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1st Amendment 04/17/2024 GVS COURTq° o: A Kevin Madok, CPA - �o ........ � Clerk of the Circuit Court& Comptroller Monroe County, Florida �z cooN DATE: April 24, 2024 TO: John Allen, Director Parks & Beaches Tammy Acevedo Budget& Contract Specialist Erika Nodal Executive Assistant FROM: Liz Yongue, Deputy Clerk SUBJECT: April 17, 2024 BOCC Meeting The attached item has been executed and added to the record: C14 1st Amendment to the Agreement for Operation and Management Services for Jacobs Aquatic Center with Standguard Aquatics, Inc. to clarify the monthly invoicing of the operations and management fee. Should you have any questions please feel free to contact me at(305) 292-3550. cc: County Attorney Finance File KEY WEST MARATHON PLANTATION KEY 500 Whitehead Street 3117 Overseas Highway 88770 Overseas Highway Key West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070 FIRST AMENDMENT TO AGREEMENT FOR OPERATION AND MANAGEMENT SERVICES JACOBS AQUATIC CENTER, MONROE COUNTY, FLORIDA This First Amendment to Agreement for Operation and Management Services, Jacobs Aquatic Center is made and entered into this 17th day of April, 2024, between MONROE COUNTY, a political subdivision of the State of Florida(hereinafter"County"),whose address is 1100 Simonton Street, Key West, Florida 33040, and STANDGUARD AQUATICS, a Georgia corporation, hereinafter referred to as "Operator" or "Contractor", whose address is 5665 Atlanta Highway, Suite 103-168, Alpharetta.GA, 30004. WHEREAS, on January 31, 2024, the County and Operator entered into a two (2) year Agreement for Operation and Management Service that was set to commence on March 8, 2024, and terminate on March 8 h, 2026, located on the edge of the Key Largo Community Park (hereinafter"Property"); and WHEREAS,the Request for Proposals required proposers submit a Management Services Fee as their proposal amount; and WHEREAS, the original agreement instructed the Operator to submit for reimbursement of Operating Expenses; and WHEREAS,the County and Operator both agree that it is in the best interest of the County to provide the Operator a Management Fee not to exceed $495,800.00 annually or$41,316.66 per month minus the Basic Services as defined in the original Agreement; and WHEREAS,the parties have found the Agreement to be mutually beneficial; and WHEREAS, both parties desire to amend the Agreement. NOW,THEREFORE,IN CONSIDERATION of the mutual covenants and agreements herein contained, and other valuable considerations, the parties agree as follows: 1. Paragraph 7(a) of the Original Agreement is hereby amended as follows: 7. Fees and Reif bti-sefne„t Invoicing (a) The fees charged for admittance or for any instructional or recreational program must not be differentiated based on any of the criteria set forth below in paragraph 24 nor on membership in any organization. The Board of County Commissioners of Monroe County(BOCC) will approve the initial rates for Basic Services as defined in Sections 1.02 and 1.10 of the RFP. Any request for an increase in Basic Services fees should be made to the Parks &Beaches Director no more frequently than on an annual basis. The Parks & Beaches Director shall then make a recommendation to the BOCC. The BOCC shall either approve or deny the request. Contractor is 1 authorized to set and charge fees for Enhancement Programs as defined in Sections 1.02 and 1.10 of the RFP. All individual entrance fees, season passes, group entrance fees, charged to the public shall be collected by the Contractor and subtracted from the Contractor's monthly invoice for services rendered. The total payment to the contractor will reflect the eest of opera ions monthly Management Fee, minus any Basic Services fees such as individual entrance fees, season passes, group entrance fees, charged and collected by the contractor, and any time the pool was closed during that month unless the reason for the closure was due to force majeure as defined in paragraph 8. Closures required by, or at the option of, the Florida Department of Health, are not considered force majeure. The total annual eifnb,,,-sefne„t by toe G management fee shall be in an amount not to exceed $495,800.00 payable up to $41,316.66 per month,upon submission and review t t4e Parks and Bo,,ehes Di-eete,- t parks p(ofn n- o,.,,ti, fl g , of an invoice with supporting documentation. all Gler- Should the Basic Services fees collected in any given time period as defined in 7(c) exceed the maximum monthly Management Fee as shall be reflected on the invoice, the County will be credited up to the maximum monthly fee amount of $41,316.66. Any Basic Services fees credit remaining shall carryover to the following month for the remainder of this Agreement and shall also be reflected on each following month's invoice. (c) All invoices shall be submitted to the Parks and Beaches Director at parks- apLmonroecounty-fl.gov with suporting documentation. The initial invoice for payment of the monthly Management Fee with suporting documentation under this agreement shall be for the time period of March 8, 2024, through and including, April 7, 2024, and due on or before April 15, 2024. Suporting documentation for the initial invoice only shall include documentation showing all gross revenue for Basic Services as defined in the Agreement and operating expenses. The second invoice shall be for the time period of April 8, 2024, through and including April 30, 2024. The third invoice and all subsequent invoices shall be for the calendar month time period for which payment of the monthly Management Fee is being requested. For the second invoice and all subsequent invoices, Contractor shall submit one invoice per time period with supporting documentation on or after the last business day of the month, and before the 15'h of the following month. Supporting documentation for the second invoice and all subsequent invoices shall include documentation showing all gross revenue for Basic Services as defined in the Agreement. All supporting documentation must be acceptable to the Clerk. Acceptability to the Clerk is based on generally accepted accounting principles and such laws, rules, and regulations as may govern the Clerk's disbursal of funds. Payment may be withheld for failure of Contractor to comply with a term, condition, or requirement of this Agreement. Monroe County's Fiscal Year is October 1st through September 30th. All outstanding invoices must be submitted for payment within ten (10) days of the end of the Fiscal Year to avoid non-payment for those services. 2 (b4Ld) All revenue, including fees, derived from this Agreement shall only be used to fund programs, repairs, maintenance, capital improvements and services related to, and arising out of, the Jacobs Aquatic Center. 2. In all other respects, the Original Agreement dated January 31, 2024, not inconsistent herewith, remains in full force and effect. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [SIGNATURE PAGE TO FOLLOW] 3 IN WITNESS WHEREOF,the parties have hereunto set their hands and seal,the day and year first written above. SEAL),, BOARD OF COUNTY COMMISSIONERS ----..-, ,!, , WT-13ESCT*KEVIN MADOK,CLERK OF MONROE COUNTY, FLORIDA \ ''':::-V,;:::-'-=:;-M5.•,", ':,-,::;:'-.':',-::.1.,q:-/,i.1 BY BY: :,--/CsiDep y Clerk"1 Mayor APPROVED AS TO FORM es LEGAL SUFFICIENCY Monr e ounty Attorney's Office N thalia Mellies Archer Ass tant County Attorney STANDGUARD AQUATICS. WITNESSES: A Georgia Corpo non BY. ,&„ .... ‘magitiiiiiiv,/ IIIIMIMPft- .--11 , _I Print*ne: a vi. CAIC ...0.1.4,VT CA: Print N e: MA" 414 i --------- , 1 '‘,....) 6 ttilPf— Title: Pet.st CA C , , ., Print Name: S vitIA Calve,k- -, :c Z 22— :73 2.10 rrl r 7.1 r- 70 -T1 f.-_ 30 :IC m 1101.00 CD 4 DATE(MM/DD/YYYY) A�Rom® CERTIFICATE OF LIABILITY INSURANCE 4/19/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Donald Morgan Morgan&Associates Insurance Group GA PHONE 7709178477 8667136171 g P- A/C,No,Ext: (A/CFAX,No): PO Box 5813 ADDRESS: dmorgan@maginsurance.com INSURER(S)AFFORDING COVERAGE NAIC# Douglasville GA 30154 INSURER A: KINSALE INSURANCE COMPANY 20010 INSURED INSURER B: STARNET INSURANCE COMPANY Standguard Aquatics Inc INSURER C: ACCEPTANCE INDEMNITY INSURANCE 5665 Atlanta Hwy INSURER D: Ste 103-168 INSURER E: Alpharetta GA 30004 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADEETT- OCCUR PREMISES(Ea occurrence) $ 100,000 Pool maintenance MED EXP(Any one person) $ 5,000 A Life Guard Services Y 0100236475-1 04/20/2024 04/20/2025 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 x POLICY ❑PE� ❑LOC PRODUCTS-COMP/OP AGG $ 1,000,000 X OTHER: Contractual Liability $ AUTOMOBILE LIABILITY (Ea accident) $ 1,000,000 ANY AUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED AUTOS ONLY AUTOS 0100236475-1 04/20/2024 04/20/2025 BODILY INJURY(Per accident) $ HIRED �/ NON-OWNED $ AUTOS ONLY /� AUTOS ONLY (Per accident) x UMBRELLA LAB �dCLAIMS-MADE OCCUR EACH OCCURRENCE $ C EXCESS LAB Y EMM0001262 02 04/20/2024 04/20/2025 AGGREGATE $ 5,000,000 DED RETENTION$ $ 5,000,000 WORKERS COMPENSATION ER OTH- x STATUTE ER ND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N E.L.EACH ACCIDENT $ 1,000,000 B OFFICER/MEMBER EXCLUDED? Fy] N/A BNUWC0159934 05/25/2024 05/25/2025 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 Y DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The Monroe County Board of County Commissioners are listed as additional insureds and Loss payeesFS �b. 4.19.24 - _ m CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Monroe County BOCC ACCORDANCE WITH THE POLICY PROVISIONS. 1100 Simonton Street AUTHORIZED REPRESENTATIVE va a 4J Mario— Key West FL 33040 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD