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HomeMy WebLinkAboutReso 2006-969 RESOLUTION NO. 2006- ~q A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING AN AGREEMENT WITH THE MIAMI HERALD PUBLISHING COMPANY, FOR RETAIL ADVERTISING SERVICES, WITH OPTION FOR A SECOND YEAR; PROVIDING THE MAYOR THE AUTHORITY TO EXECUTE SAID AGREEMENT; PROVIDING THE CITY CLERK AND THE CITY MANAGER WITH THE AUTHORITY TO DO ALL THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Miami Herald is a major daily newspaper in South Florida that also publishes the Neighbors section twice a week; and WHEREAS, since the City's incorporation, we have complied with various State public noticing requirements by placing legal notices as ads in either the Miami Herald, Neighbors or Metro sections, and for the required Spanish language election notices, in El Nuevo Herald; and WHEREAS, entering into a retail, annual volume contract rate to advertise in the Miami Herald would allow the City to achieve a rate discount, with option for a second year; and WHEREAS, the City believes that the Miami Herald will provide the City with a publishing medium to legally comply with statutory obligations to inform our residents and property owners regarding certain City Commission public hearings, and other related matters regarding the City. NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Approval of Agreement. The Retail Advertising Agreement with The Miami Herald Publishing Company for publishing certain legal public notices at a discounted retail, annual volume contract rate attached hereto as Exhibit "A", with option for a second year, be and the same, is hereby approved. Section 2. Authorization of Mavor. The Mayor is hereby authorized to execute said agreement. Section 3. Authorization of Citv Clerk and Citv Manager. The City Clerk and the City Manager is hereby authorized to do all things necessary to effectuate the terms of this Resolution. Section 4. Effective Date. This Resolution will become effective upon adoption. PASSED AND ADOPTED on this 21st day of September, 2006. R2006- Advertj,ing Agmt wIThe Miami He,aid I --ri-'< }'-" '\,-;<i; , ,:^' Jan" 'W.;'{f , ~ City Clerk tfi ;",'"';,. ,~- ';'h (1--:"- '.';~J~::<"!';": ;,() ~3{~, ',' -.\- Jjo . . ........ -.j (' ~ f'-;}"---'" ' ':i)f.;:",,;- ".1..)' _~")iJk(?'::'[ "-,.'.'\!"",-" ,-,'C-",;',:i,',",-!:"'- APPROVED As TO FORM AND LEGAL SUFFICIENCY: Vote: ~-O-\ Mayor Edelcup V(Y es) Vice Mayor Brezin V\:Yes) Commissioner Goodman A:bs.~Y es) CommissionerIglesias t:1Y es) Commissioner Thaler _(Yes) R2006. Advertising Agmt wrrhe Miami Herald mlxl Moved by: ~ (.1 Y-V\ ~lIV ~~'i: 21 tV Seconded by: Gm~\o~~ lliJ\--L ~ _(No) _(No) _(No) _(No) _(No) 2 08/11/2006 12:42 3058188203 THE MIAMI HERALD PAGE 02 The Miarrli Herald Media Company (rcfeM'ed to os "MHMC'l A Division .r KniRht-Rlddor, Ine. One Horold Plaza, Miami, Florida 33132-1693 RETAllL ADVERTISING AGREEMENT Publish edvcrtising _ rimes within a maximum of weeks. publish advertising ~ times within "maximum of 5.2 weoks. Publish advcrtisil\!l_limes within a maximum of weeks. Publish advertising _ times within" maximum of weeks. Publish advortising _ times witkin a maximum of weeks. publish advcrtising _ rimes within" maximum of Vlteks, Publish advertising _ times within a maximum of week.. Publish advertising _ times within a maximum of weeks. Publish advertising _ times within a maximum of week. _ 01HER Publish advertising times within a ma:dmum of weeks. Payment Terms. All invoices (including appJ.icable sales taxes) are due on the 20th of the month following insertion(s)and ifnot paid by the 30th day of the month following the date ofinsertion(s) will be late (except for accounts designated by MHMC as weekly which are due within 7 days of the invoice date). Late amounts will bear interest althe maximum rate allowed by law. Advertiser shall pay all applicablc taxes. If any invoice is not timely paid, then MHMC reserves the right to suspend its perfonnancc at any time andlor cancel this Agreement without notice. In the cvent ai such a cancellation, all cbarges for advertising since the 1st Run Date will bc re-invoieed to reflcct the Correl:ted Rate, as described hemin. All disputes 'of any kind must be reported in Miting to MHMC no later than 30 days from the datc the invoice containing such disputed item or sucb item will be deemed correct and conelusively accepted by Advertiser. Advertiser waives any claim aftet said 30-day period. Submission of a Mitten dispute notice by Advertiser shall not relieve Advertiser of its obligation to timely pay all undisputed amll'URIs. Credits, refunds or payments must be used or claimed within 2 years from the date of such credit, refund or payment or sball be deemed to have been elll1led and coueet1y applied or paid. Unless agreed in writing, nmltiple discounts shall not apply for the same advertising purchase. MHMC is not obligated to extend eredit to Advertiser unless in writing. If ,Advo:rtiserbJ:eaches this Agreement, Advertiser agrees to pay an ofMHMC's collection agency fees and expenses, investigation, court and litigation expenses along with attorney fees equal to the greater of: (i) 25% of the amount owed, or (il) the amount awarded by the court. Sunday circulation and advertising ratll:; will apply to the following holidays: New Years Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. Obligations of Advertiser. Advertiser agree. to indemnify MHMC for any and all costs, clsims, damages, aodlor liability claimed against 'or incuneci by MHMC as a result ofMHMC's publication of any ad copy submitted by Advertiser (or submitted on bebalf of Advertiser) to MHMC. Advertiser represents, warrants and guarantees tbat any ad copy so submitted to MHMC is accurate, truthful and in co,mpliance with aU copyright laws and all other applieablc laws and regulations. Waiver of Jury Trial. In any action to enfo.ree or intcrpret this Agreement, Advertiscr llnd MHMC waive a trial by jury. _...M.4.i.!lonal.J:.e,~!;\lS andJ:~.Qndltiqpa., This.A.!lreement is ,subject to:_(i).the,AdY.Crtising,lerms.and Conditions,attachedhereto;,tha... '" m_'_ aooueable.M\'liVJ.\.. rate caw: '!DQ. lUll MtlIVIQ:.S..pyllI1Catt.~.R.ql1.cJe.um4.P.tlll<.e_I!~.J!Jl..a,s..a=Oed by MHlV1!JI:oin.t\mdo . fune. Rates may be amended by MHMC UPU;lI 30 days' written notice to Advertiser. Agreed and Accepted in Miami, Florida, to be effective a>1 of the I" Run Date set forth above. A legibIC/IlCEimilC;;::JoPJlOrth' Ag ",,,,,t illmfuUy l!Xecuted.Ir (be COHsUleretla" origi"tll eopy of this AgrWlltn' A ': THE MIAMI HERALD MEDIA COMPANY y: (M be signed by Prineip. of Firm) - Advertiser: Company: (!iry 'If SMd1.rs/ikJ t:~ Address: 1301lJ eDt/INS /Nt!,1 ZS'lJ City/State/Zip: S iJN"" .:i:"sI.. 48a-ct. Pf... tlSI" 0 Term of Agreement I" Run Date: 1" CU1Y of --' 200_ !!! Date~~til: Contract End Date: 'llgalUD7 RETAIL ADVERTISING IN THE Ml!\MI HERALD AND THE JJROW ARD EDITIONS OF THE MIAMI HERALD. BULK LINEAGE (AUTOMATIC ANNUAL RENl,WALS) Rctail Bulk advertising in tho MIAMI HERALD Retail Bulk Advertising in 8L NlllVO HERALD Rctail Bulk Advertising in the M1hMl HERALDIEL NUEVO HERALD COMBO FR.EQUENCY (NOT SEt.F-RENEW1NG) HERALD TV WEEK ,/ NEIGHBORS _HOMETOWN HERALD _BROWARD LOCAL PREPR{Ni' ADVERTISING _DOMINGO SOCIAIJVIERNES ~INTBRNATIONAL EDmON _WEEKEND with a mininium of wirh a minimulTl of with a minimum of inohes annually. inches annually. inohes onnnaUy. '5. 'C.,~s: Leu.~ MHMC Internal Use Only: AecountNo: Agcncy: 08/11/2006 12:42 3058188203 ... - "0. r gW) '1z.-lsZS THE MIAMI HERALD PAGE 03 ADVERTISING TERMS AND CONDITIONS Contract Terms. Advertiser !nu,t consume and pa~1 fer the minimum spac. indicated hcrein within one year from the ," Run Date (the "Minimum Amount''). Part-run lineage will be ..edilcd to full-run contract acbievement aU ratio of25%. III Nuevo Herald is credited on a 100% level for Re.1 Estate, llIId 25% levcl for Ilmploymcnt). If Advertise, fails III sstisfy the Minimum Commitment, Advertiser sball no' be entitled to .h. rates or discounts set forth berein and will be ,etroactiv,ly billed for all advenisi,ng during the Term at thc applicable then current standard published tate card rate (tbe "Correctoo- Rate", previously ,eferred to as "SHORTRATE"). Ad,'erti,er will pay MHMC any such Corrected-Rate balance immediately, Advertiser agt'ees to pay this Corrected-Rat<: in addition to all amounts paid or payablc by Advertiser unde, this Agreement. Payment of any Corrected-Rate does not count toward the Minimum Commitment. Earned Rating/Agreement Revi..... Advertisers will be billed at the earned nlte for advertising purchased. Earned Ratc means the lineage or inch lovel reached hy Advertiser at t)le conclusion of Ibe then expiring tenD ofrhe Agreement. Jf an advertiser satisfies the lineage, revenue or frequency levol required of their contract and qualifies for a lower eatned rate" they will be billed the lower carned rate beginning the next hilling period. No advertiser will receiv. llII automatic rebate on post advertising purch.... ",lely hy qualifYing for a lower earned rate during the contract tCnTL Bulk Lineage agreements 01C automatically _ewed for suecessivo 12 month periods at the Eam.o Level unless (i) Advertiser failed 10 meet tho lineage/frequency requirements in any 12 month period ,or, (Ii) either parly givC$ written noti.., of cancellation at least 30 days prio, to tbe anniversary date of the Agreemcn~ MHMC reserves the right to review the volume of advertising placed on ~ quarterly basis and cancel this .ontraet at ils solo disCTetion, if advertising placed falls _% or more below the quartorly ave",ge of lineage or revenue nceded to fulfill the twelv..monlh contract amounl Failure of MHMC ro review the volume of advertising or cancel the contract for any reason shall not be deemed a waiver of the right to cancel in the future or to impose any applicable rate adjustmcnrs. OWJlenbip of Ads. MHMC retains all rights of o,,"ership in and to all advertisements designed 0' crcaled by MlIMC. Advcrriser grants MHMC a non- exclusive license to publish all camera-reedy adverthemcnts provided by Advertiser{ar provided on Advertiser'S behalf) to MHMC- MHMC is not obliged to return ads or ad materials '0 Advertiser and MliMC is not responsible far any damage or loss to any ads, copy, drawings, art or any other materials provided by Advertiser. Copyrighls. Advertiser hereby gronls a non-ex.JoJsive license to M}lMC for all copyrights and own,ership rights in any advertisement of Advertiser submitted for insertion in any publication ofMHM(;, including the right to publish, reproduce, display, ooap~ transmit, orplOduce derivarive works in any medium, including any digital electronic medium. AdYcrtisor outhoriz.es MHMC to bring suit in MHMC's dise~ian and at MHMC's expens. for any unauthorized use, reproduction, display, distn"bution, or performance ofadvert;semcnlos it appears in the Newspapers or for its unautborized alteration. Aeceptanee!Rejcctlon of Advertising. MHMC ro""rves tho right to revise, alter or ",jecI any advertiscment for any reason whatsoever, or to omit ads wilbout notice. MHMC may cancol any ad at its .ale discretion, even if prcviously accepted for publication. Advertising copy not timely submitted by Advertiser will be OICcluded. Special position for ad"ertiling is nal JlUaranleed but may be available for a premium and if agreed to in writing. PubUcation Erron and O",lssions. MHMC is nol Hoble for any omission of all or aoy ponian of any ad, nor is MJ\MC responsible for orders, aa.,cellations or corrections given by telephone, facsimile or t<:legraph. MHMC is also not liable for ...y CTl'O' in a published ad unless an advertising proof is requested in writing, Advertiser clearly marks any error in the advertising proof for corre.Uans, and M1iMC is notified of tho error in sufficiOllt time before publication, in wbich.... Advertiser's sale remedy is an appropriate ..edit 10 th. extent of the error up to Ibe cost ofthe first insertion of the error (if the", is more than one inconcct insertion, eredit sh:lll be aUowed only for the fitsl incorrect insertion). ,MBMC's Rlpts Regarding Mecban,.al ,SpeelRi..llons. The Newspaper ",servos the right to alter any oovertisiog maleri.1 due to pross/production requirements. This reservation of righl includcs lile Newspaper's right to reduce Ihe .i.. of any advertisemenr as long as the advertilemont ll18intains tbe same proportion of the entire page. Advertising will be billed based an the spnce reserved/ordered. Unavoidable NOJlperronnante, MHMC is notlioble for failure to publisb Ids or distributo iUl publications because of flood, fire, rialS, strikes, terrorisls, storma. shortlgtS ofmaterial, orders of govcmm""~ railure of transportation, aets of God Or other causes beyond MHMC's control. In sucb an event, tbis Agreement will be extended far a period equal to rhe time during whi.h such performance wos nol possible. Mt.ceUaneous. Florida law shall govem the cnfor.anent ond intctpretation of this Agreement, without regard to any conllict anaw principles. The panies , agree to submit to lhe exolusive jurisdiction of a <<Iurt of eompetenl jurisdiction located in Miomi-DadeCounty, Plorida. This Agreement may be exe.uted in one or more eount<:rparts, e:leh of whieb shall constitute an original and all of which' shall constitute one and the same document. A legible facsimile copy oftbis Agreement when fully executed shllll be considered an original copy of this Agreement. Advertiser represents BOd wammts to MHMC that: (i) nO additional consents, approvals or cotporak notions arc necessary for Advertiser to enter into this Agreement; (ii) execution of this Agreement by Advertiser will not cause a breaeb or default in allY other agreement to which Advertiser is a party; and, (iii) Advertiaer is not insolvent, In Ihe' event of a filing by or against Advertiser of a petition und.r tit. Bankruptcy Cod., in its sole discretion" MJoIMC may (I) discontinue Advertiser's advertising; (ii) demand advance payment; or, (iii) tenninate l~l agreements witb Advertiser. This Agreemenl and any exhibits 8\taCbed bereto contain the entire understanding between the perties and supersede "'y pdor written or aro.l undcrsumdings, as well agreements, between tbe", regarding the subject matter. This Agreemenl shall not be modified execpt in writing signed by the porties. TJ>;s Agreement shall be binding upon and inure to the benefit of the porties hcreto and their respeelivc pcrmil1ed sw:ccssor and assigns. Th,e AgrcCtnent may not be assigned (by operation oflaw or otherwise) by Advertiser. In ,the event that any provision, contained in this Agreement or the application thercto ro any drcumstanee is for any reason held 10 be in",lid or unenforceable, su.b provision shall be ineffective to the minimmn exteut of such inwlidily or unenforceabiliry and the remsinde, of tbis Agreement will remain valid alld enforceable according to its terms., ' L1l'<IlTATION OF L1AIl,lLlTY. IN TH1l EVIINT OF ANY ALLEGED BIUlACH BY MHMC OF TIlE AGIUlEMIlNT OR ANY OTHER CLAIMS BY 4I-J.\;f.'RR~HLDB~~~$;i.._y-:-l<<~~-rqn....._....1'Il 'I"...._...~__t....~.,I#.'!.y..'"(I.!f.-I"t..:I:'! """""!1;'->w", I i=""?:":---':u"-",,,,,UIMC '19~GlJHSWV. ...... IlIltr.. -~ 1;~lliIl9 n~lleS8 @F=ftUl 6!lSSBIl. I:lf .Jl .~W1H~1 (I~BS'GF THE COST OF THE ADVERtlSEMllNT; OR, (11) THE AMOUNT AcrtlALLY PAlDBY ADVERTISER TO MHMC, MHMC's PAYMENT 01 SUCH AMOUNT SHALL BE ADVERtlSBR'S EXCLUSIVE RBMEDY AND AGREED UPON LIQUIDATED DAMAGES. MHMC BEREB) DISCLAIMS ANY WARRANTlIlS NOT StEClPICALLY SET FORTIlIN TIllS AGREEMENT AND ADVERtiSER WAIVES ALL OTIlE. RBPRBSI!NTAtlONS AND WARRANTIES, EXPRESS, IMPJ.1IlD, STATUTORY OR ARISING BY COURSE OF DEALING OR PBlU'ORMANCE CUSTOM, USAGE IN THE TRADE OR OTllI!RWlSE. lu.itial Rev l-2l-06 City Commission Norman S. Edelcup Mayor Roslyn Brezin Vice Mayor Gerry Goodman Commissioner Danny Iglesias Commissioner Lewis J. Thaler Commissioner A. John Szerlog City Manager Hans Ottinot City Attorney Jane A. Hines City Clerk September 26, 2006 Miami Herald Media Company One Herald Plaza Miami, Florida 33132-1693 Re: Retail Advertising Agreement To Whom It May Concern: At its regular meeting of September 21, 2006, the City Commission adopted Resolution No. 2006-969, which approved an agreement with The Miami Herald publishing company for retail advertising services. Attached is the original agreement for execution by The Miami Herald and a copy of the Sunny Isles Beach approving resolution. Please have the appropriate parties execute the agreement and then return a copy to my attention. Thank you. Very truly yours, \? "., ~ ~ uQ.(L~ L(ja.Q-j/'~/L. Priscilla Walker, CMC : Deputy City Clerk Enclosures cc: A. John Szerlag City Manager (w/o attachments) Hans Ottinot, City Attorney (w/o attachments) Jean Watson, Finance Director Shaun S. Gelvez, Contracts Coordinator Office of the City Clerk (305) 792-1703 Phone (305) 949-3113 Fax Miami Herald Agreement For 2006-2007 Trans Ltr . City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 City Commission Norman S. Edelcup, Mayor Roslyn Brezin, Vice Mayor Gerry Goodman, Commissioner Danny Iglesias, Commissioner Lewis J. Thaler, Commissioner (305) 947-0606 City Hall (305) 947-2150 Building Department (305) 949-3113 Fax A. John Szerlag, City Manager Hans Ottinot, City Allorney Jane A. Hines, CMC, City Clerk MEMORANDUM To: The Honorable City Commission Via: From: Date: Re: A. John Szerlag, City Manager ~A~ Jane A. Hines, CMC, City Clerk September 21,2006 Resolution Approving an Agreement with The Miami Herald for Advertising Services RECOMMENDATION: It is recommended that the City Commission adopt the attached Resolution approving an agreement with The Miami Herald with option for a second year, for advertising services. REASONS: The City has been under contract with The Miami Herald for several years as there are legal obligations that require us to use The Miami Herald or Neighbors section for legal public noticing. Additionally when Special City Commission Meetings are scheduled, we do not have much flexibility to use other publications and still meet the noticing deadlines. Given the fact that several times a year we will be required to use The Miami Herald, by signing a volume contract rate Agreement we can achieve a discount in the advertising rates. Agenda Item ~ Date q -2.1, O~