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HomeMy WebLinkAbout99-23237 RESO RESOLUTION NO. 99-23237 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ADOPTING THE FINDINGS AND RECOMMENDATIONS OF THE BLUE RIBBON COMMITTEE ON CONVENTIONS AND TOURISM, AS AMENDED IN PART BY THE ADMINISTRATION, AND APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT WITH THE GREATER MIAMI CONVENTION AND VISITORS BUREAU, FOR AN INITIAL TERM COMMENCING ON OCTOBER 1, 1999, AND ENDING ON SEPTEMBER 30,2002, AND ONE TWO (2) YEAR OPTION TERM, AT THE CITY'S DISCRETION; THE MAYOR AND CITY COMMISSION FURTHER ADOPT THE AGREEMENT, AS AMENDED, AND AUTHORIZE THE CITY ATTORNEY'S OFFICE TO INCORPORATE THE RECOMMENDATIONS, AS RECOMMENDED AT ITS REGULAR MEETING ON JULY 7,1999. WHEREAS, on January 6, 1999, the Mayor and City Commission approved an Agreement with the Greater Miami Convention and Visitors Bureau (Bureau), for the period of December 1, 1998, through September 30, 1999; and WHEREAS, at that time, the Mayor and City Commission also directed the Administration to establish a Blue Ribbon Committee on Conventions and Tourism (Committee) that would evaluate the Bureau and determine whether the City should pursue a new agreement with the Bureau after September 30, 1999, or issue a Request for Proposals (RFP); and WHEREAS, on May 21, 1999, and June 4, 1999, respectively, the Committee met to finalize its recommendations to the Mayor and City Commission which are, in summary, as follows: 1. The City should enter into a new agreement with the Bureau (the Agreement), and not issue an RFP for the services to be performed by another entity; 2. The term of the Agreement should be for three (3) years, with one two (2) year option, at the City's discretion; 3. The Bureau recognizes the significant financial contribution made by the City and, accordingly, agrees that the representation on its Executive Committee, Board of Directors, and sub-committees shall be proportionate to the City's financial contribution and, in any event, no less than thirty (30%) percent; 4. The Mayor and City Commission will present a slate of names for members to the Bureau's Board of Directors and sub-committees from which members will be selected by the Bureau to represent the City on same, and on the Executive 1 Committee, which will include the City Manager and the Mayor and/or his designee (an elected official of the City); 5. The Bureau's functions will be redefined to reflect the promotion of tourism in the City, including South Beach, Middle Beach, North Beach, specifically during the off-season; 6. The Bureau is to increase competition and awareness of the Bureau's procurement policies and procedures; 7. The Bureau is to increase the funding from the private sector, by increasing the partnering and co-promoting with hotels, restaurants, retail venues, etc.; 8. The Bureau is to increase the emphasis on Miami Beach as a "destination resort II and to aggressively pursue television and comparable media events which would promote the City; 9. The Bureau is to distribute International Association of Conventions and Visitors Bureaus (IACVB) reports to the City Administration and Bureau members for reVIew; 10. The City's total annual base level contribution to the Bureau throughout the Term of the Agreement will be $5,000,000. The $5,000,000 amount shall represent a net portion of the 50% ofthe Municipal Resort Tax Revenues (the Tax) collected and distributed to the VCA; 11. Additionally, the Bureau will make a contribution of $300,000 per year, during the Term of the Agreement, to the Cultural Arts Council, and $30,000 per year, to the Miami Beach Chamber of Commerce; 12. Commencing on the second year of the Agreement, the Bureau may receive an additional contribution from the City in the event that the actual collected Tax exceeds the actual collected amounts of the Tax for the base fiscal year (defined herein as Fiscal Year 1999/2000). In that event, the City's additional contribution to the Bureau, above the $5 million dollar annual base level contribution set forth in Section 2.01 (a), shall be equal to fifty (50%) percent of such increase in the Tax; and WHEREAS, at its regular meeting on July 7, 1999, the Mayor and City Commission considered the recommendations of the Committee, as well as the Agreement, and adopted the findings and recommendations of the Committee, with the following revisions and recommendations: 2 1. Commencing on the second year of the Agreement, the incentive formula to the Bureau is fifty (50%) percent ofthe VCA's portion ofthe increase in the Tax received by the VCA; 2. The existing Agreement language in Section 2.02 (c), regarding Watson Island, will remain in effect; 3. In the event that the County Transportation Question (i.e. the "Penny Sales Tax") is approved by the electorate on July 29, 1999, and the Bureau thereupon receives $5 million dollars from Miami-Dade County, the Bureau shall, commencing on October 1, 1999, and thereafter annually throughout the Term of the Agreement, make a contribution to the City in the amount of $750,000 per year. NOW THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission herein approve and authorize the Mayor and City Clerk to adopt the findings and recommendations of the Blue Ribbon Committee on Conventions and Tourism, as amended in part by the Administration, and approving and authorizing the Mayor and City Clerk to execute an Agreement with the Greater Miami Convention and Visitors Bureau, for an initial term commencing on October 1, 1999, and ending on September 30, 2002, and one two (2) year option term, at the City's discretion; further adopting the Agreement, as amended, and authorizing the City Attorney's Office to incorporate the Mayor and Commission's recommendations, as recommended at its regular meeting on July 7, 1999. PASSED and ADOPTED this 7th day of July, 1999. ATTEST: ~} rCU db-- CITY CLERK SR:MDB:lcd F:ICMGRI$ALLICOMMEMO.99\BUREAG.RES APPROVED AS TO FORM & LANGUAGE & fOR EXECUTION ~~ Cily .MorMy ~ 3 AGREEMENT BET\VEEN CITY OF MIAMI BEACH AND THE GREATER MIAMI CONVENTION AND VISITORS BUREAU fHIS AGREEMENT, is made and executed as of this 7t.. day of JUu..f . 1999 by and between the CITY OF MIAMI BEACH, a municipal corporation organized and existing under the laws of the State of Florida (the City or Miami Beach), and GREATER MIAt\;fI CONVENTION . AND VISITORS BUREAU, INe., a Florida not-for-profit corporation (the Bureau). RECITALS: WHEREAS, the City of Miami Beach was formally a party to an lnterlocal Agreement dated September 30, 1993, by and between Miami-Dade County, the City of Miami Beach, the City of Miami, the Village ofBal Harbour (the Former Agreement); and WHEREAS, by letter dated November 25, 1998, the City advised the Bureau of its intention not to renew the Former Agreement; said Agreement effectively terminating as to the City as of the conclusion of the last extension date, or November 30, 1998; and WHEREAS, on January 6, 1999, the Mayor and City Commission negotiated a one year Agreement with the Bureau, said Agreement having a term commencing on December 1, 1998, and ending on September 30, 1999, (the 1998/99 Agreement); and WHEREAS, concurrent with its approval of the 1998/99 Agreement, the Mayor and City Commission created a Blue Ribbon Committee on Conventions and Tourism, charged with the duty of reviewing and making recommendations regarding the City's ongoing relationship with the Bureau and the negotiation of a new Agreement with City, if any; and WHEREAS, following extensive mc;etings, which included presentations from, among others, the Bureau, the City, the Visitor and Convention Authority, and SMG, the Blue Ribbon Committee unanimously recommended that the City enter into a new Agreement with the Bureau, said Agreement having an initial term of three (3) years and, at the City's discretion, a two (2) year renewal option; and WHEREAS, at its final meetings on May 21,1999, and June 4,1999, respectively, the Blue Ribbon Committee recommended the foregoing terms and conditions of said Agreement with the Bureau. as set forth below. NOW THEREFORE, the parties agree as follows: SECTION 1 CONTRACT WITH THE BUREAU. SECTION 1.0 I Bureau Functions. Miami Beach hereby contracts with the Bureau for the performance by the Bureau of the following tourism and convention sales and promotion functions: (a) To develop, promote, market, book and secure conventions, trade shows and group business; (b) To expand, develop and promote tourism in the City of Miami Beach (including, respectively South Beach, Middle Beach and North Beach) in the domestic and world markets, through consumers, travel agents, tour operators, wholesales, airline marketing, media, advertising, and other modalities determined by the Bureau, including such expansion, development, and promotion of tourism in the City during the "off season", as said term is customarily defined within that industry; (c) To maintain programs and services, where practical, in connection with the marketing and promotion of conventions and tourism, including convention services, tourist reservation services, and other operational and administrative programs in connection therewith; to prepare and distribute brochures, pampWets and other advertising information, in a manner generally accepted in the tourism and convention industry, disseminating information about Miami Beach; to cooperate with segments of the private tourism and ! convention business community for the booking of hotel reservations, tour packages, car rentals, and other such services, and conducting activities normally provided by like convention and visitors bureaus in other parts of the nation; 2 (d) To engage in tourism and convention research and planning, and to conduct campaigns of information, advertising, publicity, marketing or sales relating to tourism, conventions and convention events; (e) In general, to conduct or assist in the conducting and carrying out of any program or project designed to attract visitors and conventions within the market area of the City of Miami Beach, and to encourage and cooperate with public and private organizations or groups, hotels, motels, restaurants and other tourist related entities in their efforts to promote and attract tourists and conduct conventions to and in Miami Beach; (f) To employ, engage, compensate and discharge personnel necessary to carry out the foregoing functions, and to budget, administer and implement the funds received by it; (g) To accept, receive and expend private monies, gifts, fees, revenues and donations, in addition to the public funds transferred to it by the terms of this Agreement; (h) To enter into contract with agencies, corporations, persons, or other entities to accomplish any or all of the above; (i) To perform any other function reasonable related to the policy and purpose of this Agreement. ~ , U) To the ma'{imum extent possible, provide economic opportunities to all businesses through the Bureau's acquisition of goods and services, and to proactively market, promote and disseminate information with regard to the Bureau's procurement policies in an effort to provide increased competition and awareness as to new and future prospective bidders, proposers, etc; (k) To develop a Strategic Tourism Plan; (l) To involve in Bureau activities to the ma'{imum extent possible policy makers of Miami Bea~h; (m) To obtain increased funding directly from the private sector and do increased partnering 'Nith members, as well as co-promotions 'Nith hotels, restaurants, 3 retail venues, and other comparable tourist draws and attractions within the City of Miami Beach; (n) To create an increased emphasis on Miami Beach as a "Destination Resort" by way of campaigns of information, advertising, publicity, marketing and/or sales. This shall include, but not be limited to, the aforestated campaigns emphasizing Miami Beach's "unique" assets; (0) To aggressively pursue and "court" television and other comparable media events, including but not limited to, Super Bowl; Latin Grammys; etc. that will air from, or host events from, the City of Miami Beach, and draw national and international media attention to the City; and (P) To distribute IACVB reports to the City Administration and Bureau members, as requested, for annual comparisons of similar bureaus throughout the country. Miami Beach acknowledges that priority for booking shall be given to convention and group business that results in hotel room occupancy. SECTION 1.02 Reports. Records and Evaluation. The Bureau agrees: ( i ) t 0 provide to Miami Beach, within ninety (90) days after the end of the fiscal year of the Bureau, during the Term of this Agreement, an annual audited report covering the receipt and expenditure of public and private funds, prepared by an independent certified public accountant, in accordance with generally accepted accounting principles and practices consistently applied; (ii) to prepare and submit to Miami Beach, a copy of the Bureau's budget, prior to approval of said budget by the Bureau, for said fiscal year; (iii) to submit an Annual Report to Miami Beach before the end of October of each year; (iv) to permit Miami Beach to carry out monitoring and evaluation activities in such manner as will effectively insure the cooperation of the Bureau and its Board of Directors in the performance of the Bureau's functions, so long as such inspection and monitoring does not , unreasonably impede or interfere with the functions of the Bureau, and such monitoring and evaluation activities may include inspection of records of all expenditures from public and private funds; (v) to provide to Miami Beach such reports as may be reasonably requested by it (including, 4 but not limited, to the lAC VB reports referenced in Section 1.01 (p)) , and to provide. not less often than quarterly, an activity and financial report, setting forth generally the activities of the Bureau during the previous quarter; (vi) to permit Miami Beach to conduct, at its own expense, a full and detailer annual audit of the Bureau's records to determine how the Bureau utilized public money contributed under this Agreement and to permit Miami Beach to conduct, at its own expense, quarterly inspections of the Bureau's records, to the extent that those records relate to public funds. Any such audits or inspections shall be conducted in such manner and at such times so as not to unreasonably interfere with the day to day operations of the Bureau. In order to satisfy the provisions of this Section 1.02, the City and the Bureau herein agree and acknowledge that said provisions shall survive the Term of this Agreement, as set forth herein. SECTION 1.03 Compliance with Law. The Bureau shall comply with all applicable laws of the Federal, State and local governments relating to its activities. SECTION 1.04 Status of Bureau as Independent Contractor: Indemnification. The parties hereto understand and agree that the relationship of the Bureau and Miami Beach is that of an independent contractor. In carrying out its functions under this Agreement, the Bureau is not, nor shall it ever be construed as, the agent or representative of Miami Beach, and this Agreement is not intended to establish a partnership, a j oint venture, or the relationship of pnncipal agent. The Bureau shall indemnify and hold harmless Miami Beach from any claims, suits, demands or liability, of whatever nature, brought by others wherein Miami Beach is made a party, through suit, claims, demands or otherv.-ise, arising out of any activity of the Bureau under this Agreement, or regarding the City's contributions as set forth herein. The Bureau shall take out and maintain adequate liability insurance, in reasonable amounts, consistent with general practices in the industry, insuring against those types of claims, suits, demands normally covered by liability insurance relating to convention and visitors bureaus, and shall name Miami Beach as co-insured by endorsement. Policies or certificates of such insurance shall be remitted to Miami Beach upon execution of this Agreement by the parties hereto. 5 SE.CTION 1.05 City Participation on Bureau Board of Directors. Executive Committee. and Sub- Committees. The Bureau shall be managed by a Board of Directors (Board), having such number of member~ and such composition as may be determined from time to time by the Bureau. Such Board shall be representative of the hotel and visitor industry shall reflect the ethnic and multi-cultural nature of the community and be gender representative, recognizing that industry involvement is critical. The Bureau may act through an Executive Committee which shall meet bet\veen meetings of the Board. The composition of the Executive Committee shall be determined from time to time by the Board. The Bureau shall also establish, as it deems appropriate, working sub-committees, currently including, but not limited to a Finance Committee; Marketing and Tourism Committee; Convention Sales Committee; Nominating Committee, and Community Relations Committee. The composition of such sub-committees shall also be determined from time to time by the Bureau. Notwithstanding the foregoing, the Bureau herein recognizes the significant financial contributions made by the City of Miami Beach pursuant to this Agreement; accordingly, the Bureau and the City herein agree that, throughout the Term of this Agreement, the City's representation and membership on the Board, Executive Committee, and all sub-committees, respectively, shall be as follows: (a) Board of Directors. The City's representation and membership on the Board shall be a number proportionate to the percentage amount of the City's total annual financial contribution to the Bureau, as set forth in this Agreement, in relation to the Bureaus's total operating budget; but in no event shall said percentage be less than 30% (i.e., in the event that the City's total annual financial contribution to the Bureau during the Term of this Agreement represents 30% of the l' Bureau's total annual operating budget, then the City's membership on the Board shall be a number reflective of that percentage). The aforestated members shall be voting members of the Board, selected by the Bureau from 6 a slate submitted by the City Manager and approved by the Mayor and City Commis~ion, and shall be (i) residents of Miami Beach; and/or (ii) representative of the hotel and visitor industry in Miami Beach; and (iii) reflect the ethnic and multi-cultural nature of the City of Miami Beach, and be gender representative. (b) Executive Committee. The City's representation and membership on the Executive Committee shall be a number proportionate to the percentage amount of the City's total annual financial contribution to the Bureau, as set forth in this Agreement, in relation to the Bureau's total operating budget; but in no event shall said percentage be less than thirty percent (30%) (i.e., in the event that the City's total annual financial contribution to the Bureau during the Term of this Agreement represents thirty percent (30%) of the Bureau's total annual operating budget, then the City's membership on the Board shall be a number reflective of that percentage). The aforestated members shall be voting members of the Executive Committee, selected by the Bureau from those members of the Board selected from the City's slate for the Board; however, the City's proportionate representation and membership on the Executive Committee must include the following: (i) At the option of the City, the Mayor of Miami Beach or hislher designated representative (who shall be a member of the elected governing body of Miami Beach); and (ii) the City Manager of Miami Beach. (c) Sub-Committees. The City's representatipn and membership on all Bureau sub-committees, respectively, shall be a number proportionate to the percentage amount of the City's total annual financial contribution to the Bureau, as set forth in this Agreement, in relation to the Bureaus's total annual operating budget; but in 7 no event shall said percentage be less than 30% (i.e., in the event that the City's total annual financial contribution to the Bure4lu during the Term of this Agreement represents 30% of the Bureau's total annual operating budget, then the City's membership on all sub-committees shall be a number reflective of that percentage). The aforestated sub-committee members shall be (i) residents of Miami Beach; and/or (ii) representative of the hotel and visitor industry in Miami Beach; and (iii) reflect the ethnic and multi-cultural nature of the City of Miami Beach, and be gender representative. SECTION 2 FUNDING. SECTION 2.0 I Contribution from Miami Beach. (a) Base Level Contribution. The City's total annual base level contribution to the Bureau, throughout the Term of this Agreement, shall be $5 million dollars. Said $5 million dollar amount shall represent that portion of the net fifty percent (50%) of the Municipal Resort Tax revenues levied and collected by the City pursuant to Chapter 67-930, Laws of Florida, and the respective ordinances applicable thereto, as amended from time to time. For purposes of this Agreement, the fifty percent (50%) net portion of the Municipal Resort Tax (for purposes of this Section 2 only, hereinafter referred to as the Tax) shall be further defined as derived only from the tvio percent (2%) portion of the Municipal Resort Tax collections generated from the sale of hotel rooms, food and beverage ,and alcohol throughout the City of Miami Beach. The City shall distribute the annual $5 million dollar base level contribution to the Bureau after the following distributions and deductions have been made: (i) Less four percent (4%) of the total gross revenues collected from the Municipal Resort Tax, for collection costs; 8 (ii) $687,500.00 for the first year of this Agreement, to be increased by $25,000.00 per year, throughout the Term of this Agreement, retained by the Visitor and Convention Authority (VCA) for funding purposes consistent with Chapter 102, Article IV, Section 102-246, et seq., of the Miami Beach City Code, and Chapter 67-930, Laws of florida, as both may be amended from time to time; and (iii) All payments shall be junior and subordinate in all respect to any and all obligations of the City required under any resolutions or ordinances pursuant to which bonds or other indebtedness of the City of Miami Beach are issued which are secured by the Municipal Resort Ta'X. (b) Notwithstanding Section 2.01(a) above, commencing in the second year of the Term of this Agreement (Fiscal Year 2000/2001), the Bureau may receive an additional contribution from the City in the event that the actual collected Ta'X exceeds the actual collected amounts of the Ta'X for the base fiscal year (defined herein as fiscal Year 1999/2000). In that event, the City's additional contribution to the Bureau, above the $5 million dollar annual base level contribution set forth in Section 2.01 (a), shall be equal to fifty percent (50%) of such increase in the Ta'X. The City's Finance Director shall be responsible for making such debits and credits, including distributions to the VCA, collection costs, and monies pledged to bonds or other indebtedness of the City, as set forth in this Section 2.01. Not'Nithstanding the foregoing, for purposes of the distribution of monies from the City to the Bureau pursuant to this Section 2.01 and this Agreement, the Bureau herein acknowledges and agrees that the portion of ! the Ta,<, as defined herein, is levied and collected by the City, and thereupon distributed to the VCA. Accordingly, subject to the VCA's approval of this Agreement, the City and the Bureau herein acknowledge and agree that all 9 distributions of monies to the Bureau, as contemplated under this Section 2.01 and this Agreement, shall be made directly by the VCA to the Bureau, and such distribution by the VCA, in the amounts required pursuant to this Agreement, shall be made as if same were directly made by the City, and shall, accordingly, satisfy the City's requirements with regard to Section 2.01 of the Agreement. Any and all monies in excess of the annual base level contribution and the additional annual contribution (if any), as set forth in Sections 2.01(a) and (b), respectively, and subject to the distributions and deductions set forth above, shall be retained by the VCA, in a manner consistent with Chapter 67- 930 Laws of Florida, and as further provided in Chapter 102, Article IV, Section 102-25 1 (a)(3), et seq., as both may be amended from time to time. SECTION 2.02 Public Funds. The Bureau shall maintain public funds in an account or accounts segregated from and not commingled with any privately raised funds. (a) Method ofPavment and Disbursement. Throughout the Term of this Agreement, Miami Beach shall transfer to the Bureau its required share of the revenues described herein within thirty (30) days after the last day of the month in which Miami Beach received the funds. (b) Prohibited Expenditures from Public Funds. The Bureau shall not expend public funds for the following: Bureau staff travel and entertainment, except that travel and entertainment expenses for up to eighteen (18) persons whose Bureau positions appear in Exhibit A will be permitted when soliciting or promoting a major convention or corporate meeting booking or travel trade; any matters relating to the Bureau's function as an association, including but not limited to membership dues and salaries of personnel whose duties relate -' to membership marketi~g; the salary, benefits and prerequisites of the Chief Executive Officer; interest expenses on loans to the Bureau and expenses relating to activities beyond the scope of this Agreement. 10 (c) Additionally, the City and the Bure-au acknowl~dge that the Bureau may intend to use public funds for the construction of the Bureau's proposed headquarters and visitor center (to include a sea plane and helicopter facility), to be located on Watson Island, in the City of Miami, Florida (the visitor center or the facility). The Cityagrees to the use of any public funds for this purpose, only to the extent that the Bureau agrees that any City funds used for the visitor center be used solely for that purpose. Accordingly, the Bureau herein warrants, and agrees to memorialize same in any current or future agreement regarding said visitor center, that any change in use of the proposed facility, other than the stated public purpose of a visitor center (which may include the Bureau's headquarters and administrative offices as well) shall not be made without the prior written consent of the City. In the event the City does not agree to a change in use of the facility, then the Bureau shall, upon notice from the City, immediately remit any City funds (i.e. the City's proportionate share) that were utilized toward the construction of said facility. Pursuant to this subsection (c), the City reserves the right to audit the Bureau to determine the City's proportionate contribution toward the construction of said facility. (d) Contribution from Bureau to Miami Beach In consideration of Miami Beach's participation III this Agreement, throughout the Term herein, the Bureau shall make the following annual contributions to the City, as follows: (i) $300,000.00 per year - the first annual payment due upon execution of this Agreement and, thereafter, throughout the Term of this Agreement, payable on October 1st of the fiscal year then in effect; said contribution to be used by the City to . provide continued funding for the City of Miami Beach Cultural Arts Council; (ii) $30,000.00 per year - the first payment due upon execution of 11 this Agreement and, thereafter, in the same manner as provided in Section 2.01 (d)(i) above; said contribution to be received by the City on behalf of the Miami Beach Chamber of Commerce, and distributed to the Chamber for funding purposes consistent with its mission statement; and (iii) Ift thc .: .'eftt that the County Tran3poMtion Quc3tion (i.e. the "Penny Salc3 Tax") i3 appro.v'cd b)' the clcctorat.: on July 29, 1999, frfid the Bureau thereupon recei'v'e3 $5 million from ~fi:xmi Dade Counr, the Burcau 3hall, eorr.m.:ncing on . , October I, 1999, and thercafter armllillly throughout !hI.: T .:rm of thi3 .\grcement, make .1 contribution to the City in the ll:m6Ufit of $750,000 per year. SECTION 2.03 No Impairment of Bond Obligation. In the event Miami Beach determines that the allocation ofta'<: revenues required to be made under Section 2.01 may impair the obligation of any contractual arrangement between Miami Beach and the holders of its bonds secured by said ta"{ revenues, said commitments by the City attached hereto as Exhibit B, Miami Beach's participation in this Agreement shall be forthwith terminated; provided, however, that in the event of such termination, Miami Beach shall continue to be bound by any prior committed contract, convention reservation or other commitment duly made by the Bureau during and up to the end of the Term of this Agreement. SECTION 3 Public Records and Open Meeting Policv. The Bureau shall adhere to the policy attached as Exhibit C to this Agreement regarding access to its Board of Directors and Executive Committee meetings as well as its corporate records. f SECTION 4 Duration of this Agreement. The initial Term of this Agreement shall commence on October 1, 1999 and terminate on September 30,2002 (the Term). At its sole option and discretion, and provided further that the Bureau is not then in default of the Agreement, the City may renew this Agreement for an additional two (2) year term, said renewal term commencing on October 1, 2002, and ending on September 30, 2004, by providing the Bureau with notice of its 12 intention to renew the Agreement no less than ninety (90) days prior to the expiration of the initial Term. Notwithstanding the foregoing, the City may terminate this Agreement at any time, upon thirty C~O) days written notice to the Bureau, in the event that the Bureau, in the sole discretion of Miami Beach, fails to comply with any of the terms and conditions set forth in this Agreement. Upon receipt of said written notice from the City, the Bureau shall have seven (7) days within which to cure the default(s) set forth therein. In the event that said default(s) is not cured within the aforestated cure period, this Agreement shall terminate with no further notice from the City required; said temlination effective thirty (30) days from the date of the City's written termination notice; and the City shall have no further liability under this Agreement. In order to equalize the cash flow of resort taxes to Miami Beach, the City enacted Section 102-251 of the Miami Beach City Code, which provides for a withholding or deferral of accrued payment to the Bureau until May of each year. In the event of a termination of this Agreement prior to the end of its Term, the money owed to the Bureau is the amount described in Section 2.01 above and not the lesser amount due to a withholding or deferral of payments pursuant to Section 102-251 of the Miami Beach City Code. SECTION 5 Goods & Services. The Bureau shall procure goods and services on a competitive basis and shall provide opportunities for African American, Hispanic American and women owned businesses and services. In order to promote a broader outreach and encourage new and diverse potential bidders and proposers, the Bureau shall use its best efforts in cooperating with the City to establish a broader-based "pool" from which to procure said goods and services. This may include, but not be limited to, workshops to be co-sponsored by the City and the Bureau for the purpose, said workshop(s) and to be held on Miami Beach. SECTION 6 Notices. All notices, demands and requests which are given by -I the parties shall be in writing and shall be deemed to be properly given if sent by United States mail, postage prepaid, addressed as follows: 13 As to Miami Beach: Attention: City Manager City of Miami Beach 1700 Convention Center Drive Miami Beach, FL 33139 With copies to: City Attorney City of Miami Beach 1700 Convention Center Drive Miami Beach, FL 33 139 As to the Bureau: Attention: President Greater Miami Convention & Visitors Bureau 701 Brick~ll Avenue, Suite 2700 Miami, FL 33131 Any such names and addresses may be changed at any time upon the giving of written notice of such change sent by United States mail, postage prepaid, to the other parties affected by the change. A copy of any notice sent by one party to another shall be sent to all other parties noted above. IN WI1NESS WHEREOF, Miami Beach and the Bureau have caused this Agreement to be duly executed in their name and on their behalf by their duly constituted officers, and the Bureau has cau[d this Agreement to be duly executed by its duly authorized corporate officers, all as of this 7 day ofS' U L'1-, 1999. A~\ ~aA~ CITY Oll BEACH Neisen Kasdin, Mayor City Clerk of GREATER MIAMI CONVENTION & VISITORS BUREAU . te:{J'lt,u ., Treasurer PROVED AS TO FORM & LANGUAGE & FOR EXECUTION ~~:# William D. Talbert, III Acting President & CEO ~~~ 14 OFFICE OF THE CITY ATTORNEY ~ef~1Jmm F L o R o A MURRA Y H. nUBBIN City Attorney Telephone: Telecopy: (305) 673-7470 (305) 673-7002 September 15, 1999 William D. Talbert, III President and CEO Miami Convention and Visitors Bureau 701 Brickell Avenue, Suite 2700 Miami, FL 33131 Re: Agreement between City of Miami Beach and Greater Miami Convention and Visitors Bureau Dear Mr. Talbert: This Letter Agreement shall confirm the Agreement between the City of Miami Beach, Florida (City) and the Greater Miami Convention and Visitors Bureau (Bureau) with regard to Section 2.01(b) of that certain Agreement, dated September 13, 1999, and as approved by the Mayor and City Commission on July 7, 1999 (the Agreement). The City herein acknowledges that it has placed, for consideration by the Mayor and City Commission at its regular meeting on September 17, 1999, a ballot question for a referendum on November 2, 1999, changing the percentage allocation of the Municipal Resort Tax monies currently allocated to the VCA from 50% of said Tax, to 5% of said Tax. In the event that said referendum prevails, then the City and the Bureau herein agree that they shall make such amendment(s) to Section 2.01(b) of the Agreement so as to maintain the current formula for the incentive payment, as contemplated by the City and the Bureau in said Agreement. Although said amendment(s) to the Agreement may entail an amendment(s) to the definition of"Municipal Resort Tax", as contemplated and defined within the Agreement, the parties herein agree and stipulate that the incentive contribution to the Bureau contemplated in the Agreement, shall not change. 1700 Convention Center Drive -- Fourth Floor -- Miami Beach, Florida 33139 William D. Talbert, III Letter Agreement between GMCVB & CMB September 15, 1999 Page 2 Upon your review of this Letter Agreement, and finding that the terms and conditions memorialized herein reflect the understanding between the City and the Bureau with regard to the above referenced matter, please have same executed on behalf of the Bureau in the space provided below. Upon execution by the City, we will forward a fully executed copy to your office for your records. In the interim, thank you in advance for your anticipated cooperation and your continued professional courtesy. Very truly yours, 1?:~)A0PQ.L First Assistant City Attorney I have read this Letter Agreement and, fully understanding same, agree to be bound by the terms and conditions contained herein. Greater Miami Convention and Visitors Bureau City of Miami Beach ._) 1)1-j5dc~Q/~od~ WILLIAM D. TALBERT, III President and CEO DRIGUEZ RJA:lm F:IA TTOIAGURIAGREEMNTIGMCBV.L TR OFFICE OF THE CITY ATTORNEY. 1700 CONVENTION CENTER DRIVE - MIAMI BEACH, FLORIDA 33139 G R E M A T E R . E-: ~ ~.~ "'4 AM II: 08 "7]JUr;<>:m ;s E"verlfbodlf'" Bu<>:,;,,:'J<>:'~ 1~'L'.,:",',. ~ ~ . ~ ~ . ~ ~ ~ 0 r' .- . C r- I" r I l: September 23, 1999 Sergio Rodriguez Miami Beach City Manager City Hall 1700 Convention Center Drive Miami Beach, FL 33139 Dear Mr. Manager, ~ Enclosed are executed copies of the "Agreement between City of Miami Beach and The Greater Miami Convention & Visitors Bureau". I have signed three (3) sets of the documents and Mr. Mehdi Ghomeshi, GMCVB Treasurer has attested my signature. Please forward the documents to Miami Beach Mayor Neisen Kasdin for his signature and execution by the City of Miami Beach and return fully executed copies for our records. We look forward to continuing to build our relationship with the City of Miami Beach as its destination sales and marketing company. Sincerely, . ~ William D. Talbert, III President & CEO Enclosures Cc: Thomas F. Hewitt, GMCVB Board Chair Mehdi Ghomeshi, GMCVB Treasurer Lucia Dougherty, GMCVB Counsel 1'~1'1'1' 701 Brickell Avenue, Suite 2700, Miami, Florida 33131 (305)539-3000, Fax (305) 539-3113 http://www.miamiandbeaches.com