2nd Amendment 04/18/2007
DANNY L.. KOLHAGE
CLERK OF THE CIRCUIT COURT
DATE:
April 30, 2007
TO:
Lynda Stuart, Office Manager
Tourist Development Council
ATTN:
FROM:
Maxine Pacini
Administrative Assistant
Pamela G. Hanco~
Deputy Clerk CY
At the April 18, 2007, Board of County Commissioner's meeting the Board granted
approval and authorized execution of the following:
Amendment (1st Amendment) to Agreement between Monroe County and Red Barn
Actors' Studio, Inc. to revise Exhibit A -Schedule of events.
Amendment (2nd Amendment) to Interlocal Agreement between Monroe County and the
City of Key West to extend termination date of the McCoy Indigenous Park Habitat and ADA
Improvements project to May 31,2006.
Amendment (1st Amendment) to Agreement between Monroe County and Dove Creek
Lodge, LLC wvering the Ghost Hunt to revise dates in Agreement to August 10-11,2007.
Amendment (I" Amendment) to Agreement between Monroe County and Dolphin
Research Center, Inc., to extend termination date to March 31, 2008 and revise Exhibit A.
,J Amendment (2nd Amendment) to Agreement between Monroe County and the Florida
Keys History of Dive Museum, Inc. to revise termination date of Agreement to September 30,
2008.
Assignment and Amendment of Agreement for the October 18,2006 Agreement between
Monroe County and Hospice Care of Southeast Florida, Inc. for the Key Largo Dolphin Blast to
Tammie Gurgiolo who is amending the name and date of the event.
Amendment (1 st Amendment) to Interlocal Agreement between Monroe County and the
City of Key West to extend the termination date for the White Street Pier Rip Rap Project to
March 31, 2008 to allow time to complete the project.
Enclosed are two duplicate originals of each of the above-mentioned for your handling.
Should you have any questions please do not hesitate to contact this office.
cc: County Attorney
Financl~
File
AMENDMENT (2nd AMENDMENT) TO AGREEMENT
. d.
THIS AMENDMENT to agreement dated the If -day of ~ 2007, is entered into by and between the
Board of County Commissioners for Monroe County, on beHalf of the Tourist Development Council, and The
Florida Keys History of Diving Museum, Inc.
WHEREAS, there was a contract entered into on March 16, 2005, and amended on April 19, 2006
between the parties, awarding $116,021 to The Florida Keys History of Diving Museum, Inc. for the History of
Diving Museum - Phase 1 B project to improve, repair and rehabilitate the property for use as a museum open to
the public; and
WHEREAS, The Florida Keys History of Diving Museum, Inc. has experienced delays in completing the
project; and
WHEREAS, The Florida Keys History of Diving Museum, Inc. has requested more time to complete the
contract; and
NOW, THEREFORE, in consideration of the mutual covenants contained herein the parties agree to the
amended agreement as follows:
1. The contract pl~riod as outlined in Paragraph 1 is extended from March 31,2007 to September 30,2008.
2. Paragraph 3. shall read: AMOUNT OF AGREEMENT AND PAYMENT. The Grantor shall provide an
amount not to exceed $116, 021 (One Hundred and Sixteen Thousand and Twenty One dollars) for materials
and services used to renovate the property. The Board of County Commissioners and the Tourist Development
Council assume no liability to fund this agreement for an amount in excess of this award. Monroe County's
performance and obligation to pay under this agreement is contingent upon an annual appropriation by the
BOCC.
a) Payment shall be made upon the completion of a specifiC phase as outlined in the Scope of Services.
Payment for expenditures permissible by law and County policies shall be made through reimbursement to
Grantee upon presentation of Application for Payment Summary- AlA Document G702, invoices, canceled
checks and other documentation necessary to support a claim for reimbursement. Included in said
documentation shall be proof that the Grantee has received and applied to the property matching funds
equivalent to or greater than the amount invoiced to the Grantor. All submissions for payment shall have a
proposed schedule of values for phases and indicate the percentage of completion of the overall project as of the
submission. This document should be signed by the project architect, engineer, general contractor or project
manager. Photos of the progress of the work shall also be submitted with the payment application. When the
project requires a county and/or municipal building permit(s), it shall be the responsibility of the project architect,
engineer, general contractor or project manager to initiate the communication with the Monroe County
Construction Management Department to facilitate the inspection of said phase and obtain the signature of a
Monroe County Construction Manager as to the completion of said phase at which time the documentation shall
be submitted for payment.
The application for payment document must be certified through a statement signed by an officer of the
organization and notarized, declaring that representations in the invoice are true and factual. Grantee shall also
provide partial releases of liens or certifications of non-lien if applicable. Grantor shall retain 10% of any
payment on work in progress until the Grantee has provided a Final Release of Lien for each vendor/Contractor
for whom payment is requested. Final payment will not be made until the following documents are complete and
submitted to the Grantor:
AlA DocumentG-702 Application for Payment Summary
AlA DocumentG-704 Certificate of Substantial Completion
AlA DocumentG-706 Contractor's Affidavit of Debts & Claims
AlA DocumentG-706A Contractor's Affidavit of Release of Liens
Amendment #2
Florida Keys History Diving Museum
AlA DocumentG-707 Consent of Surety to Final Payment
.Final Release of Lien
Affidavit and Partial Release of Lien
All payment requests must be submitted no later than the completion of project of September 30, 2008. Invoices
received after September 30, 2008 will not be considered for payment.
b) Grantee may elect to have vendors and contractors paid through the direct vendor method, upon
submission of appropriate documentation as outlined above and a specific request that payment be made
directly to the vendor or contractor rather than to Grantee.
c) Application of matching funds requires actual payment of the matching funds, or, in the alternative, a
commitment of said funds and that the portion of the project for which the matching funds are to be used has
been sufficiently completed to require payment of said matching funds. Mere obligation through execution of a
contract or approval of a budget item to be paid from matching funds will not suffice.
d) Documentation shall be submitted to the TDC Administrative Office to show the receipt and application of
in-kind donations of goods, professional services, and materials. Said documentation should include invoices,
bills of lading, etc., and be verified as received and applied to the project through a notarized statement of the
project architect, engineer, general contractor or project manager. The receipt and application to the project of
volunteer labor are to be documented and verified by notarized signature of the project architect, engineer,
general contractor or project manager, and said documentation submitted to the TDC Administrative Office. All
submissions shall identify the items included in the schedule of values attached hereto and incorporated herein
as Exhibit A which are sought to be reimbursed and shall indicate the percentage of completion of the overall
project as of the submission. This document should be signed by the project architect, engineer, general
contractor or project manager. Photographs showing progress on project shall be included in any payment
request. The Project manager shall certify delivery to the project site and installation therein of any goods or
services provided other than through an architect, engineer or contractor. All work performed and goods
received on site and incorporated into the project shall be verified by one of the foregoing.
e) Grantee must submit all documentation for final payment on or before the termination date of this
grant of September 30, 2008. Invoices received after September 30, 2008 will not be considered for
payment.
f) At any time that the documentation requirement policies of Monroe County are revised, such as to require
annual inventory reports for equipment purchased under a TDC capital project grant, Grantee shall comply
thereafter with such increased requirements, or further funding under the agreement may be terminated by
County.
g) Upon successful completion of this Grant agreement, the Grantee may retain ownership of the real and
personal property acquired and/or improved with funding under this Grant Agreement. However, the Grantee
shall complete and sign a Property Reporting Form for personal property and forward said completed form with
the appropriate invoice to the TDC Administrative Office. Real property acquired or improved through funding
under this agreement shall remain dedicated for the purposes set forth herein or for other purposes which
promote tourism and retain ownership of said property in the Grantee. The following terms shall apply:
(i) The Grantee shall have the use of the equipment and other personal property at the project site for so
long as the facility is operated by Grantee, open to the public, and has a primary purpose of promoting tourism.
(ii) At such time as any of the conditions in sub-paragraph (i) above cease to exist, the Grantee shall transfer
ownership and possession of equipment and personal property to a/another not-for-profit organization which is a
facility for which tourist development taxes may be used pursuant to Florida Statute; and refund to the County
the amount of Tourist Development funding received for the real property phases of the project at such time that
the Grantee demolishes the project facility or divests itself of ownership or possession of the real property, or the
use of the property no longer has a primary purpose of promoting tourism. This provision shall survive the
termination date of all other provisions of this contract for a period of ten years. Should the demolition, transfer
of ownership, or change to a non-tourist related purpose occur after the facility has been used for tourist-related
Amendment #2
Florida Keys History Diving Museum
,ptJrposes for at least three (3) years, the amount of refund shall be pro-rated based on a useful life of ten (10)
years, .
(iii) The Grantee is responsible for the implementation of adequate maintenance procedures to keep the real
and personal property in good operating condition.
(iv) The Grantee is responsible for any loss, damage, or theft of, and any loss, damage or injury caused by
the use of, real or personal property or equipment purchased through funding under this Agreement.
3. The remaining provisions of the contract dated March 16,2005 and amended April 19, 2006 remain in full
force and effect.
IN WITNESS WHEREOF, the parties have set their hands and seal on the day and year first above
written.
Olh::tk
uty Clerk
Board of County Commissioners
of Monroe coun~
~~ j
Mayor/Chairman
(CORPORATE SEAL)
Attest:
Florida Keys History of Diving Museum, Inc.
By.
jo..,\."G.-~e(t ~9>O
Secretary ~r
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MONROE COUNTY ATTORNEY
APPROV~ T~R~:
hI L..;*A .....t..?2.f:.-tl'1
_I- SUSAN M. GR SLEY
ASSISTANT COUNTY ATTORNEY
Date :J -- 27'7 (A
Amendment #2
Florida Keys History Diving Museum