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HomeMy Public PortalAbout2001-64 Agreement with the Key Biscayne Chamber of CommerceRESOLUTION NO. 2001- 64 A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF KEY BISCAYNE, FLORIDA, APPROVING THE ATTACHED AGREEMENT BETWEEN THE VILLAGE OF KEY BISCAYNE AND THE KEY BISCAYNE CHAMBER OF COMMERCE; PROVIDING AN EFFECTIVE DATE. WHEREAS, the Village Council finds that the approval of the attached Agreement between the Village of Key Biscayne and the Key Biscayne Chamber of Commerce (the "Agreement") is in the best interest of the Village. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE VILLAGE OF KEY BISCAYNE, FLORIDA, AS FOLLOWS: Section 1. That the Agreement, in substantially the form attached hereto, is hereby approved and the Village Manager is authorized to execute such Agreement on behalf of the Village. Section 2. Effective Date. This Resolution shall be effective upon adoption. PASSED AND ADOPTED this, 9th day of October , 2001 MAYOR 3 E RASCO CONCHITA H. ALVAREZ, CMC, VILLAGE APPROVED AS TO ORM AN9\LEGAL S 4".\ Lotifil3'N RICHARD JAY WEISS, VILLAGE ATTORNEY S 103001\resolutions\approving agreement for Key Biscayne Chamber of Commerce VILLAGE OF KEY BISCAYNE AGREEMENT FOR PROFESSIONAL SEVICES IS AGREE ENT. Made and entered into this W day of . i 10i by and between the VILLAGE OF KEY BISCAYNE (the "VILLAGE") and KEY BISCAYNE CHAMBER OF COMMERCE, A Non- profit Florida corporation (the "CONSULTANT"). RECITALS The VILLAGE wants to engage the CONSULTANT to perform certain professional services as specifically described in Exhibit A to this Agreement ("Specified Services"). The CONSULTANT wants to provide such Specified Services. In consideration of the mutual covenants set forth in this Agreement, the parties agree as follows: 1. SCOPE OF SERVICES The CONSULTANT agrees to provide Specified Services upon written request from the Village Manager. 2. FEES FOR SERVICES The CONSULTANT agrees to charge the VILLAGE for Specified Services provided in accordance with the fee schedule attached as Exhibit B. 3. TERM The term of this Agreement is for one year, continuing on a month to month basis. The agreement is terminated pursuant to Paragraph 8. 4. GENERAL TERMS AND CONDITIONS All original documents, work papers, and plans that result from Page 2 of 8 the CONSULTANT providing Specified Services shall be the property of the VILLAGE. Upon termination of this Agreement, any and all such documents shall be delivered to the VILLAGE by the CONSULTANT. 5. INSURANCE The CONSULTANT shall at all times carry liability insurance in the minimum amount of $500,000.00. The VILLAGE shall be named insured on all of the liability insurance policies. Each insurance policy shall state that it is not cancelable without written notice to the VILLAGE 30 days prior to the effective date of said cancellation. 6. ASSIGNMENTS This Agreement shall not be assignable by the CONSULTANT. 7. PROHIBITION AGAINST CONTINGENT FEES The CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any person(s), company, corporation, individual or firm, other than a bona fide employee working solely for the CONSULTANT any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this agreement. 8. TERMINATION This Agreement may be terminated by the VILLAGE upon ten days notice with or without cause and by the CONSULTANT upon 120 days written notice with or without cause. If this Agreement is terminated, the CONSULTANT shall be paid in accordance with the provisions of Exhibit B for all acceptable work up to date of termination. 9. NONEXCLUSIVE AGREEMENT The services to be provided by the CONSULTANT pursuant to this Page 3 of 8 Agreement shall be nonexclusive and nothing herein shall preclude the VILLAGE from engaging other firms to perform the same or similar services for the benefit of the VILLAGE within the VILLAGE's sole and absolute discretion. 10. ENTIRE AGREEMENT The parties hereby agree that this is the entire agreement between the parties. The Agreement cannot be amended or modified without the express consent of the parties. 11. WARRANTIES OF CONSULTANT The CONSULTANT hereby warrants and represents that at all times during the term of this Agreement it shall maintain in good standing all required licenses, certifications and permits required under Federal, State, and local laws necessary to perform the Specified Services. 12. ATTORNEYS FEES In connection with any litigation arising out of this Agreement the prevailing party in any such action shall be entitled to recover attorney's fees and costs. 13. NOTICES AU notices and communications to either party to this Agreement shall be in writing and shall be deemed to have been properly given if transmitted by registered or certified mail or hand delivery. All notices and communications shall be effective upon receipt. Notices shall be addressed as follows: Village: C. Samuel Kissinger Village Manager Village of Key Biscayne 85 West McIntyre Street Key Biscayne, Florida 33149 Page 4of8 With a copy to: Richard Jay Weiss, Esq. Village Attorney Weiss, Serota 8s Helfman 2665 South Bayshore Drive Suite 203 Miami, Florida 33133 Consultant: Robert Duzoglou, President Key Biscayne Chamber of Commerce 87 West McIntyre Street Key Biscayne, Florida 33149 14. GOVERNING LAW This Agreement shall be construed in accordance with the laws of the State of Florida. In WITNESS WHEREOF, the parties hereto have accepted, made and executed this Agreement upon the terms and conditions above stated on the day and year first above written. CONSULTANT KEY BISCAYNE CHAMBER OF COMMERCE 87 West McIntyre Street Key Biscayne, Florida 33149 By: Robert Duzoglou, Presid Attest: VILLAGE VILLAGE OF KEY BISCAYNE 85 West McIntyre Street Key Biscayne, Florida 33149 PLO Page 5 of 8 EXHIBIT A 1 CONSULTANT to serve as a referral source and conduit for tourism and other inquiries by phone and/or by pedestrian walk-in traffic regarding non -governmental issues on Key Biscayne therefore anyone walking into the Village offices may be told to "Call and/or go to the Key Biscayne Chamber of Commerce." 2 CONSULTANT to represent the Village of Key Biscayne at non- governmental business -related sessions such as the Greater Miami Convention and Visitors Bureau, the Beacon Council, Metro -Dade County Consumer Services Department, etc. 3. CONSULTANT to provide and distribute timely marketing strategies and demographic data for the purpose of assisting the Island's commercial interests in meeting the needs of our citizens. In conjunction, to conduct educational programs and seminars for the Island's commercial segment which will result in an enhanced relationship with the community. 4. CONSULTANT will promote community awareness of business interests through advertising, printed materials, the internet, fax broadcasts and promotions both on and off the Key. 5. CONSULTANT to represent, advocate and be a voice for the business community with regards to ordinances, resolutions and policies. 6. CONSULTANT to assist in development programs and events, in partnership with the VILLAGE and local businesses. 7. CONSULTANT to rent, equip, maintain and staff a Chamber office which is accessible to the public during business hours. Page 6 of 8 8. CONSULTANT to provide quarterly newsletters to its membership pronouncing issues of interest to the Island's businesses and to promote close cooperation with other community and public service organizations. 9. CONSULTANT to develop a television show for Channel 99 to promote the economic development and growth of Key Biscayne. 10. CONSULTANT to institute a "Shop on the Key" promotion to stimulate local business. 11. CONSULTANT to develop and maintain a volunteer network to assist with community activities. 12. CONSULTANT to fulfill requests by the VILLAGE to communicate directly with the business community as directed by the Village Manager. 13. CONSULTANT to submit monthly progress reports to VILLAGE at end of each month for the duration of this Agreement. IP- Page 7 of 8 EXHIBIT B FEES FOR SERVICES Seventy-five Thousand Dollars and no cents ($75,000.00) Payments to be made to CONSULTANT by VILLAGE at the end of each month in 1/12 increments of the total $75,000.00 ($6,250.00/mo.). A monthly progress report will be submitted by CONSULTANT and provided to the VILLAGE, attention C. Samuel Kissinger. Page 8 of 8 omits Robert Du oglou, President Ani Nunez, Via President Aida Koenig, 2nd V. President Alan Sonnabend, Treasurer Glen Von Imo, Secretary KathySu njer, Exec. Director Board ofDhactors Lam Bathe Robert Brookes Carol Craiglow Robert Duzoglou Don Emery Jim Emso Bobby Harris Aida Koenig Susana Leal Khouri, MD. Shayna L.opate Joan McCaughan Ani Nunez Man - Port Mary Tague Thania Vernon Trustees A.de a AxaAdu'sors BellSouth KgG Colonial Bank Ericsson/ IPCSports Fortune International Rea y FPL IslanderNews/Ky Pubs L.D. Pankey Institute Mercy Hospital Northern Taut Bank Ritz-Grzkon, Kg Bisayne Sonesta Beach Resort Steams Weaver Miller; P.A. SunTrust Bank The Ocean Cab KEY BISCAYNE CHAMBER OF COMMERCE October 3, 2001 C. Samuel Kissinger Village Manager Village of Key Biscayne 85 West McIntyre Street Key Biscayne, FL 33149 Dear Mr. Kissinger, Enclosed please find an Agreement for Professional Services for the fiscal year 2001-2002' in triplicate. We respectfully submit this for the Mayor's signature and thank you for all the courtesies that have been extended to the Chamber. If you require any additional information or if I may be of service to you, please do not hesitate to call me. Regards, Robert Duzoglou President Key Biscayne Chamber of Commerce THE CHAMBER MAKES IT HAPPEN 87 West McIntyre Street • Key Biscayne, Florida 33149 • (305) 361-5207 Fax: (305) 361-9411 • http:/lwww.keybiscaynechamber