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Item C19 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY MEETING DATE: February 16,2000 DIVISION: Public Works BULK ITEM: Yes x No DEPARTMENT: Facilities Maintenance AGENDA ITEM WORDING: Approval to rescind BOCC action of January 19, 2000, approving an agreement with the Upper Keys Family YMCA for management of the Key Largo Community Park, and approval to enter into a revised management agreement. ITEM BACKGROUND: Shortly after the BOCC's approval of the management agreement with the YMCA on January 19,2000, the YMCA requested additional changes. PREVIOUS RELEVANT BOCC ACTION: On January 19, 2000, the Board approved the management agreement with the YMCA for Key Largo Community Park. STAFF RECOMMENDATION: Approval as stated above. TOTAL COST: n/a BUDGETED: Yes: No: COST TO COUNTY: n/a REVENUE GENERATED: Yes No x APPROVED BY: County Atty.: x OMBlPurc~Risk Management: x ,/ ~~ 2-/v/OO Dent Pierce DNISION DIRECTOR APPROVAL: DOCUMENTATION: INCLUDED: L TO FOLLOW: NOT REQUIRED: AGENDA ITEM #: ~ q DISPosmON: M01\TROE COUNTY BOARD OF COUNTY COl\11\lISSIONERS CONTRACT SUMMARY Contract # Contract With:'! m. ( A Effective Date: / / --- ~ _ 1'1..... ,,_^ I1_A +- Expiratiqn Date:_/ _/- Contract Purpose/Description: rn.flVl~' 1UoV1\./'- ,.. of- ~ f. ere. ~ t7YL eel ~r~S ~ 'W ~ ~D C-crnft'dJJ11-h-t euJL Contract Manager: & *"- Lefo (Name) lft;;lPD (Ext.) Ptili II ~ vJ D rk.-s (Depanment) for BOCC meeting on ~/ I (p / 00 Agenda Deadline: 2N )--/00 . . CONTRACT COSTS Total Dollar Value 'of Contract: $~tL Current Year Portion: $ Budgeted? Yes No_ Account Codes:_- - - Grant: $ County Match: $ Estimated Ongoing Costs: $ (Ncrt'included in dollar value above) ADDITIONAL COSTS /yr For: (eg. maintenance, utilities, janitorial, salaries, etc.) CONTRACT REVIEW Changes Date In Needed Reviewer Date Out.. . Yes No. () . ~ Division Director d,.J .1., (JlJ ( ) (~ D. ~' ;;H 1-, tro ~anagemeni _!~-'-L,Q(l ( ) (~\. W(~ ~"Ckjv;~ O-t.l.J.!!...O '61(B./Purch~ ~-1/~O( ) (/ .. ~ 2!:. 3/~V Comments: ~ c;yt'-'1 ~..n-t 41/ · ~ 1./4 ~ ~-3~OO.~~ CJK~{~~~ O?<-/ OMB Pann Rcvis~ 8/30/95 MCP 12 MANAGEMENT AGREEMENT This management agreement is made and entered into this day of 2000, by and between MONROE COUNTY, FLORIDA, a political subdivision of the State of Florida, hereinafter COUNTY, and the UPPER KEYS FAMILY YMCA, a branch of the YMCA of Greater Miami, Inc., hereinafter YMCA. WITNESSETH: WHEREAS, YMCA is a not-for-profit corporation established for the provision of activities for the healthy development of all persons' spirit, mind and body; and WHEREAS, YMCA provides such activities in a wholesome, alcohol-free and drug-free environment for all people in Monroe County; and WHEREAS, it is a legitimate public purpose to provide facilities and services for recreational use and social functions of the community in a wholesome environment ffOO fr{)m drugs and aloohol; NOW, THEREFORE, in consideration of the covenants hereinafter to be kept and preformed, the COUNTY hereby agrees to allow YMCA to manage and schedule recreational activities at that certain property described as follows: 1. PREMISES. Lots 312 to 384, Port Largo Fourth Addition, Section 33, Township 61S, Range 39E, Monroe County, Florida, This parcel contains 615,623 square feet and is known as the Key Largo Community Park (hereinafter PARK). 2. TERM. The term of this management agreement shall be for one (1) year, commencing , 2000, and shall be terminated after said period, unless extended pursuant to the terms of this management agreement. 3, EXTENSIONS. This management agreement may be extended for two (2) additional periods of one year if YMCA provides to the COUNTY written notification of YMCA's intent to extend the management agreement at least thirty (30) days prior to the expiration of the management agreement. Such extension is not available, however, if the COUNTY has provided to YMCA written notification of its intent not to consent to an extension at least sixty (60) days prior to the expiration date of this management agreement. 4. USE OF PREMISES. The PARK shall be actively used to provide a recreational program for the Key Largo area, The COUNTY hereby enters into this management agreement with YMCA to operate said recreational program. During the operation of YMCA based programs, the YMCA will be held responsible for assuriag that the operation of the PARK sees BOt create a nuisance or become used for ally illegal or immoral Jml1loses, iaeluwng a1llWflng aay alcoholic beverages or oolawfitl nar-ootics te be pessessed, used or oonsum.ed by persons 00 the premises or a11~yiag persons lHlEler the influeoce of a100hel or unlawful aarcatics to eoter the premises and that the Pf~~ complies with any applicable federal, state aDd 00Hftty laws, staMes aad ordiooBCeS supervision of the programming area. If the YMC observ~L]}uisance or all\ illegal or immoral activities.. includ.i11g any alcoholic beverages or unlawful narcotics Qeing Q.ossessed. used or consumed bV"Nsons on the premises. the," will immediately .c_Q!HacUhe Publ,k, orks repr~~~ntativ9.Jist~d in s.ectioJ.!...:l~Q[this agreement and the Sheriffs QepartIllCJ.!L Tk ~ N\.~'" '-- ~. u...)~ ~ 4 ~ ~~ ~ wID 1/ 5, HOURS OF OPERATION. PARK hours of operation are established by the Board of County Commissions of Monroe County, Florida, and are currently set from 7:00 a.m. to 8:30 p.m" seven days per week, 365 days per year, All YMCA programs will take place during the hours of operation of the PARK, except for the following holidays: New Years Day, Easter Sunday, Memorial Day, Fourth of July, Labor Day, Thanksgiving Day, and Christmas Day. 6, SCHEDULING OF ACTIVITIES. YMCA will schedule all PARK activities and requests for use of or events at the PARK, Except during league play, YMCA agrees to leave one basketball court, one baseball field and two tennis courts (at least one lighted tennis court) open for use by the general community, ':AHc-h the YMCf. vAll be eJrempt fr-em liability. The YMCA will be exempt from liability for incidents not directly related to YMCA scheduled activities and/or events. Further, YMCA agrees to allow the COUNTY the precedence of scheduling authorized activities or events, no more then ten (10) times in a calendar year, at the PARK, The COUNTY will notify YMCA of the events or activities, but YMCA will be exempt from liability for said events, 7. FEES AND PROGRAMS. YMCA will schedule all youth baseball and soccer leagues; however, such leagues are exempt from paying any YMCA fees. No participant will ever be turned away from the YMCA's programs. YMCA agrees to offer programs at reasonable rates and to allow all persons into their programs regardless of their ability to pay. All rates will vary depending upon membership as a YMCA Member, a Program Member or a Non-Member. Rates are as follows: Youths Sports Leagues: Tennis Lessons: Exercise Programs: YMCA Member $40; Program Member $50; Non-Members $75. YMCA Member $53; Program Member $63; Non-Members $73. YMCA Member $20; Program Member $30; Non-Members $40. Adult League rates will vary depending upon the sport and the length of league play. The YMCA may add additional programs, upon written request to the County Administrator, who may temporarily approve the new programs, pending approval of a formal, written amendment to this management agreement by the Board of County Commissioners. 8. CONCESSION STAND. The YMCA shall operate the concession stand located at the PARK based upon demand or during scheduled events and programs. The concession stand shall not be open beyond PARK hours except during properly scheduled activities and events. Commodities to be sold at the concession stand shall include healthy foods, drinks, real juice products, bottled water and snacks and must be sold at prices comparable with other like concessions in the surrounding area, No items may be sold in glass containers. YMCA may collaborate with other organizations to operate the concession stand; however, the YMCA will be entitled to the right of refusal in this regard. YMCA will furnish all necessary equipment and furnishings 8fld fixtures needed to operate the concession stand, and upon termination of this management agreement, all such equipment and furnishings BREi fiJGures will become the property of the COUNTY YMCA. The COUNTY will install all electrical wiring and plumbing needed to allow YMCA to have the concession equipment properly installed. All revenue derived from the concession stand will deposited, utilized and accounted for by the YMCA. 9, VENDING MACHINES. The YMCA is permitted to have vending machines at COUNTY approved locations in the PARK, The YMCA will coordinate with vending machine companies to provide vending machines that include real juice products and bottled water, in plastic or aluminum containers. YMCA will coordinate the servicing of and any repairs to vending machines with the vending machine companies. All revenues derived from the vending machines will deposited, utilized and accounted for by the YMCA. The vending machines will be locked during concession stand hours of operation. 10, OFFICE SPACE. YMCA is permitted to set up an office and have telephone service established in the press box. YMCA will have exclusive access to the office space located within the press box. YMCA will be v" responsible for all furnishings, equipment fixtures and telephone charges associated with this office space. 11. UTILITIES. The COUNTY will be responsible for all utilities charges associated with the PARK, with the exception of telephone service for the YMCA office located in the press box, 12, SIGNAGE. YMCA is permitted to install YMCA signs and rules & regulations signs, upon COUNTY approval, contingent upon YMCA receiving any necessary permits, as well as appropriate approvals and clearances from utility companies. COUNTY will install scheduling signs by the tennis courts, and signs for the Vita Course marking distances in the PARK for mileage. 13. COMPLAINTS, YMCA and COUNTY agree to work together in close communication concerning all grievances and complaints. 14, IMPROVEMENTS. The COUNTY may remodel, renovate or reconstruct any buildings, structures or pavilions on the premises. In addition, the COUNTY is responsible for all resurfacing and major work at the PARK. 15. MAINTENANCE. COUNTY staff will perform and be responsible for all maintenance of the buildings and improvements at the PARK and will maintain and stock the bathrooms daily. The COUNTY will accent any and all resoonsibility for accidents and incidents related to the maintenance and renovation of the facility. Furthermore, the YMCA will be exempt from any and all liability related to the COUNTY'S maintenance of the facility. however. if the YMCA obs~rves any dangerous conditions onsite. they will immediately contact the Public Works representative indicated in Section}O of lhi~M!:eement. 16. FUNDRAISING. All fundraising and fees charged in connection with the PARK shall only be used to benefit the PARK. The YMCA will be responsible for the collection of the above mentioned fundraising and fees. In addition, the YMCA will decide upon the appropriate disbursements and allocation of the these funds. 17. ACCOUNTING/INSPECTION OF BOOKS/ANNUAL AUDIT. The YMCA shall maintain its financial records in accordance with generally accepted accounting principles and allow the COUNTY to inspect its books and records at any reasonable time. YMCA shall, at its expense, provide the COUNTY with an annual audit prepared by an Independent Certified Public Accountant. YMCA shall retain all records pertaining to this management agreement for a period of three years after the term expires. 18. CANCELLATIONS. Either party hereto may cancel this management agreement with or without cause by giving the other party sixty (60) days written notice sent certified mail of its intentions to do so. 19. RETURN OF PREMISES. At the end of the term of this management agreement or any extensions thereof, YMCA shall vacate and peacefully surrender the premises to the COUNTY. YMCA shall not suffer or permit any waste to occur to the premises during the term of this management agreement. 20. INDEPENDENT CONTRACTOR At all times and for all purposes hereunder, the YMCA is an independent contractor and not an employee of the Monroe County Board of County Commissioners, No statement contained in this management agreement shall be construed so as to find YMCA or any of its employees, contractors, servants or agents to be employees of the Board of County Commissioners, 21. INDEMNIFICATION AND HOLD HARMLESS. YMCA covenants and agrees to indeIIlIlifY and hold harmless Monroe County Board of County Commissioners from any and all claims for bodily injuty (including death), personal injmy, and property damages (including property owned by Monroe County) and any other losses, damages, and expenses (including attorney's fees) which arise out of, in connection with, or by reason of YMCA utilizing the pr-eperty scheduled activities and events governed by this management agreement.. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this management agreement. 22, INSURANCE. Prior to YMCA taking possession of the property owned by the COUNTY, or commencing its operations, YMCA shall obtain, at its own expense, insurance as specified in the attached schedules, which are made part of this management agreement. YMCA will not be permitted to occupy or use the property until satisfactory evidence of the required insurance has been furnished to the COUNTY as specified below. YMCA shall maintain the required insurance throughout the entire term of this management agreement and any extension specified in the attached schedules. Failure to comply with this provision may result in the immediate termination of the management agreement and the return of all property owned by the COUNTY. YMCA shall provide, to the COUNTY, as satisfactory evidence of the required insurance, either a certificate of insurance or a certified copy of the actual insurance policy, The COUNTY, at its sole option, has the right to request a certified copy of any or all insurance policies required by this contract. All insurance policies must specify that they are not subject to cancellation, non-renewal, material change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given to the COUNTY by the insurer. The acceptance and/or approval of YMCA's insurance shall not be construed as relieving YMCA from any liability or obligation assumed under this management agreement or imposed by law. The Monroe County Board of County Commissioners will be included as "Additionally Insured" on all policies, including the policies of all organizations utilizing the PARK. for schedule programs. The COUNTY will also be named as "Loss Payee" with respect to Fire Legal Exposure, Any deviations from these General Insurance Requirements must be requested in writing on the COUNTY prepared from entitled "Request for Waiver of Insurance Requirements" and approved by Monroe County Risk Management. 23. COMPLIANCE WITH LAW. In providing all services pursuant to this management agreement, YMCA shall abide by all statutes, ordinances, and rules and regulations pertaining to or regulation the provisions of such services, including, those in effect and those hereinafter adopted. Any violation of said statutes, ordinances or rules and regulations shall constitute a material breach of this management agreement and shall entitle the COUNTY to terminate this management agreement immediately upon delivery of written notice of termination to YMCA, and the COUNTY may thereupon re-enter the premises. 24. PROFESSIONAL RESPONSIBILITY/LICENSING/ARTICLES OF INCORPORATION. YMCA shall assure that all professionals have current and appropriate professional licenses and professional liability insurance coverage. Upon execution of this management agreement, the YMCA will provide the COUNTY with a copy of its Afticles of Incorporation and a list of its Board of Directors. 25. MODIFICATIONS AND AMENDMENTS. Any and all modifications to this management agreement or to any of the services provided shall require an amendment to this management agreement to be approved in writing by both parties hereto. 26. NO ASSIGNMENT. YMCA shall not assign this management agreement or sublease the premises except in writing and with prior written approval of the Board of County Commissioners, which approval shall be subject to such conditions and provisions as the Board may deem necessary. This management agreement shall be incorporated by reference into any assignment and any assignee shall comply with all provisions herein. Unless expressly provided for therein, such approval shall in no manner or event be deemed to impose any additional obligation upon the COUNTY. 27. NON-DISCRIMINATION. YMCA shall not discriminate against any person on the basis of race, creed, color, national origin, sex or sexual orientation, age, physical handicap or any other characteristic or aspect which is not job-related in its recruiting, hiring, promoting, terminating or any other area affecting employment under this management agreement. At all times, YMCA shall comply with all applicable laws and regulations with regard to employing the most qualified person(s) for positions under this management agreement. Additionally, YMCA shall not discriminate against any person on the basis of race, creed, color, national origin, sex or sexual orientation, age, physical handicap, financial status or any other characteristic or aspect in regard to providing services hereunder. 28. AUTHORIZED SIGNATORY. The signatory for YMCA, below, certifies and warrants that: a) YMCA's name in this management agreement is its full name as designated in its corporate charter, if a corporation, or the full name under which YMCA is authorized to do business in the State of Florida. b) He or she is empowered to act and contract for YMCA c) This management agreement shall been approved by the Board of Directors of YMCA, if YMCA is a corporation. 29. NOTICE. Any notice required or permitted under this management agreement shall be in writing and hand-delivered or mailed, postage pre-paid, by certified mail, return receipt requested, to the other party as follows: FOR COUNTY Monroe County Public Works 5100 College Road Key West, Florida 33040 FOR YMCA YMCA of Greater Miami, Inc. 175 SW 15th Road Miami, Florida 33129 30. CONTACT PERSONS. The following, or their designees, are the contact persons in connection with this management agreement: FOR COUNTY FOR YMCA ./ Senior Director for FaCilitieS~intenance Executive Director - Upper Keys YMCA 8.\~~. ~"~s~r. Ie: l<flO"\ Thol"ne. 31. CONSENT TO JURISmCT ON. This management agreement shall be construed by and governed under the laws of the State of Florida and venue for any action arising under this management agreement shall be in Monroe County, Florida. 32. NON-WAIVER. Any waiver or any breach of covenants herein contained to be kept and performed by YMCA shall not be deemed or considered as a continuing waiver and shall not operate to bar or prevent the COUNTY from declaring a forfeiture for any succeeding breach, either of the same condition or covenants or othetwise. IN WITNESS WHEREOF, the parties hereto have set their hands and seals on the day first written above. (SEAL) Attest: DANNY L. KOLFIAGE, CLERK BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By: By: Deputy Clerk Mayor/Chairman Witnesses: YMCA OF GREATER MIAMI, INC. By: By: By: Title;