A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA ACCEPTING THE RECOMMENDATION OF THE FINANCE AND CITYWIDE PROJECTS COMMITTEE, AND APPROVING, IN SUBSTANTIAL FORM, AMENDMENT NO. 2 TO THE MANAGEMENT AGREEMENT WITH MIAMI NEW DRAMA, INC. (MIND) FOR THE OPERATION, MANAGEMENT, MAINTENANCE, AND PROMOTION OF THE COLONY THEATRE; SAID AMENDMENT CONTAINING THE FOLLOWING ESSENTIAL TERMS: (I) INCREASING THE CITY'S CONTRIBUTION TO MIND FOR THE OPERATION OF THE THEATRE IN FY 2018-2019, TO THE TOTAL SUM NOT TO EXCEED $500,000, INCLUSIVE OF ANNUAL UTILITY CONTRIBUTIONS IN THE AMOUNT NOT TO EXCEED $80,000, AND, THEREAFTER, CONTINGENT UPON FUNDING APPROVAL OF THE CITY'S CONTRIBUTION DURING THE CITY'S BUDGETARY PROCESS FOR EACH SUBSEQUENT FISCAL YEAR; (II) UPDATING MIND'S NAME TO REFLECT MIAMI NEW DRAMA, INC; (III) UPDATING THE LEGAL DESCRIPTION OF THE FACILITY, TO REFLECT UNIT 3 OF COLONY THEATRE CONDOMINIUM; (IV) APPROVING THE FIRST RENEWAL TERM, FOR FIVE (5) YEARS, COMMENCING OCTOBER 1, 2018 AND ENDING SEPTEMBER 30, 2023; (V) ENHANCING THE PERFORMANCE MEASURES TO INCLUDE AN EDUCATIONAL DIVISION AND PUBLIC OUTREACH, WHICH WILL INCLUDE PROVIDING FREE TICKETS FOR SENIOR CENTERS THROUGHOUT MIAMI BEACH, APPROXIMATELY 1,000 FREE OR DISCOUNTED TICKETS OFFERED ANNUALLY FOR SENIORS (AGES 62 OR OLDER) AND FOR YOUTH (AGES 13-22); AND (VI) REQUIRING MIND TO ACKNOWLEDGE THE CITY AS AN INSTRUMENTAL BENEFACTOR OF THE THEATRE DURING EACH PERFORMANCE AND IN ALL MARKETING MATERIALS; AND FURTHER AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE FINAL AMENDMENT.

Adopt this resolution.

BACKGROUND

At the December 9, 2015 Commission meeting, Commissioners Steinberg and Malakoff referred a discussion of how to incentivize local theater in Miami Beach to both the Cultural Arts Council (CAC) and the Finance and Citywide Projects Committee (FCWPC).  This discussion was prompted by the announcement of a major new professional theater company, Miami New Drama, under the direction of multiple-award winning director and playwright Moises Kauffman and Michel Hausmann. The subject was discussed at length by the CAC at its meeting on January 7, 2016.

At the April 13, 2016 City Commission meeting, Commissioners Steinberg, Grieco, and Malakoff sponsored another referral to both the CAC and FCWPC to consider having Miami New Drama manage the Colony Theater as a pilot program.  On May 12, 2016, Mr. Hausmann presented Miami New Drama’s vision to the members of the CAC, who voted unanimously in favor of the organization’s proposal to oversee the artistic direction and operation of the Colony Theater beginning October 1, 2016. The Finance and Citywide Projects Committee (FCWPC) met on May 20, 2016 and recommended in support of the proposal, directed staff to negotiate a Management Agreement that would include options for City funding and to return to the FCWPC with a draft of the agreement for review and consideration. On June 8, 2016, the City Commission accepted the recommendation of the FCWPC and staff negotiated a draft Management Agreement with Miami New Drama.

On July 22, 2016, the FCWPC recommended to move forward with the Miami New Drama Management Agreement for the Colony Theatre with the following key terms and conditions:

•        The City of Miami Beach shall provide an annual contribution to Miami New Drama in the amount of $170,000, payable within fifteen (15) days following the end of each Quarter

•       The City of Miami Beach shall cover utility costs at the Colony Theatre, up to $80,000 annually. All costs above $80,000 are the responsibility of Miami New Drama.

•       The agreement shall be for an initial term of two (2) years, commencing on October 1, 2016 and ending on September 30, 2018. At its sole option and discretion, the City may extend this agreement for up to one (1) additional five (5) year term, and one (1) additional two (2) years and 364 day term.

•       Miami New Drama shall cause at least 75 events at the facility for each contract year, serving more than 30,000 visitors per year

•       Miami New Drama shall provide day-to-day operational and administrative services in support of its management activities to ensure that the facility shall be operated, managed and maintained in a first class manner, including but not limited to, acquisition of services, equipment, supplies and facilities; maintenance and property management; security; personnel management; record-keeping; collections and billing; and promotional activities,  including but not limited to public relations, social media and paid marketing outreach.

•       Miami New Drama shall provide quarterly reports to the City detailing event records and programmatic plans, marketing and promotional activities, maintenance and capital work, and operational/administrative budgets.

•       The City remains responsible for maintenance of the major building systems (i.e. HVAC, roof, plumbing, electrical, and elevator) and for long term building capital improvements.

•       Miami New Drama shall be responsible for the purchase of any equipment related to the venue that needs to be replaced due to normal wear and tear.

On September 14, 2016, the City Commission adopted Resolution No. 2016-29569 approving the Management Agreement with Miami New Drama for the operation, management, maintenance and promotion of the Colony Theatre, authorizing annual funding in the amount of $170,000 and having an initial term of two (2) years, commencing October 1, 2016, and ending on October 31, 2018, with an option to extend the agreement, at the City’s sole discretion, for up to one (1) additional five (5) year terms, and one (1) additional two year (2) year and 364 day term. (Exhibit A- Management Agreement)

On May 17, 2017 the City Commission adopted Resolution No. 2017-29858 approving Amendment No. 1 to the Management Agreement providing six parking spaces for employees of Miami New Drama at Municipal Parking Lot No. P25, located at 17^th Street and Lenox Avenue at no charge to Miami New Drama. The cost of the parking is $74.90 monthly for each permit, which equates to $449.40 monthly or $5,392.80 annually. Funding in the TCED budget covers the parking expense.

As noted above, under the current Management Agreement, Miami New Drama must produce 75 events at the facility for each contract year, serving more than 30,000 visitors per year. The following represents these activities:

• Produced 138 events at the facility for contract year October 1, 2016- September 30, 2017, serving 26,692 visitors. During the first quarter, October 1- December 31, 2016, Miami New Drama was required to honor all existing rentals and did not begin producing and booking new events until January 2017.
• Produced 200 events at the facility from October 1, 2017- September 18, 2018, serving 33,000 visitors.

On April 24, 2018, Miami New Drama proposed the following performance indicators to the City:

Increase Number of Events and Attendance

• Produce 150 events at the facility for contract years October 1, 2018- September 30, 2020, serving more than 35,000 visitors per year;
• Produce 175 events at the facility for contract years October 1, 2020-September 30, 2022, serving more than 40,000 visitors per year;
• Produce 200 events at the facility for contract year October 1, 2022-September 30, 2023, serving more than 45,000 visitors per year.

Development of an Educational Division and Increase Public Outreach

Each season would include 4 to 5 Miami New Drama produced or co-produced productions, the development of an educational division, and expansion of their public outreach initiatives to include the following:

• A “$3.05 ticket program” reserving seats for first time theater-goers for every performance for $3.05. (12 tickets per Miami New Drama Performance, 1,000 tickets annual estimate)
• Free tickets for senior centers and youth throughout Miami Beach (1,000 tickets annual estimate)
• Educational programs to accompany each production, including student performances that serve up to 6,400 students. Miami New Drama presents morning matinee performances for Miami-Dade Public School students to provide access to the live theatre experience and share vital and educational stories relevant to them.
• Children’s Summer Camp and Workshops Fun and creative workshops and summer camps will be offered for aspiring artists that combine lessons in acting, hip-hop, breakdancing, singing, beatboxing, percussion and painting teaching students how to take part in all aspects of theatre.
• Traveling plays for schools and senior centers. For FY 18/19, Miami New Drama will present 18  performances of Antigone in the World, which is  an ambitious school and community tour project that provides even greater in depth access to the arts for youth and seniors. Performance activities include a thrilling workshop and talkback led by the artists paired with a study guide that explains and excites audiences prior to witnessing the adaptation.

Under these performance indicators, Miami New Drama proposed City funding in the amount of $420,000 annually, to be paid quarterly;  and a utilities reimbursement of $80,000 to be paid quarterly, for a total annual contribution of $500,000. Capital maintenance responsibilities would be retained by the City of Miami Beach.

On July 20, 2018, the Finance and Citywide Projects Committee recommended moving forward with an increase of $330,000 for a total annual contribution of $500,000 to Miami New Drama for FY 2018/19, inclusive of the $80,000 utilities reimbursement. This amount is contingent upon funding approval of the City’s contribution during the City’s budgetary process for FY 2018-2019 and each subsequent fiscal year.

As noted above, the existing Management Agreement with Miami New Drama ends on September 30, 2018, with an option to extend the agreement, at the City’s sole discretion, for up to one (1) additional five (5) year terms, and one (1) additional two (2) year and 364 day term.  The first renewal option is for five years, commencing October 1, 2018 and ending September 30, 2023.  Amendment No. 2 to the Miami New Drama Management Agreement for the Colony Theatre will include the following key terms and conditions:

• The City of Miami Beach shall provide an annual contribution to Miami New Drama in the amount of $420,000, payable within fifteen (15) days following the end of each Quarter. The annual contribution in contingent upon funding approval of the City’s contribution during the City’s budgetary process for FY 2018-2019 and each subsequent fiscal year.
• The City of Miami Beach shall cover utility costs at the Colony Theatre, up to $80,000 annually. All costs above $80,000 are the responsibility of Miami New Drama.
• The City of Miami Beach approval of the first renewal option for one (1) additional five (5) year term, commencing on October 1, 2018 and ending September 30, 2023
• Miami New Drama will increase the number of events and attendance as follows:
• o       Produce 150 events at the facility for contract years October 1, 2018- September 30, 2020, serving more than 35,000 visitors per year;
• o       Produce 175 events at the facility for contract years October 1, 2020-September 30, 2022, serving more than 40,000 visitors per year;
• o       Produce 200 events at the facility for contract year October 1, 2022-September 30, 2023, serving more than 45,000 visitors per year.
• Miami New Drama will develop an educational division and increase public outreach to include the following:
• o A “$3.05 ticket program” reserving seats for first time theater-goers for every performance for $3.05 (12 tickets per Miami New Drama Performance, 1,000 tickets annual estimate)
• o       Free tickets for senior centers and youth throughout Miami Beach (1,000 tickets annual estimate)
• o       Educational programs to accompany each production
• o       Children’s Summer Camp and Workshops
• o       Traveling plays for schools and senior centers
• Miami New Drama shall provide day-to-day operational and administrative services in support of its management activities to ensure that the facility shall be operated, managed and maintained in a first class manner, including but not limited to, acquisition of services, equipment, supplies and facilities; maintenance and property management; security; personnel management; record-keeping; collections and billing; and promotional activities,  including but not limited to public relations, social media and paid marketing outreach.
• Miami New Drama shall provide quarterly reports to the City detailing event records and programmatic plans, educational and outreach initiatives, marketing and promotional activities, maintenance and capital work, and operational/administrative budgets.
• The City remains responsible for maintenance of the major building systems (i.e. HVAC, roof, plumbing, electrical, and elevator) and for long term building capital improvements.

In addition to increasing the City’s contribution, approving the first renewal option for five years and enhancing the key performance measures noted above, Amendment No. 2 will also update the legal description of the facility to reflect Unit 3 of the Colony Theatre Condominium. The property was submitted to condominium ownership by the City on February 22, 2018, and as such the legal description of the Facility would need to be updated to reflect that it is now Unit No. 3 of Colony Theatre Condominium, according to the Declaration of Condominium thereof, as recorded in Official Records Book 30872, at Pages 1216-1280, of the Public Records of Miami-Dade County, Florida.

For reference, attached is the FY 2018/19 Operational Plan presented by Miami New Drama (Exhibit C) which provides the following:

·        FY 18/19 Operational Plan, Company Overview and Season Productions

·        FY 18/19 Organizational Budget

·        Five Year Operating Budget and Projections

·        Miami New Drama staff presentation to Finance and Citywide Projects Committee, as presented by Miami New Drama staff on July 13, 2018

Staff recommends approval of the attached Resolution approving, in substantial form, Amendment No. 2 to the Management Agreement with Miami New Drama (MiND) for the operation, management, maintenance, and promotion of the Colony Theatre, dated October 4, 2016; said Amendment containing the following essential terms: (I) increasing the City’s contribution to MiND for the operation of the Theatre to the total annual sum of $500,000 for FY 2018-2019, and, thereafter, contingent upon funding approval of the City’s contribution during the City’s budgetary process for each subsequent fiscal year; (II) updating MIND’s name to reflect Miami New Drama, Inc; (III) updating the legal description of the facility to reflect Unit 3 of the Colony Theatre Condominium; (IV) approving the first renewal option, for five (5) years, commencing October 1, 2018 and ending September 30, 2023; and (V) modifying the performance measures to include an educational division, which will include providing free tickets for senior centers throughout Miami Beach; and further authorizing the Mayor and City Clerk to execute the final amendment.