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2017-62 AGREEMENT BETWEEN THE CITY OF CLERMONT AND SOUTH FLORIDA CANOE KAYAK CLUB,INC. This Agreement made.this lb day of M t-ki , 2017, by and between the City of Clermont, a municipal corporation (herein referred to as "City"), and South Florida Canoe Kayak Club, Inc. a Florida Not for Profit Corporation, whose address is 415 SE 19TH Terrace,Cape Coral,FL 33990,(hereinafter referred to as"Club"). NOW THEREFORE IT IS agreed as follows: 1. Grant Award to City. The City has received a reimbursement grant from Lake County as more particularly described in the Four Party Agreement between Lake County, City, Club and the Central Florida Sports Commission approved by the City contemporaneously herewith, in an amount not-to-exceed SIXTY THOUSAND DOLLARS($60,000),hereinafter the"Grant". 2. Obligations of Parties. In order to implement the Grant, the parties agree as follows: a) City and Club shall cause to be constructed a kayak course as more particularly described in Exhibit "A" attached hereto and incorporated herein to be used as part of the 2017 US Canoe And Kayak Championship to be held on Lake Minneola in Clermont. The City shall place the order for the required survey. b) The kayak course shall be designed in accordance with specifications as is necessary to conduct the above-stated event, provided however, that the design and any final plans related thereto shall be subject to the terms listed on the invoice. c) The kayak course shall be installed byClub in accordance ante with all applicable licensing and permits as may be required to comply with law. d) Upon final completion of the course by Club, the Club shall transfer all interest, rights and ownership in the course and any and all improvements related thereto and constructed or installed pursuant to this section, to City, by a bill of sale or such other documents as may be required by City. e) During the time period that the course is being constructed or installed, Club shall provide to City periodic updates on construction services and materials provided to construct and install the course, no less often than every seven (7) days. The pre-approved invoice shall specifically describe any and all materials purchased or installed and any and all labor charges incurred by Club for the period described in the applicable invoice. City shall reimburse Club in the full amount of the invoice within thirty (30) days of completion of the course as described in the invoice. The invoice shall be for actual material and labor cost and charges incurred by Club and shall not include any upcharges, multipliers,administrative expenses,or handling charges f) The City's financial obligation provided herein shall not exceed the Grant amount of$60,000 to the extent that the cost to install or construct the kayak course exceeds $60,000, the excess amount shall be the responsibility of Club, unless the City by appropriate action of the City Council has approved payment of any excess amount. g) The improvements to be completed as described herein shall be substantially completed on or before June 15,2017. 3. Notice. All notices provided under or pursuant to this Agreement shall be in writing and delivered either by hand delivery or certified mail,return receipt requested,to the addresses specified below. Any such notice shall be deemed received on the date of delivery if by person delivery or upon actual receipt if sent by certified mail. CITY: City Manager 685 W. Montrose Street Clermont,FL 34711 CLUB: Melinda Mack 415 SE 19TH Terrace Cape Coral,FL 33990 In the event any party wishes to change its representative or address,notice of the change shall be:provided as required in this paragraph. 4. Default and Opportunity to Cure. In the event of default of any of the terms and conditions contained herein by any party, the non-defaulting party or parties, shall provide thirty (30) days written notice of the event of a default, including specific information describing the nature of the default. Thereafter, if the defaulting party fails to correct the identified default on or before the expiration of thirty (30) days from the receipt of notice, the non-defaulting party may declare this agreement in default and pursue any and all remedies available at law. 5. Binding Effect. This Agreement shall be binding upon and enure to the benefit of the parties hereto, their heirs, personal representatives, successors and/or assigns. 6. Severability. All clauses found herein shall act independently of each other. If a clause is found to be illegal or unenforceable it shall have no effect on any other provision of this.Agreement. 7. Waiver. Failure of the parties to insist upon strict performance of any of the covenants, terms, provisions,or conditions or this Agreement or to exercise any right or option herein contained, shall not be construed as a waiver or a relinquishment for the future of any such covenant, term, provision, or condition, or right of election, but same shall remain in full force and effect. 8. Modification. The covenants, terms, and provisions of this Agreement may be modified, by way of a written instrument, mutually accepted by the parties hereto. In the event of a conflict between the covenants, terms, and/or provisions of this Agreement and any written Amendment(s) hereto, the provisions of the latest executed instrument shall take precedence. 9. Entire Agreement. This Agreement, including referenced exhibits and attachments hereto, constitutes the entire Agreement between the parties and shall supersede, replace and nullify any and allprior agreements or understandings, written or oral, relating to the matters set forth herein, and any such prior agreements or understandings shall have no force or affect whatsoever on this Agreement. 3 10. Applicable Law. Venue,Jury Trial. The laws of the State of Florida shall govern all aspects of this agreement. In the event it is necessary for either party to initiate legal action regarding this agreement, venue shall lie in Lake County, Florida. The parties hereby waive their right to trial by jury in any action,proceeding or claim, which may be brought by either of the parties hereto arising out of this Agreement. 11. Indemnification and Hold Harmless. In further consideration of the covenants provided by City as contained herein and in the Four Party Grant Agreement, Club agrees to hold harmless and indemnify City for and against any and all claims, whether actual or threatened and any damages that the City may sustain at all levels including appeal and bankruptcy and including attorney fees,and arising out of, or in any manner related to, the actions, inactions, negligence or intentional acts of Club, its officers, employees, agents, assigns, contractors and subcontractors arising out of or related to this agreement. IN WITNESS WHEREOF, the piarties hereto have caused this agreement to be executed on the dates set forth below. OF C Al, ONT I� By: Darren X60 Mana r ATTEST: This 3G da of ,2017 Tracy Ackroyd,City Clerk SOUTH FLORIDA CANOE KAYAK CLUB,INC. ju�Q,I,,,�,ia. ,^,,II/ By: "� - Melinda Mack This Zday of 0-41 ,2017 South Florida Canoe Kayak Club Invoice 1137 c : r°'**' 44, 418 SW 3rd Place ir 46 Cape Coral, FL 33991 US 41 i • 239-257-9245 ian.mack@sfckc.org , �V' http://www.sfckc.org BILL TO SHIP TO MR. Scott Davidoff MR. Scott Davidoff City of Clermont City of Clermont DATE PLEASE PAY DUE DATE 685 West Montrose St 685 West Montrose St 05/01/2017 $60,000.00 05/01/2017 Clermont, FL 34711 USA Clermont, FL 34711 USA ACTIVITY QTY RATE AMOUNT Canoe/Kayak Course 20 650.00 13,000.00 500 meter lane line,with all stainless steel lugs and sleeves Canoe/Kayak Course 5 600.00 3,000.00 9 lane canoe/kayak lateral all stainless steel can accommodate 8 lane rowing Canoe/Kayak Course 28 70.00 1,960.00 rope lock, ratcheting lane line tensioner with 40'3/8"sta-set rope Canoe/Kayak Course 30 80.00 2,400.00 concrete block anchor Canoe/Kayak Course 7,500 0.25 1,875.00 1/8"7x7 sainless steel cable,per foot Canoe/Kayak Course 30 55.00 1,650.00 marker buoys can be painted for lane number marking Canoe/Kayak Course 770 2.00 1,540.00 white plastic can buoys Canoe/Kayak Course 330 2.75 907.50 red plastic can buoys Canoe/Kayak Course 1,100 2.75 3,025.00 leader for can buoys with stainless steel clip Canoe/Kayak Course 1 1,000.00 1,000.00 shipping and handling Canoe/Kayak Course 1 0.00 0.00 install Florida state Games/train LOC on install and removal Canoe/Kayak Course 1 1,500.00 1,500.00 travel expenses for install above Canoe/Kayak Course 18 260.00 4,680.00 full rigged downrigger including rope for starting platform or pods Canoe/Kayak Course 9 3,000.00 27,000.00 stake boat dock for rowing or canoe kayak discount 1 -3,537.50 -3,537.50 discount for above installation TOTAL DUE $60,000,00 THANK YOU.