HomeMy Public PortalAbout1997-48 AgreementRESOLUTION NO. 97-48
A RESOLUTION OF THE VILLAGE OF KEY
BISCAYNE, FLORIDA; AUTHORIZING THE
MAYOR TO EXECUTE AN AGREEMENT WITH
THE KEY BISCAYNE CHAMBER OF COMMERCE;
PROVIDING FOR AN EFFECTIVE DATE.
BE IT RESOLVED BY THE VILLAGE COUNCIL OF KEY BISCAYNE,
FLORIDA, AS FOLLOWS:
Section 1. That the Mayor is hereby authorized to execute the attached agreement,
on behalf of the Village, with the Key Biscayne Chamber of Commerce, for services set forth
in the agreement, at a cost not to exceed $75,000.00.
Section 2. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 21st day of October , 1997.
YOR JOHN F. FESTA
CONCHITA H. ALVAREZ, VILLAGE CLERK
APPROVED AS TO FORM AND LEGAL SUFFICIENCY:
RICHARD J. WEISS, VILLAGE ATTORNEY
Alicia Koenig
President
SlazynaLopite
Vice President
StewnEtrmlemz
2nd VicePrident
Robert Brooks
Tremtrer
Nora Galego
Smeary
KEY BISCAYNE CHAMBER OF COMMERCE
October 8, 1997
C. Samuel Kissinger
Village Manager
Village of Key Biscayne
85 West McIntyre Street
Key Biscayne, FL 33149
Dear Sam,
Enclosed please find an Agreement for Professional
Pamela Kirkpatrick Services in triplicate. We respectfully submit this for
F_xecutizeDi etor the Mayor's signature.
Francesca Vaccaro
MembershipSer ices
Board ofDinxtas
Antonio Aguirre
Bob Bristol
Olga Gvnpano
BannieCraiglozew
BillDurham
fonEraso
Olga Guilarte
Pamelalbarguaz-
Mann
Jain McCglem
Anz Nunez
Rosemary Slla
Burke Any
Ed Stone
If you require any additional information or if I may be
of service to you, please do not hesitate to call me.
Warm regards,
L?;12G��L
Pamela Kirkpatrick
Executive Director
Key Biscayne Chamber of Commerce
THE CHAMBER MAKES IT HAPPEN
328 Crandon Blvd., #217 Key Biscayne, FL 33149 Ph: 305 361-5207 Fax: 361-9411 http://www.keybiscaynechamber.org
VILLAGE OF KEY BISCAYNE
AGREEMENT
FOR
PROFESSIONAL SEVICES
THIS AGREEMENT. Made and entered into this 8th day of October,
1997 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 terminated pursuant to Paragraph 8.
4. GENERAL TERMS AND CONDITIONS
All original documents, work papers, and plans that result from
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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 ti 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 45 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
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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
All 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
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With a copy to: Richard Jay Weiss, Esq.
Village Attorney
Weiss, Serota 8s Helfman
2665 South Bayshore Drive
Suite 203
Miami, Florida 33133
Consultant: Alicia Koenig
Key Biscayne Chamber of Commerce
328 Crandon Boulevard
Suite 217
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
328 Crandon Boulevard
Suite 217
Key Biscayne, Florida 33149
By: V„\.�1
Alicia Koenig, Presiden1
VILLAGE
VILLAGE OF KEY BISCAYNE
85 West McIntyre Street
Key Biscayne, Florida 33149
B
Attest: Att
F. Festa, Mayor
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 timely marketing strategies and
demographic data for the purpose of assisting the Island"
commercial interests in meeting the needs of our citizens. In
conjunction, to conduct educational programs and seminars for
the Island" 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, e.g.
WinterFest, Flag Day/ Health Fair and 4th of July Concert in
partnership with the VILLAGE.
7. CONSULTANT to rent, equip, maintain and staff a Chamber office
which is accessible to the public during business hours.
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8. CONSULTANT to provide bi-monthly 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 and maintain a volunteer network to
assist with community acivities.
10. CONSULTANT to fulfill requests by the VILLAGE to communicate
directly with the business community as directed by the Village
Manager.
11. CONSULTANT to submit monthly progress reports to VILLAGE at
end of each month for the duration of this Agreement.
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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. A monthly progress
report will be submitted by CONSULTANT and provided to the VILLAGE,
attention C. Samuel Kissinger.
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