
347
positive drrnking
Fillrate:1GPM
Avg. Fill process: 13 seconds
Fills Any type of bottle / glass / cup etc.
Regulated fixed filling quantities: 5 - 33 oz. (150-1000 ml)
Cooling system controls and maintains outlet water's temperature.
Temperature can be modified manually by the technician.
Range:45'F - 55'F f)
Bottles
cleansing
system
Excess water
collection unit
Water
dispensing
system
h/ater treatment
unit
Water treatment unit ensures the outlet water's quality, improves taste
and removes bad odors. Prevents bacterial growth and contamination.
Treatment unit is automated (PLC operated)
Water cooling
system
0n site, 0zone (0a) based bottle cleansing system.
Bottle disinfection and removal of bad taste & odor. Encourages the end
user to re -use his own bottle and enjoy the water quality.
Cleansing process: L5 Seconds
Suitable for reusable bottles
Collection and disposal of excess water to drain.
No water spillage around the station
3
348
posrtive drinking
Touch screen
operated
Bottle presence
sensors
1 Bottle presence sensor ( Fill process)
1 Bottle presence sensor ( Cleansing process )
Prevents waste of water, water spillage or misuse of station
Magnetic cards
reader
Station is touch screen operated.
Suitable for outdoor usage- 1P55, anti-reflection and sunlight protection.
5 mm thick reinforced glass protection
1Z.1" size
Allows station operation with wooshTag* or other cross-platform RF tags
Allows station operation with magnetic cards, credit cards or other cross-
platform magnetic cards
Remote control I crttor.r service and assistance from service centersystem
| *.rno,. monitoring and alarms
Remote start-up / shut-down
3G (cellulaQ remote control unit allow for remote connection to each
station
Data collected from stations is stored and analyzed in a main data base
(SQL servefl with a back office control and management system.
Data mining tools for statistic information.
4
349
posrtlve rJrrnkrng
lnstallation
The woosh'stations installation is "plug-n-play". The assembly of the stations is done in
the factory. The outdoors installation requires the following elements:
. Electric connection: 1. phase, 1L0, 60 Hz, 20A Line.
o Station's Nominal current: t4.67 amps at 110 volts.
o Electrical connection cable: 3X2.5 mmz TYPE - XLPE
o lnstall through circuit Breaker 1 X 204. Under earth leakage protection relay.
o See the power line connection in Figure 5.
. Water connection:A 3/8" pipe is required. The pipeline connects to the station
underground in a protected l" plastic pipe. See Figure 5.
. Drain connection:The station generates a minimum amount of water excess when
operating. The drainage pipeline connects underground from the station in a 3/8"
pipe a drainage system. See Figure 5
. Tools & Machinery required:
"ffi,. . i::;i
SmallCrane Max weight- 300 KG
Cargo Straps
Small Excavator / Shovel
Gravel 15 cubic feet
Security Torx (pin-in Torx) screwdriver Head= O
Electricity screwdriver Flat head
Teflon tape
Wrench 3/4" (19mm), 15/15"(24mm)
Measuring tape
Pipe cutter
Cable cutter For electric wire
Level
Anti-Seize Lubricant for stainless steel
350
positive drinkrng
Dimensions
Figure 1
6
351
1.
2.
ATTACHMENT B
Term Sheet
Concession Aqreement with Woosh Miami Beach LLG
for Pilot Proqram of Smart Water Stations (Proqraml
Goncessionaire Name: "Woosh Miami Beach LLC, a Florida limited liability company"
Agreement Term/Timeline:
A. lnitial three (3) year term, commencing from the Operational Rollout Date; with one
(1) renewal option for one (1) year, upon ninety (90) days notice, at City's sole
discretion, and if Concessionaire is not in default.
B. 60 days from Effective Date, City to approve Concession locations for the 25 water
stations.
C. 90 days after City approves location of stations, to roll out stations (including
manufacture, set-up and permitting; and application to required City land use boards
(HPB and DRB), as applicable.
D. "Operational Rollout Date" shall be the earlier of: (1) roll-out of the 25 water stations
to the public; or (2) five (5) months from Effective Date. The City Manager, at his
sole discretion, will have the ability to extend the Operational Rollout Date.
City's Gontribution:
A. lnitial upfront provision of Utility Connections for water (including water meter) and
electricity (collectively, Utility Connections) for each water station in the Program, in
the estimated amount of $140,000. Concessionaire shall reimburse the City the initial
outlay for the Utility Connections during the first agreement year; however, no later
than September 1 ,2016.
B. Banner/link for Program on City's website.
C. During first year of Agreement: (1) monthly feature in Miami Beach Magazine and
other placements; (2) Co-Present with stations in conferences which the City is
taking active party (i.e. Emerge cities); and (3) Quarterly e-mail blasts to City
employees.
D. Regular PSA features on Channel 77, on quarterly basis during initial term of
Agreement.
Utilities:
A. Water - (using City meter) monthly payment to City for water usage.
B. Electricity - monthly fee of $5.00 per Woosh Station.
Goncession Fees:
A. Advertisement Revenues (15%)
15o/o of gross sales receipts received by Concessionaire, which are generated from
any approved advertisement on the water stations (Advertisement Revenues), shall
be paid to the City. Concessionaire has requested that it be permitted to place
advertisements on the following portions of the water stations: 1) the touch screen of
the water station and 2) the body of the water station (i.e. as a wrap). This will
require the initial approval, by the City Commission, to amend the City Code to
permit the requested advertisement privileges (as to options 1 and/or 2); the
subsequent review by the Planning Board; and final approval, by the City
3.
4.
5.
352
6.
7.
Commission, of an amendment to the City Code. The City Code amendment will be
submitted for approval after Concessionaire obtains the first full building permit. !f
Concessionaire is not able to secure the requisite approvals as to option 1
and/or 2 of the requested advertisement privileges, Concessionaire shall have
thirty (30) days to terminate the Agreement for convenience, with each party
bearing its own costs and fees, and thereafter released from any further
obligation under the Agreement. The Grace Period shall not apply to
Advertisement Revenues.
B. Sponsorship Revenues (25o/o)
25o/o of gross sales receipts received by Concessionaire, which are generated
solely from any approved sponsorship (Sponsorship Revenues), shall be paid to
the City. Any permitted sponsorship shall be subject to prior written approval of
the City Manager. The Grace Period shall not apply to Sponsorship Revenues.
C. Percentage of Operational Revenues (10% - 15o/o)
The City shall be entitled to receive a percentage of gross sales receipts
generated from operating under the Agreement (Operational Revenues), which
will be separate from and in addition to Advertising and Sponsorship Revenues),
as follows: 10o/o during the first agreement year; 12o/o during the second
agreement year; and 15% during the third agreement year.
D. Grace Period for Operational Revenue Sharing- From the Operational Rollout
Date of the Agreement and continuing 1) during the first eighteen (18) months
following the Operational Rollout Date, or 2) until Concessionaire generates
revenues under the Program (inclusive of Advertising, Sponsorship and
Operational Revenues) totaling $1,300,001.00, whichever occurs first,
Concessionaire shall be exempt from any revenue sharing with the City under
the Operational Revenue category solely (except relating to the Utility
Connection up-front cost, which will be reimbursed to the City no later than
September 1, 2016), in order to provide Concessionaire with an opportunity (but
without a guaranty) to recapture its agreed upon estimated upfront investment.
E. Gross sales receipts generated from the sale or distribution of a pre-paid card
shall be exempted from revenue sharing until point of sale, as all purchases/uses
at the water stations shall be booked as a sale at each water station, for
purposes of revenue sharing, based upon the approved price list.
lmprovements, Maintenance, Repair and Operation: Concessionaire shall be
responsible for the design, permitting, construction, installation and maintenance of the
water stations.
Operation: Concessionaire shall designate a competent full-time employee to oversee
the dayto-day operations, who will act as the administrator for the Program, as the
primary point of contact for the City. The water stations shall be in operation twenty-four
hours per day, 365 days per year.
353
8. Price Schedules: Pursuant to the attached price list, which includes $0.35 per 20 oz. frll
for City residents; and $0.50 per 20 oz. fill for non-City residents.
9. lnsurance Requirements (Subject to reviedmodification by Risk Management):
A. General Liability insurance, in the amount of $1,000,000.00 (City an additional
insured/ waiver of subrogation rider);
B. Worker's Compensation, pursuant to Florida law;
C. Automobile lnsurance (owned, leased, and hired vehicles and non-ownership
liability, not less than $1,000,000; and
10. Performance Bond: $100,000.00 cash or performance bond, due within thirty (30) days
from obtaining first full building permit, to ensure Concessionaire's performance under
the Agreement.
11.Audit and lnspection of Records and Reports/APl Access: Concessionaire shall
maintain records as would be required by an independent CPA, pursuant to generally
accepted accounting principles.
A. Concessionaire shall provide the City shall have API access or a dashboard for
purposes of obtaining historical data from water stations (revenue, water usage,
number of plastic water bottles saved etc.).
B. Reports (intervals may be changed at discretion of City Manager or designee):i. Monthly report of gross receipts;
ii. Monthly water usage report;
iii. Monthly maintenance report.
12. Additional Terms: Agreement shall include additional standard terms, including, without
limitation, Default and Termination, Limitation of Liability, lndemnification, and other
provisions typical of City concession agreements.
354
ATTACHMENT C
IYoorh mtmrtrd cc lirt - Milml Bcech
fill emount ml pdce (cr$mrtcdl
200 s 035
350 s 045
500 s 050
600 s 055
750 s 065
1 000 s 080
Bottle cleansinq (additionall s 0 15
('lresidents will be enUtled to up to 30rr discount
355
ATTACHMENT D
WOOSH WATER SYSTEMS LTD.
Miami Beach Pilot Project - Financial Terms
7t22t20L5
356
positive drinking
a.
b.
Miami Beach Pilot Proiect - Financial Terms
Woosh's total investment= $1.27 4.500
Woosh starts to share revenues once reaching the breakeven
point, or after 18 months, whatever comes first.
City's Revenue Share (*Based on the concession fees below)c.
laoEx (lncludino infrastructure costs)-qA?q ooo s0 s0 -s625 000
Set Uo Costs -s1 1 5 000 -$1 15 000
Vlarketinq -s150.000 -s100 000 -$100 000 -s350 000
ncome $8S4.825 $1 .002.204 sl 252.755 s3.149.784
)pEx (lncludinq water and electricitv costs)-s384 500 -q?R4 qon -q144 60n -s1 153 500
lity's Share -$74,703 -$187,913 -$262,617
tJet Profit -$379,675 $63,326 $643,667 $643,667
fohl lnvestment -$1.274.500
Year 1 Year 2 Year 3 Total
$74,703 $187,913 $262,617
357
THIS PAGE INTENTIONALLY LEFT BLANK
358