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HomeMy WebLinkAbout2003 01 13 Consent A Entertainment and Concessions Agreement for Central Winds Park COMMISSION AGENDA ITEM A I CONSENT X INFORMATIONAL PUBLIC HEARING REGULAR 01/13/2003 Meeting MGR. ~ /DEPT C G? Authorization REQUEST: The Parks and Recreation Department is requesting the City Commission to authorize the City Manager to execute the agreement between the City of Winter Springs and Cox Entertainment for July 4, 2003, Entertainment and Concessions. PURPOSE: The purpose of this item is to obtain Commission approval to execute the agreement for Entertainment and Concessions for the July 4, 2003 event at Central Winds Park. CONSIDERATIONS: . Cox Entertainment provided the entertainment and concessions for the City of Winter Springs, July 4th event last two years. . Both the City of Winter Springs and Cox Entertainment have First-Right-of-Refusal based on last year's agreement. Several meetings have been held, and both Staff and Cox Entertainment desire to commit to this agreement. . Cox will provide Entertainment and Concessions. . The Rotary Club of Winter Springs will again provide children's area. . The City will provide fireworks, secondary stage with local entertainment, old fashion games including home run derby, electrical power, rest rooms, cleanup, police and fire (parking and safety), and improved shuttle bus return from Winter Springs High School. . The entertainment will be very patriotic with all music styles. . Again, this year Cox Entertainment sole compensation for all selVices rendered shall be derived from the sale of entertainment, sponsorships, and concessions. . The City's Concession will operate during the event. 1 . An agreement was presented to the Commission on September 23, 2002. Staff and City Attorney pulled the item to work out the following issues: 1) The City has the right to cancel fireworks under unsafe conditions and Cox will provide a speaker to better align the music with the ignition of fireworks. 2) Cox will provide staff and arrange City of Winter Springs Police Officer at the front gate of Central Winds Park. 3) Cox will provide the main stage and pay % of the cost of the secondary stage and power generator for only the main stage. 4) Cox will provide all insurance required with "No Deductible". 5) The time limitation on the First Right of Refusal to negotiate the 2003 Agreement by November 30, 2003. FUNDING: $ 25,000 was budgeted for July 4th in the 2002/03 budget. No additional revenues are required. RECOMMENDATION: Staff recommends the City Commission approve the authorization of the City Manager to enter into a contract with Cox Entertainment to provide entertainment and concessions. IMPLEMENTATION SCHEDULE: January - July 2003 July 1 - July 3, 2003 July 4, 2003 Promotion of the July 4th Celebration of Freedom. Set up for Event. City of Winter Springs July 4th Celebration of Freedom. ATTACHMENTS: Attachment #1 City of Winter Springs, Florida, 4th of July Special Event Agreement. COMMISSION ACTION: 2 I' CITY OF WINTER SPRINGS, FLORIDA 4TH OF JULY SPECIAL EVENT AGREEMENT THIS 4TH OF JULY SPEC and entered into as of the L day of , ,2002, by and between the CITY OF ' WINTER SPRINGS, a Florida nicipal Corporation, and COX RADIO, INC. ("Contractor"). WITNESSETH: WHEREAS, City of Winter Springs desires to hold a 4th ofJuly special event for the benefit ofthe public for purposes of celebrating Independence Day on July 4, 2003 at Central Winds Park, which is located and owned by the City of Winter Springs; and WHEREAS, Contractor desires to contract with City to provide Special Event development, creative design, and all necessary production support for the Special Event, as provided in this Agreement; and WHEREAS, the parties acknowledge and desire that the Special Event shall also benefit the charities spons?red byThe Rotary Club of Winter Springs and Cox'Radio, Inc:; WHEREAS, Contractor represents and warrants to City that it has the personnel, tools, materials, and experience to provide the services as provided herein. NOW THEREFORE, in consideration of the provisions contained in this Agreement, and other good and valuable consideration in which the parties acknowledge has been received, the parties agree as follows: 1.0 Incorporation of Recitals: The foregoing recitals are true and correct and by this reference are fully incorporated into this Agreement. 2.0 General Provisions: 2.1 Definitions. a) "Agreement" or "Contract" shall mean this Agreement between City and Contractor regarding the Special Event services stated herein. b) "Advertise" shall mean the act of publicly announcing or calling attention to the Special Event and may include, but not be limited to~ the distribution of handbills or.rriass mailings; the use of outdoor advertising and announcements by billboard, poster, radio, television, or newspapers. Page I of 9 c) "City Manager" shall mean the City Manager of Winter Springs, Florida, or his designee. d) "Effective Date" shall be the date on which the last signatory hereto shall execute this Agreement, and it shall be the date on which this Agreement shall go into effect. The Agreement shall not be effective against any party until said date. e) "Public Records" is as described in Section 119.011(1), Florida Statutes. f) "City" shall mean the City of Winter Springs, a Florida Municipal Corporation and it employees, agents, and contractors. g) "Contractor" shall mean Cox Radio, Inc., a Florida Corporation and its employees, agents, and contractors. h) "Special Event" shall mean the outdoor 4th of July special event approved by City and held at Central Winds Park on July 4,2003. i) "Central Winds Park" shall mean the park owned and operated by the City, which is located within the City of Winter Springs on State Road 434 and adjacent to the Winter Springs High School and Lake Jessup. 2.2 Engagement. City hereby engages Contractor and Contractor agrees to perform the services outlined in this Agreement, as the sole sponsor of the City's 4th of July special event, as provided herein. No prior or present agreements or representations shall be binding upon any ofthe parties hereto unless incorporated in this Agreement. 3.0 Scope of Services. The City and Contractor agree to perform and provide the following services as set forth herein: 3.1 Fireworks. City of Winter Springs shall provide a complete fireworks production produced by a qualified pyrotechnic fireworks producer, acceptable to City Manager, to provide a fireworks display during the Special Event. The display shall be approximately 30 minutes. Contractor shall provide a musical score acceptable to the City which will accompany the fireworks display and production. Contractor, the City, and the fireworks producer shall cooperate closely to assure the precise coordination between the musical score and the fireworks display. Contractor shall have a small speaker to better align the music with the ignition of fireworks. Notwithstanding, no provision ofthis Agreement shall prevent the City from exercising its police powers to cancel the fireworks display, without penalty, in the event the City deems that conditions are unsafe. Page 2 of 9 3.2 Special Event. Contractor shall advertise, produce, plan, promote, manage, and operate the Special Event in cooperation with the City. In furtherance, thereof, Contractor agrees to keep the City Manager fully informed of its plan to promote, manage, and operate the Special Event so that City can reasonably satisfy its obligations under the Agreement and reasonably address issues of public health, safety, and welfare related to the Special Event. Contractor shall provide and assign staff to secure the front gate at Central Winds Park between the hours of8:00 a.m. to I :00 p.m. The Contractor shall arrange for and utilize a City of Winter Springs police officer to assist in coordinating its staff and securing the front gate. 3.3 Food and Beverage. Contractor agrees to provide all food and beverage concessions for the Special Event, except for food and beverage concessions at the concession building located in the center of the baseball complex at Central Winds Park which will be provided by City. Contractor shall retain all fees and commissions from the concessions provided by Contractor. Alcoholic beverages shall be limited to beer, malt liquor beverages and wine, if provided. 3.4 Sponsorship; Event Fees. Unless otherwise provided in this Agreement, Contractor shall retain all sponsorships and paid fees for the Special Event that are entered into or are otherwise received for the exclusive purposes of and pertaining to the Special Event. Any other sponsorships and paid fees, including any donations, other than those provided for the Special Event shall be retained by the City. 3.5 Staging; Other Production Materials. Contractor shall provide all staging and production materials necessary to produce a high quality Special Event including, but not limited to, a Main and Secondary Performance Stage, power generator(s) for the Main Stage, professional audio system with delay stack, staging and stage lighting, golf carts, radios, tents, tie downs, and catering for staff. 3.6 Professional Main and Secondary Stage of Entertainment. Contractor shall provide professional entertainment and musical performers for the Main Stage and shall feature Classic Rock and other music, which shall be acceptable in advance to the City and suitable to mass public appeal. The Contractor and the City shall equally share the cost of a Secondary Stage to host event contests and community groups. 3.7 Kid's Games. Contractor acknowledges that the Rotary Club of Winter Springs shall provide and pay all costs and expenses associated with the kid's area designated for games that include, but are not limited to: Moonwalk, a karyoke tent, clowns, face painting, carnival games, games, rock climbing wall, relay games and contests. Also, offering 2 dunk tanks, which will be located near the food concessions. The Rotary Club will receive all revenues Page 3 of 9 associated with kids' games and strolling sales items as designated by the City and Contractor. Rotary has agreed to make a donation to W.S.H.S. ROTC to be determined after the event. 3.8 City Special Event Policy. Contractor agrees to comply with the City's written Special Event Policy, if any, which is deemed applicable to the Special Event by the City Manager. 3.9 Permits. Contractor shall obtain all local, state, and federal permits necessary to hold the Special Event, with the assistance of the City. City shallwa.1ve all City permit fees for theSpecial EvenT- --- 4.0 Compensation; Expenses. 4.1 To Contractor. Contractor will handle all beer, malt liquor beverage and wine sales, staff sales areas and will receive 100% of the beer, malt liquor beverage and wine sales. 4.2 To Contractor. Contractor's sole compensation for all services rendered by Contractor under this Agreement shall be derived from the sale of entertainment, sponsorships, and concessions by Contractor to the public. 4.3 Contractor Expenses. Unless otherwise provided in this Agreement, Contractor shall pay all costs and expenses necessary for Contractor to satisfy its obligations under this Agreement. 4.4 City Expenses. City shall provide the following services and facilities for the Special Event: (1) Central Winds Park on the day of Special Event and the preceding day for set-up purposes; (2) all necessary power at Central Winds Park to include: three phase 300 amp; single phase 100 amp power drop at the main stage location; additional 20 amp services as needed (each of the main drops must be isolated for use on the Special Event and set-up days); (3) rest room facilities; (4) lighting of Central Winds Park and surrounding areas; (5) City fire and police services as deemed reasonably necessary by the City Manager; (6) clean up of Central Winds Park and surrounding area; (7) parking areas and parking coordination; and (8) repair of damage incurred to Central Winds Park caused by unforeseen weather conditions. 5.0 Due Diligence. Contractor acknowledges that it has investigated prior to the execution of this Agreement and satisfied itself as to the conditions affecting the services required hereunder, the availability of materials and labor, the cost thereof, the requirements necessary to complete the services within the time set forth herein. The Contractor warrants unto the City that it has the competence and abilities to carefully, professionally, and faithfully complete the services in the manner and within the time limits proscribed herein. The Contractor will perform the services Page 4 of 9 with due and reasonable diligence consistent with sound professional and labor practices. 6.0 Time is of the Essence. Time is of the essence of this Agreement. 6.1 Non-Business Day. In the event that any period of time as set forth in this Agreement expires or any date herein occurs on a Saturday, Sunday, holiday, or other non-business day, then such date shall automatically extend to 5:00 p.m. on the next subsequent business day, excluding the day the Special Event will be held pursuant to this Agreement. 6.2 No Assignment. This Agreement shall not be assigned or transferred. 6.3.., Third Party Rights. Except for the express rights granted under this Agreement to the Winter Springs Rotary Club, this Agreement is not a third party beneficiary contract and shall not in any respect whatsoever create any rights on behalf of any third parties. 6.4 Further Assurances. From and after the execution of this Agreement, each of the parties hereto shall fully cooperate with each other and perform any further act(s) and execute and deliver any further documents which may be necessary or desirable in order to carry out the purposes and intentions ofthis Agreement. 6.5 Legal Representation. The parties acknowledge that Anthony A. Garganese, Esquire, and Brown, Ward, Salzman, and Weiss, P .A., and other attorneys therein, have acted as counsel for City in connection with this Agreement and the transactions contemplated herein, and has not given legal advice to any party hereto other than City. 6.6 Severability. If any provision of this Agreement is held to be invalid, void, or unenforceable, the remaining provisions shall nevertheless remain in full force and effect, unless the absence of the invalid, void, or unenforceable provision or provisions causes this Agreement to fail in its essential purposes. 6.7 Governing Law and Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of Florida. The parties further agree that in any dispute between them relating to this Agreement, exclusive jurisdiction shall be in the trial of courts located in Seminole County, Florida, and any objections as to jurisdiction or venue in such courts being expressly waived. 6.8 Attorney's Fees. In the event any litigation or controversy arises out of or in connection with this Agreement between the parties hereto, the prevailing party in such litigation or controversy shall be entitled to recover from other party or parties all reasonable attorney's fees and paralegal fees, expenses and Page 5 of 9 suit costs, including those associated with any appellate or post judgment collection proceedings. 6.9 Non-Waiver. No delay or failure by either party to exercise any right under this Agreement, and no partial or single exercise ofthat right, shall constitute a waiver of that or any other right, unless otherwise expressly provided herein. 6.10 Notices. Any notice, request, instruction, or other document to be given a part of this Agreement shall be in writing and shall be deemed given under the Tollowing circumshinces: when delivered in -person; or tIITee (3) ~business . days after being deposited in the United States Mail, postage prepaid, certified or registered, or the next business day after being deposited with a recognized overnight mail or courier delivery service; or when transmitted by facsimile or telecopy transmission, with receipt acknowledge upon transmission; and addressed as follows (or to such other person or at such other address, of which any party hereto shall have given written notice as provided herein): To City of Winter Springs: Ronald W. McLemore, City Manager 1126 East S.R. 434 Winter Springs, Florida 32708 PH: (407) 327-5957 FAX: (407) 327-4753 To Contractor: COX Radio, Inc. Debbie Morel, V.P. and GM 4192 John Young Parkway Orlando, Florida 32804 PH: (407) 422-9696 FAX: (407) 425-9696 6.11 Counterparts. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered, shall be an original; but such counterparts shall together constitute but one and the same instrument. 6.12 Public Record. It is hereby specifically agreed that any record, document, computerized information and program, audio or video tape, photograph, or other writing of the Contractor related, directly or indirectly, to this Agreement, may be deemed to be a Public Record whether in the possession or control of the City or the Contractor. Said record, document, computerized information and program, audio or video tape, photograph, or other writing of the Contractor is subject to the provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval ofthe City. Upon request by the City, the Contractor shall promptly Page 6 of 9 supply copies of said public records to the City. All books, cards, registers, receipts, documents, and other papers in connection with this Agreement shall at any and all reasonable times during the normal business hours ofthe Contractor be open and freely exhibited to the City for the purpose of examination and/or audit. 6.13 Interpretation. Both the City and the Contractor have participated in the drafting of all parts of this Agreement. As a result, it is the intent of the parties that no portion of this Agreement shall be interpreted more harshly against either of the parties as the drafter. 6.14 Independent Contractor. Contractor shall be considered an independent contractor under this Agreement. 7.0 Entire Agreement. This Agreement represents the entire and integrated Agreement between the parties and supersedes all prior negotiations, representations, or Agreements, either oral or written, and all such matters shall be deemed merged into this Agreement. 8.0 Sovereign Immunity. Nothing contained in this Agreement shall be construed as , a waiver of the City's right to sovereign immunity under Section 768.28, or other ,limitations imposed on the City's potential liability under state or federal law. 9.0 '. General Liability Insurance. For all services performed hereunder, the Contractor "shall purchase and maintain, at its own expense, such general liability insurance, food and liquor liability insurance, fireworks liability insurance and automobile liability insurance to cover claims for damages because of bodily injury or death of any person or property damage arising in any way out of the services performed by Contractor under this Agreement. The insurance shall have minimum limits of coverage of $1,000,000.00 per occurrence combined single limit for bodily injury liability, property damage, and food and liquor liability. This shall include, but not be limited to, automobile liability of owned vehicles, hired and non-owned vehicles, and employee non-ownership. All insurance coverage shall be with insurer(s) approved by the City Manager and licensed by the State of Florida to engage in the business of writing insurance. The City shall be named on the foregoing insurance policies and endorsements as "additional insured." Each policy or coverage provided herein shall be a "no-deductible" policy or coverage. The Contractor shall cause its insurance carriers to furnish insurance certificates and endorsements specifying the types and amounts of coverage in effect pursuant hereto, the expiration dates of such policies, and a statement that no insurance under such policies will be canceled without thirty (30) days prior written notice to the City in compliance with other provisions ofthis Agreement. Ifthe City has any objection to the coverage afforded by or other provision of the insurance required to be purchased and maintained by the Contractor in accordance with this paragraph on the basis of its not complying with the Agreement, the City shall notify the Contractor in writing thereof within thirty (30) days of the date of delivery of such certificates and endorsements to the City. Page 7 of 9 . to sign said Agreement for Contractor and to fully bind Contractor to the terms and conditions set fourth in this Agreement. 15.0 First Right of Refusal. Provided Contractor has fully performed its responsibilities under this Agreement to the satisfaction of the City, the City agrees that Contractor shall have the right to be the first party to negotiate with the City for the 2004 City of Winter Springs Contract to promote, manage, and operate the 4th of July Event at Central Winds Park. Said right shall automatically expire on November 30, 2003. This paragraph shall not be construed in any way as prohibiting the City from contracting with any other party for the aforementioned contract ifthe City and Cox Radio are unabfeto negotiate amutuaJly satisfactory agreemerit for the 2004Jiily 4tli - Event. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year written above. CITY: CONTRACTOR: CITY OF WINTER SPRINGS, FL. COX RADIO, INC. , .. '1 B. ~/ 1/ ' /~/Cl .--;> , y: /'C,i/?'U M~'r -~ . k~m McL~.more, citY Manager /' --:>,' j ~)~'- tJ '3 F:\Lawyer\ VES\City of Winter Springs\Agreements\ WinterSprings4thoD uly2003Agmt. wpd Page 9 of 9