Loading...
HomeMy WebLinkAboutReso 2013-2035RESOLUTION NO. 2013 - 2,03'5 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING THE FIRST AMENDMENT TO THE AGREEMENT WITH DEVELOPMENT COUNSELLORS INTERNATIONAL (DCI) FOR PUBLIC RELATIONS SERVICES, ATTACHED HERETO AS EXHIBIT "A ", IN AN AMOUNT NOT TO EXCEEDFORTY -TWO THOUSAND EIGHT HUNDRED DOLLARS, ($42,800.00); AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT; AUTHORIZING THE CITY MANAGER TO DO ALL THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Sunny Isles Beach Commission was desirous of continuing its marketing and promoting Sunny Isles Beach domestically and internationally; and WHEREAS, the City issued and advertised Request for Proposals (RFP) No. 11- 02 -02, for Public Relations Services, for which two (2) responses were received: and WHEREAS, on April 21, 2011 via Resolution No. 2011 -1700 the City Commission approved an Agreement with Development Counsellors International (DCI) for a two -year term to promote the City as a premier destination to the tourism industry both domestically and internationally; and WHEREAS, on April 19, 2012 via Resolution No. 2012 -1887 the City Commission renewed an Agreement with Development Counsellors International (DCI) for a second year of the two -year term to promote the City as a premier destination to the tourism industry both domestically and internationally; and WHEREAS, the City wishes to approve the First Amendment to the Agreement with Development Counsellors International (DCI) to provide public relations services for one year, in an amount not to exceed Forty -Two Thousand Eight Hundred Dollars ($42;800.00), attached hereto as Exhibit "A". NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Approval of First Amendment to Agreement. The City Commission hereby approves the First Amendment to the Agreement with Development Counsellors International (DCI) for Public Relations Services for one year, in an amount not to exceed Forty -Two Thousand Eight Hundred Dollars ($42,800.00), attached hereto as Exhibit "A ". R2013- DCI Public Relations Srvvs Renee Agmt Page 1 of 2 Section 2. Authorization of Mayor. The Mayor is hereby authorized to execute said First Amendment to Agreement. Section 3. Authorization of City Manager. The City Manager is hereby authorized to do all things necessary to effectuate this Resolution. Section 4. Effective Date. This Resolution will become effective upon adoption. PASSED AND ADOPTED this 21" day of March 2013. S. Edelcup, Mayor ATTEST: c��.•, ,t f5t '''� "Jane A. Hines. CMC, City Clerk APPROVED AS TO FORM Moved by: /Y��ICa 1 f \Ot 1�d7 �SrA�IOtJ Seconded by: l.ovrwyyjaN4� G1t r TO Vote: S -(D Mayor Edelcup ✓(Yes) _(No) Vice Mayor Aelion ✓(Yes) _(No) Commissioner Gatto �(YeS) Commissioner Levin E27Yes) _(No) (No) Commissioner Scholl Yes) _(No) R2013- DCI Public Relations Sms Renew Agmt Page 2 of 2 djp1aces The leader in market March 11, 2013 Susan Simpson Cultural and Community Services Director City of Sunny Isles Beach 18115 North Bay Road Sunny Isles Beach, FL 33160 Dear Susan: DEVELOPMENT COUNSELLORS INTERNATIONAL 215 Park Avenue South 10th Floor New York, NY 10003 T 212 725 0707 F 212 725 2254 www.aboutdci.com Development Counsellors International is pleased to continue working in partnership with the City of Sunny Isles Beach and Sunny Isles Beach Miami, to implement a public relations program designed to increase awareness of the destination, drive visitor arrivals and spending to the destination. DCI agrees to work under the same terms and conditions set forth in the original agreement throughout 2013. Pei Karyl Leigh Barnes Managing Partner/Tourism Practice Development Counsellors International SIB 0 This First Amendment to the Agreement between the City. of Sunny ►sl_es Beach and Development Counsellors [ntemahonal executed this day of Mtuth 2013;'is made a pan of the original Agreeinent between the ponies dated Apn1 21.2011 (the °Agreement ") between- the City of Sunny Isles Beach ("City );in&Daelopni6i Counsellors International rtonsultanr) a business corporation licensed to the 'State of Florida, whose 'Federal ldentifitation # is 1 —1 C14S � 41- e City and Consultani hereby agree as follows: 9. OPTION TO RENEWAL. The City hereby exercises'its option to renewahe _Agreement for one (1), year from the date of approval ,oe =this •Amendment by ;the City' Commission in accordance w with Section '4 of the A2ree_itient as more particularly described in Attachment "A", which is "attached hereto and incorporated Herein by reference. 2. COST-. In accordance with Section 3 of the Agreement the City shall pay the Consultant an amount not to' exceed Forty Tvo Thm artd Eight. Hundred Dollars (S42 800_00) for this one (1) year renewal term. 3. OTHER PROVISIONS REMAIN IN EFFECT. Except as specifically modified herein, all terins and conditions'of'the original Agreement between the parties; dated April 21, 2011, shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this document as of the date mentioned above. WITNESS: DEVELOPMENT COUNSELLORS Signature wut I Print Name ATTEST: 1 Jane A:,Hines: City Clerk By: CITY OF SUNNY ISLES BEACH M .' . _APPI AND S. TO FORM SIB " CITY OF SUNNY ISLES BEACH AND DEVELOPMENT COUNSELLORS INTERNATIONAL AGREEMENT CONTRACT NO. C1011 -041 THIS AGREEMENT, entered into this 2 I day of fit' 2011, by and between the CITY OF SUNNY ISLES BEACH (hereinafter referred as to "City") and DEVELOPMENT COUNSELLORS INTERNATIONAL, a company authorized to do business in the State of Florida (hereinafter referred to as "Consultant "), whose Federal I.D. 4 is RECITALS WHEREAS, the City is in need of a consultant to provide public relations services for the City of Sunny Isles Beach ( "Services "); and WHEREAS, Consultant has expressed the ability and desire to provide these Services subject to the terms and conditions contained in RFP No. 11- 02 -02, which is expressly incorporated herein by reference and made a part hereof; and WHEREAS, the City wishes to employ Consultant to provide public relations pursuant to the specifications outlined in RFP No. 11 -02 -02 ( "Services "); and WHEREAS, Consultant was selected by the City as the lowest responsible, responsive bidder in response to RFP No. 11- 02 -02; and WHEREAS, the City desires to enter into an Agreement with Consultant to provide the Services in a total amount not to exceed Forty Two Thousand Eight Hundred Dollars ($42,800.00) for each year during the initial two year term of this Agreement. NOW THEREFORE, in consideration of the premises and the mutual covenants herein names, the parties agree as follows: TERMS 1. RECITALS: The recitals set forth above are hereby incorporated into this Agreement and made a part hereof. 2. SERVICES: The Consultant agrees to perform those services described in RFP No. 11- 02-02, and Consultant's response thereto, which are both expressly incorporated herein by reference and made a part hereof. All obligations and Services undertaken pursuant to this Agreement shall be performed diligently and completely in accordance with professional standards of conduct and performance. All work shall be performed to the satisfaction of the City and within the times specified by the City. 3. COMPENSATION. Consultant agrees to provide the services in an amount not to exceed Forty Two Thousand Eight Hundred Dollars ($42,800.00) each year for the initial two year contract term. Such payments shall be the total compensation for all work performed under this Agreement, including but not limited to all labor, materials and supplies, incidental expenses, subcontractor's professional fees and subcontractor's expenses, reimbursable Clot l -041 DCI Public Relations Agreement__ Attachment "B" SIB. expenses, and equipment expenses. Prior to completion of each exercised contract term, including the optional renewal terms, the City may consider an adjustment to price based on changes in the Consumer Price Index for Urban Wage Earners and Clerical Workers (CPI -W): Miami — Fort Lauderdale, FL. Consultant shall submit invoices on a monthly basis within ten (10) days following the end of each calendar month. City shall pay Consultant only for Services actually performed. The Consultant shall make no other charges to the City for supplies, labor, taxes, licenses, permits, overhead or any other expenses or costs unless any such expense or cost is incurred by Consultant with the prior written approval of the City. If the City disputes any charges on the invoices, it may make payment of the uncontested amounts and withhold payment on the contested amounts until they are resolved by agreement with Consultant. 4. TERM: Subject to the provisions relating to the termination of this Agreement as set forth hereunder, the term of this Agreement shall commence upon the date the Agreement is signed by both parties and shall end two (2) years thereafter, with three (3) optional one (1) year renewal terms, unless terminated earlier by the City during the initial term or any optional renewal term. 5. TERMINATION: A. Termination for Cause. If, through any cause within the reasonable control the Consultant shall fail to fulfill in a timely manner or otherwise violate any of the covenants, agreements or stipulations material to this agreement, the City shall have the right to terminate the services then remaining to be performed. Prior to the exercise of its option to terminate for cause, the City shall notify the Consultant of its violation of the particular terms of the agreement and grant Consultant ten (10) days to cure such default. If the default remains uncured after ten (10) days the City may terminate this agreement. (i). In the event of termination, all finished and unfinished documents, data and other work product prepared by Consultant (and sub consultant(s)) shall be delivered to the City and the City shall compensate the Consultant for all services satisfactorily performed prior to the date of termination, as provided in Paragraph 3 herein. (ii). Notwithstanding the foregoing, the Consultant shall not be relieved of liability to the City for damages sustained by it by virtue of a breach of the agreement by Consultant and the City may reasonably withhold payments to Consultant for the purposes of set -off until such time as the exact amount of damages due the City from the Consultant is determined. B. Termination for Convenience of Citv. The City may, for its convenience and without cause terminate the services then remaining to be performed at any time by given written notice which shall become effective ten (10) days following receipt by Consultant. The terms of Paragraph A(i) and (ii) above shall be applicable hereunder. C1011 -041 DCI Public Relations Agreement �y9 C. Termination for Insolvency. The City also reserves the right to terminate the remaining services to be performed in the event the Consultant is placed either in voluntary or involuntary bankruptcy or makes any assignment for the benefit of creditors. 6. RIGHTS IN DATA AND PUBLICATIONS: Unless otherwise provided by a written amendment to this Agreement, data which originates from work from this Agreement shall be "works for hire" as defined by the U.S. Copyright Act of 1976, as amended, and shall be owned by the City. Pursuant to U.S.C. § 201, the City will be deemed the author of the data and will own all copyrights in the data. "Data" shall mean all work product to be provided by the Consultant under this Agreement and shall include, but not be limited to, draft and final reports, documents, pamphlets, advertisements, books, magazines, surveys studies, computer programs, films, tapes and/or sound reproductions. Consultant shall obtain the City's written approval prior to the publication of any results of studies and /or services performed or to be performed for any purpose other than for City use. Consultant shall be solely responsible for obtaining releases for the performance, display, recreation, or use of copyrighted materials. 7. CONTRACT ADMINISTRATION AND MANAGEMENT: A. Susan Simpson, Cultural and Human Services Director for the City shall have primary responsibility for administering and approving services to be performed by the Consultant, and shall coordinate all communications between the Consultant and the City. B. Consultant shall furnish the City with monthly reports pertaining to the work and Services undertaken pursuant to this Agreement. Consultant will make available to the City all work related accounts, records and documents for inspection, auditing, or evaluation during normal business hours in order to assess performance, compliance and/or quality assurance under this Agreement. C. Consultant shall comply with all applicable federal, state and local laws, ordinances, rules and regulations. D. Consultant shall not assign, subcontract, delegate, or transfer any obligation, interest or claim to or under this Agreement or for any of the compensation due hereunder without the prior written consent of the City. 8. OWNERSHIP OF DOCUMENTS: The parties agree that all documentation and work product produced pursuant to this Agreement shall become the exclusive property of the City and shall be provided to the City upon request. 9. INDEPENDENT CONSULTANT RELATIONSHIP: A. It is understood and agreed that nothing contained in this Agreement shall be deemed to create a partnership, joint venture, other association, or an employer /employee relationship between the Consultant and the City. CIO] 1-041 DCI Public Relations Agreement SIB B. Consultant is and shall be at all times during the term of this Agreement an independent contractor, and not an employee of the City. C. Consultant acknowledges that it is responsible for the payment of all charges and taxes applicable to the Services performed under this Agreement and the Consultant agrees to comply with all applicable laws regarding the reporting of income, maintenance of insurance and records, and all other requirements and obligations imposed as a result of the Consultant's status as an independent contractor. D. Consultant shall provide at its sole expenses all materials, office space, and other necessities to perform its duties under this Agreement, unless otherwise specified in writing. E. This Agreement shall be for the sole benefit of the parties hereto, and nothing contained herein shall create a contractual relationship with, or create a cause of action in favor of, a third party against either party hereto. 10. COMPLIANCE WITH LAW: Consultant shall comply with all laws, regulations and ordinances of any federal, state, or local governmental authority having jurisdiction with respect to this Agreement ( "Applicable .Laws ") and shall obtain and maintain any and all material permits, licenses, approvals and consents necessary for the lawful conduct of the activities contemplated under this Agreement. Specifically, Consultant shall comply with all applicable conflict of interest provisions as provided in state statutes, Miami -Dade County Code and the Code of the City of Sunny Isles Beach (Section 62 -16 entitled "Ethics in Public Contracting "). As provided in Section 62 -16, Code of the City of Sunny Isles Beach, the City Commission may terminate this Contract for violation of the above - referenced ethical standards. 11. INDEMNIFICATION AND WAIVER OF LIABILITY: A. The Consultant agrees, to the fullest extent permitted by law, to defend, indemnify and hold harmless the City, its agents, representatives, officers, directors, officials and employees from and against claims, damages, losses and expenses (including but not limited to attorney's fees, arbitration costs, and costs of appellate proceedings) relating to, arising out of or resulting from any acts, errors, mistakes or omissions of Consultant, or any of its officers, employees, servants, agents or subcontractors, in the performance of Consultant's obligations under this Agreement. B. The Consultant's duty to defend, hold harmless and indemnify the City, its agents, representatives, officers, directors, officials and employees shall arise in connection with any claim, damage, loss or expense that is attributable to bodily injury; sickness; disease; death; or injury to impairment, or destruction of tangible property including loss of use resulting therefrom, caused by any acts, errors, mistakes or omissions related to Consultant's performance of its obligations under this Agreement including those of its officers, employees, servants, agents or subcontractors, or any other person for whose acts, errors, mistakes or omissions the Consultant may be legally liable. C1011.041 DO Public Relations Agreement �Y \J � 1 C. The parties agree that ONE HUNDRED DOLLARS ($100.00) represents specific consideration to the Consultant for the indemnification provisions set forth in this Agreement. The Consultant hereby acknowledges receipt of ONE HUNDRED DOLLARS ($100.00) and other good and valuable consideration from the City in exchange for giving the City the indemnification provided herein. D. These indemnification provisions shall survive the termination of this Agreement 12. NON - DISCRIMINATION: Consultant agrees to take all steps necessary to comply with all federal, state, and City laws and policies regarding non - discrimination and equal employment opportunities. 13. ASSIGNMENT: This Agreement shall be binding upon and shall inure to the benefit of the City and to any and all of its successors and assigns, whether by merger, consolidation, transfer of substantially all assets or any similar transaction. Notwithstanding the foregoing, this Agreement is personal to the Consultant and it may not, either directly or indirectly, assign its rights or delegate its obligations to City hereunder without first obtaining the City's consent in writing. Any such attempted assignment or delegation shall be deemed of no legal force and effect whatsoever. 14. NOTICES: All notices and other communications required or permitted to be given under this Agreement by either party to the other shall be in writing and shall be sent (except as otherwise provided herein) (i) by certified or registered mail, first class postage prepaid, return receipt requested, (ii) by guaranteed overnight delivery by a nationally recognized courier service, or (iii) by facsimile with confirmation receipt (with a copy simultaneously sent by certified or registered mail, first class postage prepaid, return receipt requested or by overnight delivery by traditionally recognized courier service), addressed to such party as follows: If to the City: Jorge Vera With a copy to: Acting City Manager Hans Ottinot City of Sunny Isles Beach City Attorney 18070 Collins Avenue City of Sunny Isles Beach Fourth Floor 18070 Collins Avenue Sunny Isles Beach, Florida 33160 Fourth Floor Tel: (305) 792 -1701 Sunny Isles Beach, Florida 33160 Tel: 305 792 -1702 If to the Consultant: Andrew Levine, President Development Counsellors International 215 Park Avenue South I 01 Floor New York, NY 10003 Tel: 212) 725 -0707 15. GOVERNING LAW: The validity of this Agreement and the interpretation and performance of all of its terms shall be construed and enforced in accordance with the laws of the State of Florida, without regard to principles of conflict of laws thereof. The location of any CIO] 1-041 DCI Public Relations Agreement } legal action or proceeding commenced under or pursuant to this Agreement shall be in Miami - Dade County, Florida. 16. ARBITRATION: It is the intention of the parties that whenever possible, if a dispute or controversy arises hereunder then such dispute or controversy shall be settled by arbitration in accordance with the procedures, rules and regulations of the American Arbitration Association. The decision rendered by the Arbitrator shall be final and binding upon the parties and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. Arbitration shall be held in Miami -Dade County, Florida. All costs of arbitration and attorneys' fees incurred by the parties shall be paid by the non - prevailing party or, if neither party prevails on the whole, each party shall be responsible for a portion of the costs of arbitration and their respective attorneys' fees as may be determined by the court on confirmation. 17. CONFLICTING PROVISIONS: The terms and conditions in this Agreement supersede any other conflicting provisions that are contained in any other document. 18. MISCELLANEOUS: A. In the event any provision of this Agreement is found to be void and unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall nevertheless be binding upon the parties with the same effect as though the void or unenforceable provisions had been severed and deleted. B. This Agreement may be executed in multiple identical counterparts, each of which shall be deemed an original for all purposes. C. This Agreement shall constitute the entire agreement between the parties with respect to the subject matter hereof, and it shall supersede all previous and contemporaneous oral and written negotiations, commitments, agreements and understandings relating hereto. D. Any modification of this Agreement shall be effective only if in writing and signed by the parties to this Agreement. E. No waiver of any provision of this Agreement shall be valid or enforceable unless such waiver is in writing and signed by the party granting such waiver. [remainder of this page intentionally left blank] CIO 11-041 DCI Public Relations Agreement IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first written above. WITNESSES: Si a LQ ( r �e S Print Name WITNESSES: ��0 Signa Print Name ATTEST BY: Jane A. Hines, CMC, City Clerk C1011 -041 DO Public Relations Agreement DEVELOPMENT COUNSELLORS INTERNATIONAL ( "DCP') BY: V rew Levine, President CITY OF SUNNY ISLES BEACH APPROVED LEGAL SO F'M FORM AND S, Preview FLOP i� Os SVH TO: FROM: DATE: RE: Page 1 of 2 City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 (305) 947 -0606 City Hall (305) 949 -3113 Fax MEMORANDUM The Honorable Mavor and Citv Commission Susan Simpson, Cultural and Community Services Director 3/21 /2013 First Amendment to the Agreement with Development Counsellors International (DCI) for Public Relations Services RECOMMENDATION: We recommend that the City Commission approve the attached resolution to approve the First Amendment to the Agreement with Development Counsellors International (DCI) for Public Relations Services in an amount not to exceed $42,800.00 (Forty Two Thousand, Eight Hundred Dollars). REASONS: The City issued Request For Proposals (RFP) number 11 -02 -02 for Public Relations Services in 2011. DCI was determined to be the most responsive bidder and the City entered into an agreement with them. The initial term of two years of this agreement is set to expire in April 2013. At this time we are recommending that we exercise our option to renew for one more year. DCI is a reputable, New York based public relations firm that focuses marketing efforts to the tourism industry, both domestically and internationally, promoting Sunny Isles Beach as a premiere vacation destination. ADDITIONAL INFORMATION: DCI's reputation in the marketing and public relations field has resulted in notable travel writers focusing on Sunny Isles Beach. The marketing value of such articles, both in print and online, over the last two years, have an advertising equivalency of over $1.6 million dollars. DCI works on an eight month work plan to insure that the City is getting the best http: // sibagenda .sibflnet /Agenda/Preview. aspx ?ItemI D= 992 &Meetingl D =0& MeetingDate... 3/ 14/2013 Preview Page 2 of 2 value for their investment. DCI has agreed to renew the agreement under the same terms and conditions. FUNDING SOURCE: Funding for this item is available and budgeted in the General Fund through account number 10.572.5578. ATTACHMENTS: Resolution First Amendment to Agreement http://sibagenda. sibfl. net / Agenda/ Preview.aspx ?ItemID = 992 &MeetinglD= O &MeetingDate... 3/14/2013)