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027576 RES - 02/12/2008
Page 1 of 1 AN ORDINANCE AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO EXECUTE A AN AMENDMENT TO THE TEXAS INTERNATIONAL YACHT & JET PLANE LEASE AGREEMENT (with two five-year renewals: 2008-2012 and 2013-2017) WITH MMD COMMUNICATIONS OF NORTH PALM BEACH, FLORIDA, TO INCREASE ANNUAL TERM FROM EIGHT (8) DAYS TO TEN (10) DAYS, EXPAND LEASED PREMISES AREA, AND INCREASE MINIMUM ANNUAL RENTAL FEE TO $30,000; AMEND SECTION 6 OF THE LEASE REGARDING PAYMENT DUE DATES AND FINANCIAL DOCUMENTS; AND PROVIDING FOR PUBLICATION. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager, or designee, is authorized to execute an amendment to the Texas international Yacht & Jet Plane Lease Agreement (with two five-year renewals: 2008-2012 and 2013-2017) with MMD Communications of North Palm Beach, Florida, to increase annual term from eight (8) days to ten (10) days, expand leased premises to include the northbound lanes of East Shoreline Blvd from south right-of-way of Shat ll to north right-of-way of Taylor Street, and increase minimum annual rental fee from $25,000 to $80,000; and to amend Section 6 of the lease regarding payment due dates and financial documents. A copy of the lease as amended is attached and will be on file with the City Secretary. SECTION 2. Under Article IX, Section 3 of the City Charter, this ordinance and the Lease Agreement are effective on the 61st day after City Council adoption of this ordinance on second and final reading; and the second and final reading of this ordinance is at least twenty-eight (28) days after the first reading. SECTION 3. The City Council intends that every section, paragraph, subdivision, clause, phrase, word or provision of this ordinance shall be given full force and effect for its purpose. Therefore, if any section, paragraph, subdivision, clause, phrase, word or provision of this ordinance is held invalid or unconstitutional by final judgment of a court of competent jurisdiction, that judgment shall not affect any other section, paragraph, subdivision, clause, phrase, word or provision of this ordinance. SECTION 4. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. 027576 H:\LEG-DIR‘Lisa12008 O DI IAN E \Yacht Show Lease Amendment.de Created on 2/5/2008 11:28:00 AM That the foregoing ordinince was read for the first time and passed to its second reading this the _IS'_of , 2, by the folloin ot: Henry Garrett Melody Cooper Larry Elizondo, Sr. Mike Hummell Bill Kelly k(i) A10_,AE___ A°9h51 Priscilla G. Leal John E. Marez Nelda Martinez Michael McCutchon /4-ble__ That the fwegoing or Ana e was read for the second time and passed finally on this the dayof , 2008, by the following vote: _ Henry Garrett Melody Cooper Larry Elizondo, Sr. Mike Hummell Bill Kelly PASSED AND APPROVED, this the ATTEST: Armando Chapa City Secretary APPROVED as to form: February 5, 2008 E By: ,.44-t, Lisa Aguilar Assistant City Attorney For City Attorney Priscilla G. Leal John E. Marez Nelda Martinez Michael McCutchon __,Aajt_____ _.A„._ day of AkkAAW4_6__, 2008. ■rA Henry arre Mayor 027576 Page 1 of 21 2007 TEXAS INTERNATIONAL YACHT & JET PLANE SHOW LEASE AGREEMENT (With Two 5 Yr Renewals: 2008-12 & 2013-17) BETWEEN THE CITY OF CORPUS CHRISTI AND MMD COMMUNICATIONS THE STATE OF TEXAS COUNTY of NIECES § KNOW ALL PERSONS BY THESE PRESENTS: TS: This lease agreement "Lease" is entered into by and between the City of Corpus Christi, a Texas home rule municipal corporation ("City"), acting through its duly authorized City Manager or his designee ("City Manager"), and MMD Communications ('Lessee"), a Florida corporation. NOW, THEREFORE, City and Lessee, in consideration of the mutual promises and covenants contained herein, agree as follows: Section 1 Definitions. (A) City means the City of Corpus Christi, Nu es County, Texas, a home rule municipal corporation (B) City Attorney means the City's Attorney or the City Attorney's designee (C) City Council means the City's City Council (D) City Manager means the City's Manager or the City Manager's designee (E) Code means the City's Code of Ordinances, as amended (F) Director means the City's Director of Parks and Recreation or the Director's designee (G) Event means the Texas International Yacht & Jet Plane show conducted and sponsored by Lessee. (H) Lease means this agreement and all Exhibits and attachments (1) Lessee means MMD Communications ("Lessee"), a Florida corporation organizing and managing the annual Texas International Yacht & Jet Plane Show (J) Lessee's Agent means a duly authorized representative of MMD Communications C:TOCUME-lklisakLOCALS-1‘TempkThintlYachtlet.Lease.RenewJanuary 10 2008 clean,doc Page 2 of 21 (K) Marina means the City's Municipal Marina (L) Police Chief means the City's Police Chief or the Police Chief's designee (M) Premises means the site for the Event, more fully described in the attached Exhibits A, B, and C that are incorporated by reference in this Lease as if fully set out in their entirety (N) Risk Manager means the City's Director of Risk Management or the Director of Risk Management's designee (0) Traffic Engineer means the City's Traffic Engineer or the Traffic Engineer's designee Section 2 Term; 8 Days in April 2007; Two 5 Year Renewals; Effective Date. (A) 8 Days in April 2007 This Lease is for a term of eight (8) days, beginning on April 23, 2007 at 12:01 p.m. Lessee shall be entitled to non-exclusive use, for the purpose of set-up and take-down preparations, of the Premises for a period of eight consecutive days, from April 23, 2007 at 12:01 p.m. through April 30, 2007 at 6:00 p.m.; .and to the exclusive use of said Premises for a period of up to four days from April 26, 2007 at 6:00 am through April 29, 2007 at 6:00 p.m. (B) Two 5 Year Renewals City Manager shall renew this Lease for a term of ten (10) days in April 2008-12 if City Manager finds that the 2007 Event is successful for City. Further, City Manager shall renew this Lease for a term of ten (10) days in April 2013-17 if City Manager finds that the 2012 Event is successful for City. The Use Periods for 2007 and the projected Use Periods for 2008-12 and 2013-17 are shown in the attached Exhibit D. (C) Effective Date This Lease is effective on the day of _-- , 2007.(As required by City Charter, the effective date is the1 day after the by adoption City ty Council on second and final reading of the ordinance authorizing the execution of this Lease.) Section 3 Premises. The City grants to Lessee the privilege of using the following described City property to conduct the Event: (A) Peoples Street T -Head; Shoreline This includes the entire Peoples Street T -Head in the Marina, including boat slips and other amenities, except for areas under lease by the City and except for areas which may be leased in the future by the City for construction of stand-alone building in the Peoples Street T -Head. The Shoreline Premises include the northbound lanes of East Shoreline Boulevard (ESB) from the south right-of-way of Schatzell St. S he et to the north right-of- way of Taylor Street, including median and crossover areas within the above area subject to the restriction in Section 4(B) of this Lease. This area is more fully detailed in the attached Exhibit A. (Lessee must at all times keep an :1D U fE--111i aAIL L -1\Temp\Txintl.Ya htjet.L a .Ren w.January 10 2008 clean.do Page 3 of 21 unobstructed pavement corridor at least eighteen(18) feet wide on the east side of ESB from Schatzeilto Taylor Street for emergency vehicle use.) Ail Marina tenant boats in the Pea le Street T- ea d will be removed by Freda R. m. April 18 2008. - - Fenced Premises The Fenced Premises include fenced -in portions of the Event Premises. This area is more fully detailed in the attached Exhibit A. Note: This Lease does not include the American Bank Center or parking tots adjacent to the American Bank Center. Use of anyof these facilities will be covered under a separate agreement, that is executed between the Cityand Lessee, if this use is determined to be necessary by Lessee. (C) Airport t Premises; Separate Lease(s) Note: This Lease does not include the facilities at the Corpus Christi International Airportfor the Static Aircraft/Jet Plane Show and the Classic Cars Show. Use of any of these facilities will be covered under one or more separate � to agreements, executed between the Lessee and City and/or Tenants at the Airport, if this use is determined to be necessary by Lessee. (D) Street closure Areas The street closure process, as outlined by the Traffic Engineer and further described in Section 10 of this Lease, will govern all street closures. Street closure areas are shown in the attached Exhibit B. Section 4 Other Areas; Other Use of Premises. (A) (8) Requests by Lessee for use of additional City -owned ty d areas requires prior written approval from the Director. No concession stand, ride, or otheraratus � connected with the Event may be placed in or on the grass or shrubberyareas withinShoreline the Premises along Blvd. without the prior written permission of the Director. Section 5 Event Layout Diagram. At least two weeks prior to the Event, Lessee or Lessee's Agent must provide the Director with a detailed d�agrar C) showing the final Event layout and including all related activities. Layout of the Event is subject to the approval of the Director. Section 6 Fees; In Lieu of Marina Rental Fees, Marina Receives Greater of: $30,000 or 10% of Net Profits, as defined in Exhibit (A) In consideration of granting Lessee use of the Premises,• Lessee must pay City a use fee of $100. The fee is due anda able upon theCouncil's � � City�ounrl s final approval of this Lease. This fee is in addition to any other use• and permit fees required in this Lease, by City ordinance, or State law. 03) Lessee must pay to Marina rental fees of00. � 1 per square footer dayfor all Marina areas used p on the Peoples Street T-Head(excludingareas covered by City 3:000 U ME-1VisaPAL AL -1‘Te rn pkIxIntl. Yach tJ et. Lease. Renew. January 10 2008 clean. doc Page 4 of 21 leases to vendors). Also, Lessee must pay to Marina rental fees for in -water boat storage of exhibitor, patrol, medical, and media boats. The rental fees for in -water boat storage will be controlled and governed by separately executed agreements between Lessee and the Marina Superintendent. The Marina rental fees in this Section (B) wilt be billed as an actual and direct cost under Section 7 of this Lease. However, in lieu of paying these Marina rental fees, Lessee shall pay to Marina the greater of: (1) or (2) 1 O of the net profits from all events staged on the Premises, including but not limited to profits from entry fees, admission fees, concessions, and exhibitor contracts (including, but not Limited to, boat slip fees). Net Profits is defined in the attached Exhibit F. Each annual payment for Marina rental fees is due within 30 days after end of each exclusive use period for that year. Lessee must furnish City certified statements showing Net Profits as defined above. Such statements shall be certified by the Lessee to be true and correct. The form of such statements shall be prepared in accordance with generally accepted accounting procedures and practices in a form prescribed by the Director of Finance. All underlying documentation for the certified statement including receipts shall be preserved by Lessee for at least five years. (C) Lessee must pay a deposit of five thousand dollars ($5,000) at least one month in advance of the Event. If paid by check, the check must be a cashier's or certified check and must be made payable to the City of Corpus Christi. The deposit will be first used to reimburse the City for any costs incurred for trash pick-up, for the removal of any structures, or for repairs to City property; provided, however, City will attempt to provide Lessee with reasonable notification before these expenses are incurred to allow Lessee to provide the necessary corrective action at Lessee's cost. If none of these costs are incurred and actual and direct costs are paid as billed, the deposit will be returned to Lessee within ninety (90) days after the Event. (D) The parties agree to renegotiate the fees in 2010 for the future Events beginning with the 2011 Event. Section 7 Actual & Direct Costs; Payment; Late Payment Fee. (A) Lessee shall pay the City, within thirty (30) days after the City submits a bili, for actual and direct costs incurred by City for City services related to and rendered in connection with the Event, including any other City services provided by departments other than Parks & Recreation and Police. (B) The Director shall bill Lessee for these costs within thirty (30) calendar days after the conclusion of the Event. The bill will contain a detailed and itemized listing of the City's charges for services rendered. Upon receipt of a written request from Lessee's Agent, the Director shall furnish reasonable supporting documentation of the charges within ten (1 0) calendar days of receipt of the request. Lessee=s failure to pay City=s bill within 30 days after submittal to Lessee shall result in a late payment fee being assessed against Lessee. The late payment fee shall be CADOCUME-111isaMLOCALS-1‘Temp\MIntLYactitletleaseRenew.january 10 2008 clean.doc Page 5 of 21 5% of the amount due, as shown on City=s bill, and this fee will be added to the amount payable to the City. (C) If there is a hurricane or other tropical storm occurrence in the local vicinity that eliminates the Event or that reduces attendance at the Event by more than 50% from the prior year's attendance level, the City Manager is authorized to adjust the billing of the City's actual and direct costs. (D) The City's actual and direct costs, incurred in assisting with the Event, may include, but are not limited to, the following: (1) Damages: Damage to City property as a result of the Event will be billed to Lessee at the cost of repair. Lessee will first be given an opportunity to repair any damage and restore damaged item, premises, or structure to the condition in which Lessee received it. (2) Clean Up and Litter Removal: Costs of labor contracted for clean-up during and after the Event, including any additional clean-up that is required by the Directors of relevant City departments at the conclusion of the Event, at applicable City rates for the year billed. Lessee will be given the opportunity to hire and work its own clean-up crew to perform clean up services and litter removal during and after the Event; (3) Security and Crowd & Traffic Control: Costs of City Police Officers provided for security, crowd control, traffic control, and off-site traffic control, at applicable City rates for the Police Officers assigned, and costs for additional directional signage, barricades, and cones or other supplemental traffic control devices, as well as the associated set-up costs, that are provided by the City. The Police Chief shall determine the number of officers needed for the Event, including during set-up and take down preparations, in the interest of public safety; and (4) Costs for all 'farina utilities, including but not limited to electricity, water, and sewage disposal services, used by exhibitor boats at Marina and not paid for by exhibitors before Event is over. (5) Costs for all Marina utilities, including but not limited to electricity, water, and sewage disposal services, used by Lessee or Lessee's agents at Marina and not paid for by Lessee or Lessee's agents before Event is over. (6) Costs for any other services requested by Lessee or Lessee's Agent and provided by the City. Section 8 Emergency Contact Numbers; Notice. Lessee shall provide emergency contact numbers to the City's Marina Superintendent and the Director at least one week in advance of the Event. CADOCUME-1VisaA‘LOCALS-1‘TempkThintiNachtJet.Lease.Renew.January 10 2008 clean.doc Page 6 of 21 (B) All notices, demands, requests, or replies provided for or permitted, under this Lease, by either party must be in writing and must be delivered by one of the following methods: (1) by personal delivery; (2) by deposit with the United States Postal Service as certified or registered mall, return receipt requested, postage prepaid; (3) by prepaid telegram; by deposit with an overnight express delivery service, for which service has been prepaid; or, by fax transmission. Notice deposited with the United States Postai Service in the manner described above will be deemed effective two (2) business days after deposit with the United States Postal Service. Notice by telegram or overnight express delivery service will be deemed effective one (1) business day after transmission to the telegraph company or overnight express carrier. Notice by fax will be deemed effective upon transmission with proof of delivery to the receiving party. All these communications must be made only to the following: If to the city: Director of Parks and Recreation City of Corpus Christi 1201 Leopard Street, 78401 P.O. Box 9277, 78469-9277 Corpus Christi, Texas (361) 880-3461 FAX (361) 880-3864 E-mail SallyG©cote as.com If to the Lessee: Peter Bryant MMD Communications 618 US Hwy 1 Suite 400 N. Palm Beach, FL 33408 (561) 842-8808 FAX (561) 840-1323 PeterATxf ntlBoatShow.com Either party may change the address to which notice is sent by using a method set out above. Lessee shall notify the City of an address change within ten (10) days after the address is changed. Section 9 Public Notices. Lessee shall, at its own expense, provide to the City's Marina Superintendent, for distribution to the public, Marina tenants, and commercial entities, public notices detailing the Event's scheduled activities. The notices shall be provided within ten (10) working days of the City council's approval of this Lease. Ali postai expenses incurred by the City Marina in mailing notices for the Event will be billed to the Lessee under Section 7 of this Lease. Section 10 Temporary Street closures. CADOCUME-111isaANLOCALS-1‘TempUxintlYachtlet,Lease. enew.January 10 2008 clean.doe Page 7 of 21 (A) Lessee must make application to and receive permission from the City for the temporary closure of any streets, in accordance with Chapter 49 of the Code. Lessee must comply with the application procedures, to obtain a permit for temporary street closures, that are contained in the Code, including application cut- off dates and permit fees. (B) Except as set out in the Code, Lessee must not obstruct or interfere with traffic on Shoreline Boulevard, either northbound or southbound, at any time during the term of this Lease. (C) All street closures require the approval of the City Council to confirm the closures. Lessee acknowledges that the decision to confirm the closure of streets is within the sole discretion of the City Council, acting upon the application, at the time the application is submitted. Section 11 Parking. (A) Lessee shall provide parking and signage, for people with disabilities, in close proximity to the Event entrance and its related activities, as the areas are defined in the Premises maps (Exhibits A, B, (B) In addition, Lessee shall provide five (5) parking passes, if passes are based on City's needs, for City personnel scheduled to work during the Event. (C) Lessee must endeavor to include information on parking restrictions and parking options in printed pre -Event publicity generated by Lessee. Section 12 Barricades, Traffic Signs. Lessee shall provide, at its sole cost and expense, for the installation and maintenance of all required barricades, traffic signs, signs to limit public viewing areas, and other traffic control devices for the safe control of vehicular and pedestrian traffic at, and external to, the Premises as set forth in the traffic control plan approved by the Traffic Engineer for the Event. The Traffic Engineer may require Lessee to provide temporary directional signage to the nearby attractions/facilities affected by any street closures and traffic circulation around the Event. Section 13 Premises Signage and Advertising. All on -Premises signage and advertising that Lessee proposes to utilize for the Event must receive the Director's prior written approval. Lessee or Lessee's Agent may request inflatable advertising for only those events that receive national television exposure. Section 14 Rest Rooms; First Aid; Drinking Water. Lessee shall provide functional and sanitary portable restrooms, including restrooms for people with special needs, and first aid stations, with drinking water, in both the viewing area of the Premises and on the Peoples Street T-I-Iead in the Marina. Alt of the aforementioned items shalt be provided throughout the duration of the Event. CADOCUME-111isaANLOCALS-1\TernffrxintLYachtiet.Lease.Renew-lanuary 10 2008 clean.doc Page 8 of 21 Section 15 diti nal Security. Lessee must separately contract and pay for any additional security, such as daily pre and post -Event public viewing hours and night watch security, that Lessee deems necessary in the crane and patrol boat dock areas. If this security is provided by City's Police Officers, the expense will be billed to Lessee as an actual and direct cost in accordance with Section 6 of this Lease. Section 16 Insurance. (A) Lessee shall secure and maintain, at Lessee's sole expense during the term of this Lease, (1) a Commercial General Liability insurance policy, (2) a Liquor Liability insurance policy, (3) an Automobile Liability insurance policy, an Accident Insurance Policy insuring Volunteers, and Workers' Compensation insurance; all required policies shall have the limits and requirements shown in the attached Exhibit E. (B) The Certificate(s) of Insurance must be sent to the Risk Manager at Least two (2) weeks prior to the starting date of the Event. The Certificate(s) of Insurance must provide at least thirty (30) days written notice of cancellation, intent to not renew, or material change of any coverage required in Exhibit E. (C) Lessee shall provide copies of all insurance policies to the City Attorney upon the City Manager's written request. (D) Lessee shall require that any vendor that sells alcoholic beverages at the Event furnish proof of Liquor Liability insurance with the limits and requirements set out in Exhibit E. The Certificate(s) of Insurance must be sent to the Risk Manager at Least two (2) weeks prior to the starting date of the Event and must provide that the City receive at Least thirty (30) days written notice of cancellation, intent not to renew, or material change of any coverage required in Exhibit E. Section 17 Indemnity. Lessee ("Indemnitor") hereby agrees to fully indemnify, save and hold harmless the City of Corpus Christi, its officers, employees, agents, representatives, and servants ("Indemnitees") against any and all liability, damage, Loss, claims, demands and actions of any nature whatsoever on account of personal injuries (including, without llmitation on the foregoing, workers' compensation, premises defects, and death claims), or property loss or damage of any kind whatsoever, which arise out of, are in any manner connected with, or are caused by, or are claimed to arise out of, are claimed to be in any manner connected with, or are claimed to be caused by, either proximately or remotely, wholly or in part, an act or omission, negligence or misconduct by Indemnitor, Indemnitor's officers, employees, agents, representatives, servants, contractors, patrons, licensees or invitees entering upon the Premises (as described in Section 3 of this Lease) including, but not :\D UME 1 W ‘L LS 1\T mpVT NntI.Yach t.L a . newJanua 10 2008clean,do Page 9 of 21 limited to, those portions of Shoreline Boulevard and adjacent portions of the road median, the Seawall, and the Marina, that are closed to participate in, hold, attend, or observe the Event and associated activities, with the expressed or implied invitation or permission of the Indemnitor and including, but not Iimited to, exposure to the hazards commonly associated with large crowds, streets closures, third -party food preparation and distribution, high speed boat racing, and excessive heat; or when any said injury or damage is the result, proximate or remote, of the violation by Indemnitees or any of them, Indemnitor, or any of Indemnitor's agents, representatives, servants, employees, contractors, patrons, guests, licensees, or invitees of any law, ordinance, or governmental order of any kind; or when said injury or damage may in any other way arise from or out of the improvements located on the Premises, out of the use or occupancy of the improvements at the Premises, or of the Premises itself, by Indemnitees or any of them, Indemnitor, or Indemnitor's officers, agents, servants, employees, contractors, patrons, guests, licensees, or invitees. The terms of indemnification are effective whether said injury or damage may result from the sole negligence, contributory negligence, or concurrent negligence of Indemnitees, or any of Them. Lessee covenants and agrees that it shall investigate all claims and demands, attend to their settlement or other disposition, defend all actions based thereon with counsel satisfactory to Indemnitees, and pay all charges of attorneys and all other costs and expenses of any kind from any of said liability, damage, loss, claims, demands, or actions. Section 18 Safety Hazards. (A) Lessee shall, upon written notice of an identified safety hazard by the Police Chief, the City's Fire Chief, Director, or Risk Manager, correct the safety hazard(s) within six hours of receipt of the notification or, if a different response time is included in the notification received, within the time frame included in the written notice of safety hazard. (8) If Lessee or Lessee's Agent does not correct the safetywithin hazard(s) sihours or the time stated in the notification, as applicable, City may correct, or cause to be corrected, by any means reasonably available, the existing safety hazard and will bill Lessee for the associated cost of correction(s) as an actualdirect and sense, in accordance with Section 6 of this Lease, Section 19 Damages to City Property. :ID UME-llIsaAILO ALS-1kTernpVixinti. a htJet.Lea . ene.January 10 2008 clean.doc Page 10of2l (A) The Director shall provide Lessee's Agent with a list of damages, if any, to City property located on the Premises within two (2) working days after the close of the Event. Lessee shall restore all items on that list to their condition prior to the Event, to the satisfaction of the City's Director of Engineering, within three (3) wo rk i n g days of receipt of the list. (B) if Lessee fails to restore all items on the list, the Director may do so, or may cause the same to be done, and will bill Lessee for the restoration as an actual and direct cost, as set out in Section 6 of this Lease. (C) Lessee or Lessee's Agent shall, upon conclusion of the Event, fill and compact all holes in grass areas of the Premises made by Lessee or any entity or person participating in the Event. The Director shall approve the use and type of fill material prior to filling by Lessee. Any subsidence within the Premises must be additionally filled by Lessee or Lessee's Agent. Section 20 Pavement, Curbs, Sidewalks, and Seawall. Any work that creates holes or other changes to the pavement, curbs, sidewalks, or Seawall requires the prior written approval of the Director and the City's Director of Engineering Services before the work is performed; provided however, that no approval shall be given if the work will require subsequent repairs by the City. Section 21 Permits* (A) Lessee shall obtain, and require that all vendors obtain, all permits applicable to the Event which may include, but are not limited to, the following: (1) a City -County Health Department permit for each booth selling food and all associated permits for food handling (2) a Promotional Event Zoning Permit and a Temporary Structure Event Permit with a Certificate of Occupancy from the City's Building Inspections Department; (3) a Street Closure Permit from the City's Traffic Engineering Department; a Special Event Alcohol Permit from the City's Park & Recreation Department; a Solicitation Permit from the City's Collection Department; (6) a Regatta and/or Marina Event Permit, as mandated by 33 U.S.C. Section 100, as amended, from the City's Marina Superintendent; and (7) a Helicopter Landing Taking Off Permit from the City's Airport Manager (B) Lessee must also obtain permission from the U.S. Coast Guard for use of the navigable waterways prior to the Event. C:11DOCUME-111isaANLOCALS-17empqx1ntl.Yactitlet.Lease.Renew.January10 2008 clean.doc Page 11 of 21 (C) Agent Lessee or Lessee'smust notify the Director, at Least two weeks prior to the ` Event,of anyspecial conditions imposed by any permitting agency or the U.S. Coast Guard upon Lessee, in relation to the Event. Section 22 Cleanup. Lessee shall require all food and beverage vendors to clean a designated zone adjacent to their respective booths at regularly scheduled intervals during the Event. Lessee may designate the zone, but it will not be less than 10 feet by 20 the feet inimmediate area around each food and beverage booth. (A) The clean-up must be performed hourly and immediately after closing the Event must be properly deposited in trash bags provided beach day. All trash cleanedup� � ]� Y Lessee and taken to a location designated by Lessee. hirework its own clean-upcrew during and after the Event. if the (B) Lessee may and Director determInes that additional clean-up is necessary, Director will give Lessee ' Agent two hours notice to increase services and if, after the or Lessee's g of the response time, the work remains unsatisfactory, the Director may expiration � authorize theCity use of workers, and the cost for the labor provided by the City's clean-up workers shall be billed to Lessee as an actual and direct cost pursuant to Section 6 of this Lease. Section 23 Storm Water Inlet Screens. Lessee shall, at its sole cost and expense, install screens, approved byCity's Storm Water Utility Division, across all storm the t water inlets on the Peoples Street T -Head and within any closed streets in the Premises prior to the beginning of the exclusive use period of this Lease. Lessee shall ensure blocked or impededthe placement of the screens. Lessee shall that drainage is not by remove the screens within the non-exclusive use period after the close of the Event. must remove screens(along with any trash that has However, �s accumulated over the screens) immediatelyif heavyrain is imminent, or upon the direction of the Stormwater Superintendent or designee. Section 24 construction. (A) The constructiondisplays, work for dis la s, stages, electrical, etc., within the Premises or adjacent closed streets shall be conducted in accordance with the City's building codes and restrictions. (B) Construction requested by Lessee that can be foreseen by City to cause damage shall onlybe authorized if (1) Lessee provides the Director with written assurance, to the construction being prior performed, that Lessee agrees to remedy said damage in accordance with Section 19 of this Lease; and(2)the Director pre - approves the construction in writing. Section 25 Temporary Buildings. Lessee must receive prior written approval from the Director to place any temporary buildings on the physical ground of the Premises. Otherwise, all temporary buildings moved onto the Premises for the Event shall be p ry placed and must remain on trailers to promote expeditious removal. :1D UME-1\lisaA1L 1. -11T mplr lntl. ' htlet. Lease.Renewlanuary 10 2008 clean.ciec Page 12 of 21 Section 26 Electrical & Water Services. Electrical and water service may not be provided on or at all parts of the Premises. Lessee must apply for and Pp � secure a Temporary Promotional Event Permit from the City's Building Inspection Division Psion in order to install electrical service for the Event. Furthermore, a Certificate of Occupancy must be signed by the proper inspectors to have all temporary services,such . � ras food, electrical, plumbing, tents and structures, inspected and approved. It is e responsibility of Lessee to calf each inspector for an appointment to inspect and obtain approval for each temporary service prior to the commencement of the Event. Section 27 Permissible Vendor Location Markings. No paint or semi-permanent markings will be permitted that obliterate or deface anypavement markings, street curb markings or signs heretofore existing for the guidance of motor vehicles orpedestri` ans. Chalk or tape markings may be used to pre -mark locations on the sidewalk street. tr Painted markings will only be permitted in grassyareas with theprior wr' the Director. � #tenapproval of Section 28 Dispute Resolution. The Cityand Lessee agree that .any disputes which may arise between them concerning this Lease, such as determiningthe amount of damage to City property occurring as a result of the Event, must be submitted Atte for determination and resolution, first to the Director, and thereafter by • . ,right of appeal tothe City Manager. The decision of the City Manager maybeappealed to .the City Council by giving written notice of appeal to the City Secretarywithin ten(10)days after the written decision of the City Manager has been receivedy Lessee. In the event of an appeal, the decision of the City Council will be final. This Lease in no way waives Lessee's right to seek other legal remedies during the appeal process. Section 29 Emergency ehicle Lanes. Lessee shall, at all times during the Event and non-exclusive use periods, maintain emergency vehicle lanes upon the Premises as may be designated by the City's Fire Chief. Lessee must ensure that all emergency vehicle lanes are kept clear of all obstructions. Section 30 Fence. Lessee may provide, at its sole expense, a p � temporary six foot (6') chain link fence, with gates for access as shown on Exhibit A. The fence will help improve security, crowd control, litter control, and keepbicycles, skateboards, y anirnafs, and personal coolers out of the Event area. Section 31 Admission Fee. Lessee may charge an admission feewithin the fenced portion of the Premises as shown on Exhibit A. Section 32 Volunteers. Lessee must will require all volunteers who g paiipate in the Event to sign an accident waiver form, which will be maintained on file with Lessee. The accident waiver form used by Lessee shall be reviewed by the Risk Manager and approved by the City Attorney at least two (2) weeksp rior to the Event. Section 33 Assignment. Lessee may not assign or transfer this Lease ease r sublease the whole or any part of the Premises without the prior written consent of the City Council. :1D UAAE-1lli A1L AL -11TemplTxinti. 'e htlet.Lease.Renew.January 10 2008 clean.doc Page 13of21 Section 34 Breach. Any breach by Lessee of any covenant or condition contained in this Lease entitles the City to terminate this Lease without notice or demand of any kind, notwithstanding any license or permit issued by the City, and no forbearance by the City of any prior breach by Lessee is a waiver by or estoppel against the City. Section 35 Right of Lessee to Use Public Streets. Lessee acknowledges that the control and use of public streets is declared to be inalienable by the City, and, except for the use privilege granted in this document, this Lease does not confer any right, title, or interest in the public property to Lessee. Section 36 Right of Lessee to Use Public Parks. Lessee acknowledges that the control and use of public parks is declared to be inalienable by the City, and, except for the use privilege granted in this document, this Lease does not confer any right, title, or interest in the public property to Lessee. Section 37 Not Partnership or Joint Venture. This Lease may not be construed as or deemed by the parties to be a partnership, joint venture, or any other relationship which requires the City to co-sponsor or incur any liability, expense, or responsibility for the conduct of the Event or associated activities. Payments received from Lessee by the City are compensation for the provision of the City services, as described in this Lease, and for granting Lessee the right to use public property for the limited purpose described. Section 38 Agreement between Parties. This Lease is between the City and Lessee for the purpose of described herein and is not for the benefit of any third party or individual. Section 39 City Services Subject to Appropriation. Lessee recognizes that the services agreed to be provided by the City, pursuant to this Lease, are subject to the City's annual budget approval and appropriation process. The continuation of any contract after the close of any fiscal year of the City, which fiscal year ends on July 31 of each year, is subject to appropriations and budget approval. The City does not represent that the expenditures required by the City for the provision of services required by this Lease will be adopted by future City Councils, said determination being within the sole discretion of the City Council at the time of adoption of each fiscal year budget. If the expenditures required by the City for the provision of services required by this Lease are not adopted for the upcoming applicable fiscal year, then City may terminate this Lease, without recourse by Lessee, only at the end of the current applicable fiscal year. Section 40 Compliance with Laws (A) Lessee must comply with all applicable Federal, State, and local government laws, rules, regulations, and ordinances which may be applicable to its operation at the Premises and its performance under this Lease including, without limitation, compliance with the Americans with Disabilities Act, as amended. All compliance CADOCUME-1MisaANLOCALS-1TempUxintlYachLlet.Lease.Renew,January 10 2008 clean.doc Page 14 of 21 required by Lessee under this section shall be at Lessee's sole expense and cost. This Lease is also subject to applicable provisions of the City Charter. (B) If any action or proceeding is brought to enforce compliance with this Lease, or for failure to observe any of the covenants of this Lease, Lessee must pay the City the sum that a court of competent jurisdiction may adjudge reasonable as attorney's fees in said action or proceeding, or in the event of an appeal as allowed by an appellate court, if a judgment is rendered in favor of the City. Section 41 Interpretation; Venue. This Lease will be interpreted according to the Texas laws that govern the interpretation of contracts. The parties agree that venue lies in Nueces County, Texas, where this Lease was entered into and will be performed. Section 42 Non-discrimination. Lessee warrants that they are and will continue to be an Equal Opportunity Employer. Lessee hereby covenants that all of its employees, participants, invitees, guests, and members of the public shall be treated equally without regard to or because of race, color, creed, stational origin, ethnicity, sex, disability, or age and, specifically regarding the employer-employee relationship, in compliance with all Federal and State laws prohibiting discrimination in employment. Section 43 Force Majeure. No party to this Lease will be liable for failures and delays in performance due to any cause or circumstance beyond their control including, without limitation, any failures or delays in performance caused by strikes, lock outs, fires, acts of God or the public enemy, common carrier, severe inclement weather, riots or interference by civil or military authorities. The rights and obligations of the parties will be temporarily suspended during this period to the extent performance is reasonably affected. Section 44 Survival of Terms. Termination or expiration of this Lease, for any reason, shall not release either party from any liabilities or obligations set forth in this Lease that (a) the parties have expressly agreed shall survive the termination or expiration, orb remain to be performed or by their nature would be intended to be applicable following the termination or expiration. Section 45 Construction of Ambiguities. The parties expressly agree that they have each independently read and understood this Lease. Any ambiguities in this Lease shall not be construed against the drafter. Section 46 Captions. The captions employed in this Lease are for convenience only and do not in any way limit or amplify the terms or provisions hereof. Section 47 Entirety clause. This Lease and the incorporated and attached Exhibits its constitute the entire agreement between the City and Lessee for the use granted. All other promises and representations, oral or otherwise, unless contained in this Lease, are expressly revoked, as the parties intend to provide for a complete understanding within the provisions of this Lease and its Exhibits of the terms, conditions, promises, and covenants relating to Lessee's operations and the Premises to be used in the operations that are the subject of this Lease. CADOCUME—lklisaMLOCALS-11TemplT cIntl.Ya htJ t.L, e.RenewJanuar 10 2008 clean.cloc Page 15 of 21 Section 48 Severability. It is the definite intent of the parties to this Lease that every section, paragraph, subdivision, clause, provision, phrase, or word hereof be given full force and effect for its purpose. Therefore, if any section, paragraph, subdivision, clause, provision, phrase, or word of this Lease or the application hereof to any person or circumstance is, to any tent held illegal, invalid, or unenforceable under present or future law or by a final e g ofa court of competent judgment jurisdiction, then the remainder of this Lease, or the application of said term or provision to persons or circumstances other than those as to which it is held illegal, invalid, or unenforceable, will not be affected hereby. To the extent that any clause or provision is held illegal, invalid, or unenforceable under present or future law effective during the term of this Lease, then the remainder of this Lease is not affected thereby; and in lieu of each illegal, invalid, or unenforceable clause orp rovision, a clause or provision, as similar in terms to the illegal, invalid, or unenforceable clause orp rovision as may be possible and be legal, valid, and enforceable, will be added to this Lease automatically. Section 4 Marina Sale or Lease; Lease Assignment Subject to Council Approval. If the Marina is sold or leased to another operator, the operator shall be bound by all provisions of this Lease. Under Section 4 of Article IX of the City Charter, "No franchise or lease of property of the City shall be transferred by the holder [Lessee] thereof except with the approval of the Council expressed by ordinance, which approval shall not be unreasonably withheld." CADOCUIviE-111isaA1LOCALS-1‘TempUxinti.YachtJet.Lease. Renew.Januar10 2008 clean.doc Page 16 of 21 SIGNED IN DUPLICATE, each of which shall be considered an original, on this the , 2007. ATTEST: CITY OF CORPUS CHRISTI Armando Chapa, City Secretary George K. Noe, City Manager APPROVED AS TO LEGAL FORM: Lisa Aguilar, Assistant City Attorney For City Attorney STATE OF TEXAS COUNTY OF NUECES § This instrument was acknowledged before me on _ , 2007, by George K. Noe, or his designee, �, City Manager of the City of Corpus Christi, a Texas home -rule municipal corporation, on behalf of said corporation. Notary Public, State of Texas Printed name: Commission expires: CADOCUME-1VisaAlLOCALS—fferripkTxintlXachtietlease.Renew.January10 2006 clean.doc LESSEE: MMD COMMUNICATIONS Signature: - Printed Name: Peter Bryant Title: President Date: STATE OF FLORIDA COUNTY OF Page 17 of 21 This instrument was acknowledged before me on , 2007, by Peter Bryant, President of MMD Communications, a Florida corporation, on behalf of said corporation. Notary Pu li , State of Florida Printed name: Commission expires: :1D UNIE-1 ti aA\L LS -11 'emplT Intl.Ya htJ t.L ase,Renew.January 10 2006 clean.doc mdtioueciarimmuuucruutKiothisizionEmBuEroupouu 9ULdUe©eaecirmor ni u a 3£afisE3013 aen o E fsaB©Soau n eEIEIBatip loot aoa `! I tiA 1 MI ,,3u riIf yti r 1 Page 18 of 21 EXHIBIT D TEXAS INTERNATIONAL YACHT & JET PLANE SHOW YEAR NON-EXCLUSIVE USE PERIODS 4 DAY EXCLUSIVE USE PERIODS 2007 12:01 p.m. Monday, Apr. 23, 2007 6:00 a.m. Thursday, Apr. 26, 2007 thru 6:00 p.m. Monday, Apr. 30, 2007 thru 6:00 p.m. Sunday, Apr. 29, 2007 2008 Exclusive Use Period: 12:01 am. Sat. Apr. 19, 2008 thru 6:00 p.m. Monday Apr. 28, 2008 (10 day exclusive use period). 2009-12 Exclusive Use Period: 12:01 a.m. Sat. Apr. .(10 day exclusive use period) thru 6:00 p.m. Monday 2013-17 Exclusive Use Period: 12:01 a.m. Sat. Apr. . (10 day exclusive use period) CADOC UME-1 Iia \L L - 11TemplTxin#LYa htJet.Lease.R new.January 10 2008 clean.doc thru 6:00 p.m. Monday EXHIBIT E I. JURANCE REQUIREMENTS Page 19 of 21 A. Lessee must not commence work under this Lease until all insurance required herein has been obtained and such insurance has been approved by the City. The Lessee must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been obtained. B. Lessee must furnish to the Risk Manager, two (2) copies of Certificates of Insurance, showing the following minimum coverage by insurance company(s) acceptable to the Risk Manager. The City must be named as an additional insured for all liability policies, and a blanket waiver of subrogation is required on all applicable policies. • - - - TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE -Day Notice of Cancellation, non -renewal, material change or termination required on all certificates Bodily Injury and Property Damage COMMERCIAL CIAL GENERAL LIABILITY including: 1. Commercial Form 2. Premises - Operations 3. Products/ Completed Operations Hazard 4. Contractual Liability 5. Broad Form Property Damage 6. Independent Contractors 7. Personal Injury $1,000,000 COMBINED SINGLE LIMIT LIQUOR LIABILITY 1. Vendors providing and/ or selling alcohol $1,000,000 COMBINED SINGLE LIMIT AUTOMOBILE LIABILITY -- Owned, Non -owned or rented vehicles 1. Contractors & Subcontractors delivering tents, stages, bleachers, temporary structures and other large items 2. Lessee workers and volunteers $500,000 COMBINED SINGLE LIMIT AT A MINIMUM , STATUTORY Y LIMITS of $20,000 / $40,000 for BODILY INJURY & $15,000 for PROPERTY DAMAGE WORKERS' COMPENSATION EMPLOYERS' LIABILITY Required if Lessee employs any person other than himself/herself: WHICH COMPLIES WITH THE TEXAS WORKERSE COMPENSATION ACT AND PARAGRAPH II OF THIS EXHIBIT $100,000 ACCIDENT POLICY FOR VOLUNTEERS $5,000 MEDICAL PAYMENTS per PERSON $10,000 DEATH or DISMEMBERMENT per PERSON C. In the event of accidents of any kind, Lessee must furnish the Risk Manager with copies of all reports of such accidents within ten (10) days of the accident. International Yacht & Jet Plane Show ins. req. 12-'1 -cep Risk Mgmt D:1D UME-111isaA\L ALSi1‘Temp\TxlntI.1 htJet.Lease.F enew.January 10 2008 clean.doc Page 20 of 21 II. ADDITIONAL REQUIREMENTS UIF EMENTS A. Lessee must obtain workers" compensation coverage through a licensed insurance company obtained in accordance with Texas law. The contract for coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to ensure that all workers' compensation obligations incurred by the Lessee will be promptly met. B. Certificate of Insurance: • The City of Corpus Christi must be named as an additional insured on the liability coverage, Compensation coverage and a blanket waiver of subrogation is required on all applicable policies. • If your insurance company uses the standard ACORD form, the cancellation clause (bottom right) must be amended by adding the wording "changed or" between "be" and "canceled", and deleting the words, "endeavor to" and deleting the wording after "left". In lieu of modification of the ACORD form, separate policy endorsements addressing the same substantive requirements are mandatory. • The name of the event, including exact dates including move -in and move out dates shall be shown under the Description of Operations/ Locations / Vehicles/ Special Items. • At a minimum, a 30 -day written notice to the Risk Manager and Parks and Recreation Director of material change, non -renewal, termination or cancellation is required. D. If the Certificate of Insurance does not show on its face the existence of the coverage required by items 1.B (1)-(7), an authorized representative of the insurance company must include a leiter specifically stating whether items 1.B. (1)-(7) are included or excluded. International Yacht & Jet Plane Show ins. req. 12-16-ep Risk Mgmt C:11DOCUME-1VisaPALOCALS-1kTempqxintLYachtJet.Lease.Renew...lanuary 10 2008 clean.doc 4 Exhibit F Page 21 of 21 The following May 24, 2006 e-mail from Peter Bryant to Doyle Curtis (with minor revisions by Doyle Curtis) shall be used in defining "Net Profits" as used in this Lease: "Peter Bryant" an p@bellso thEnet 05/24/06 5:28:51 PIIS "Dear Doyle, The following is my [Peter Bryant's] interpretation of net profit for purposes of the contracts for the boat show. Gross revenue is the total amount of revenue generated from slip sales, exhibit booth sales, hard standing area space sales, sponsorship sales, concession sales, ticket sales, etc. Gross profit is equal to gross revenue minus the cost to generate this revenue ie commissions and salaries. Ietrofit is equal to gross profit minus all other costs associated with the staging of the p event ie tent rental, salaries, telephone, hotel costs, catering costs etc. 1 would have no problem with establishing a base figure of $25,000 or 10% of net profit, Whichever is greater. Please give me a call. With best regards Peter B ria n t Texas International Boat Show" CADOCUME-1VisaA‘LOCALS-1‘TempUxintl.YachtJetlease.Renew.January10 2008 dean.doc rf PUBLISHER'S AFFIDAVIT State of Texas } CITY OF CORPUS CHRISTI County of Nueces } Ad # 5840223 PO # Before me, the undersigned, a Notary Public, this day personally came CRIS HURTADO, who being first duly sworn, according to law, says that she is LEGAL SALES REPRESENTITIVE AND EMPLOYEE OF THE PUBLISHER, namely, the Corpus Christi Caller -Times, a daily newspaper published at Corpus Christi in said City and State, generally circulated in Aransas, Bee, Brooks, Duval, Jim Hogg, Jim Wells, Karnes, Kenedy, Kleberg, Live Oak, Nueces, Refugio, San Patricio, Victoria and Webb Counties, and that the publication of, NOTICE OF PASSAGE OF ORDINANCE NO. 02757 which the annexed is a true copy, was inserted in the Corpus Christi Caller -Times on the 2/17/2008,2/17/2008. $152.5699999949.9.929. S1 LEGAL SALES REPRESENTIVE 1Time(s) On this 41day of XeaL3, 2 01 certify that the attached document is a true and an exact copy mad y publisher. rsp GWENN J. MEDNA .*_ MY COMMISSION EXPIRES August 2, 2008 N u tary Public, State of Texas • February 17, 2008 • NOTICE OF PASSAGE OF ORDINANCE NO. 027576 Ordinance authorizing the City Manager or his designee to exe- cute an amendment to the Texas interna- tional Yacht & Jet Plane Lease Agree- ment (with two five- year renewals: 2008-2012 and 2013-2017) with MMD Communica- tions, of North Palm Beach, Florida, to in- crease annual term from eight (8) days to ten (10) days, ex- pand leased premises area, and increase minimum annual rental fee to $30,000; amend Section 6 of the (ease regarding pay- ment due dates and financial documents; and providing for publication. This or- dinance was passed and approved by the City Council of the City of Corpus Christi on its second reading on February 2008. The effec- tive date is Aprii 13, 2008. /8/ Armando Chapa City Secretary City of Corpus Christi State of Texas County of Nueces r PUBLISHER'S AFFIDAVIT CITY OF CORPUS CHRISTI Ad # 5835356 Po # Before me, the undersigned, a Notary Public, this day personally came CRIS HURTAD , who being first duly sworn, according to law, says that she is LEGAL SALES REPRESENTITIVE AND EMPLOYEE OF THE PUBLISHER, namely, the Corpus Christi Caller -Times, a daily newspaper published at Corpus Christi in said City and State, generally circulated in Aransas, Bee, Brooks, Duval, Jim Hogg, Jim Wells, Karnes, Kenedy, Kleberg, Live Oak, Nueces, Refugio, San Patricia Victoria and Webb Counties, and that the publication of, NOTICE OF PAS SAGE of ORDINANCE ON FIRST which the annexed is a true copy, was inserted in the Corpus Citi Caller -Times on the 1/20/2008, 1 20 20 . 01.63999999999999 2Time(s) On this day of is a true and an exac bk:0 LEGAL SALES REPRESEN1iVE 2 eS11 certify that the attached document publisher. N. ary Public, State of Texas