Contract 2020-007A#2020-07-A
MANAGEMENT AGREEMENT
between
CITY OF CLERMONT
M
LAKE COUNTY ROWING ASSOCIATION, INC.
a non-profit corporation
This MANAGEMENT AGREEMENT (this "Agreement") is entered into on this February D,,,c,
2020 and shall be effective on the date of issuance of the Certificate of Occupancy of the Boathouse
described herein (the "Effective Date'), by and between the Lake County Rowing Association, Inc., a
Florida not for profit corporation ("Manager"), and the City of Clermont ("City') a political subdivision
of the State of Florida.
RECITALS
WHEREAS, the City owns the Downtown Clermont Waterfront (the "Boathouse") in South Lake
County to host national, regional, and local rowing events, team training and to bring in clubs, college
teams, and high school teams to Lake County with the assistance of Manager (the "Program"); and
WHEREAS, the City desires to lease the Boathouse to Lake County Rowing Association to use
the interior of the Boathouse for its club membership and activities.
NOW THEREFORE, in consideration of the mutual promises contained herein, the parties agree
as follows:
1. RECITALS.
The above Recitals are true and correct and form a part of this Agreement.
2. TERM.
The term of this Agreement ("Term") shall commence on the Effective Date and continue for five
(5) years. Thereafter this Agreement may be extended for an additional five (5) years as may be mutually
agreed to by the Parties in writing. At least twelve (12) but no more than eighteen (18) months prior to
the expiration of this Agreement, the parties will meet to discuss an extension to this Agreement and/or
processes related to transition of control to the City or Manager's successor.
3. MANAGER FEE.
In consideration of the rights granted therein and in addition to all other duties and all other
obligations contained herein of Manager, Manager shall pay to City the sum of FIVE HUNDRED ($500)
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DOLLARS per month for each month or portion thereof commencing on February 26, 2020 and continuing
on the first day of each month thereafter through the Initial Term of this Agreement.
4. BOATHOUSE FACILITY.
(a) Chances to the Boathouse. Manager shall not make any modifications, changes or
alterations to the Boathouse without City's prior written consent after providing to City any and all
applicable plans or any other documentation reasonably required by City. Maintenance at Manager's
expense, of the existing appearance of the Boathouse and/or repair or replacement of existing facilities or
equipment at Manager's expense, shall not be a change requiring prior approval of City.
(b) Ownership of the Boathouse. Manager acknowledges that the City is the owner of the
Boathouse. Any additions of permanent fixtures to the Boathouse by Manager shall require City's prior
written consent and shall remain the property of City upon termination of this Agreement.
5. RIGHT AND DUTIES OF MANAGER.
(a) Manacement of the Boathouse Premises. Manager agrees to be responsible for
managing, directing, operating and coordinating the daily activities on the Boathouse Premises, as described
below, to include, organizing, scheduling and advertising, national, regional and local rowing regattas and
events utilizing the Boathouse Premises.
Any named events solely established by, exclusively owned by, or bearing the name of
Manager at the termination of this Agreement shall be and remain that of Manager, as applicable; this right
of ownership shall survive termination of this Agreement. Manager shall not use the name, image or
likeness of the City of Clermont or "Choice of Champions" without the express prior written approval of
City. Notwithstanding anything herein to the contrary, the parties recognize the benefit of co -branding and
the use of the name "Choice of Champions" (or other similar reference to "Champions" or "Choice"), if
permitted by the City at the time of organization of the event, shall not otherwise convert or transfer the
ownership of the event from Manager to the City if the other conditions set forth in this paragraph are met.
Additionally, any the right to use the name "Choice of Champions" (or other similar reference to
Champions" or "Choice "granted by City, at any time and for any event, shall be revocable at any time by
City and shall not otherwise convert or transfer any ownership rights, license or interest in the name to
Manager. Furthermore, Manager shall not have the right to assign or authorize any other person, company
or entity to use the name, without the express prior written approval of the City.
(b) Use of Boathouse. During the Term of this Agreement, Manager shall have the exclusive
right to possession and management of all interior areas of the Boathouse, as more particularly described
in Exhibit `B" attached hereto and incorporated herein and referred to as the `Boathouse Premises", subject
only to the City's right to use the outside surrounding areas and its right to enter for maintenance, repair,
and inspection as further set forth herein. Manager's exclusive rights hereunder shall only apply to the
interior of the Boathouse any use of the exterior surrounding areas shall be subject to the prior approval of
the City, including but not limited to any accessory structures. It is expressly understood that the Manager
does not have exclusive use of any docks or mooring facilities located on the lake adjacent to or near the
Boathouse Premises. Any such docks or mooring facilities shall be open to the public as maybe determined
by the City Manager, or his or her designee, in collaboration with Manager to ensure continuity of
scheduling of events and activities at the Boathouse Premises and the safety of the individuals and clubs
who utilize the Boathouse and its surrounding areas. For the purposes of Manager's members, visiting
teams, and storage of equipment, the Boathouse Premises shall be subject to Manager's exclusive control,
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provided however, City shall have at all times during the Term(s) of this agreement the right of entry upon
the Boathouse Premises for inspection and examination and for the purpose of making any alterations or
repairs to the Boathouse Premises that the City may deem necessary for the safety or preservation of the
Boathouse Premises. Manager agrees to maintain the Boathouse Premises and paved areas surrounding the
Boathouse that were created in association with construction of the Boathouse and shall establish and adopt
written rules and restrictions regarding the use of these areas (said Hiles and restrictions shall be approved
by the City Manager of City). Unless otherwise agreed to in writing by the parties, Manager shall provide,
at its expense, all equipment used at the Boathouse, such as but not limited to: office furniture, computers,
supplies, copiers, printers, laminator, tables, chairs, tents, telephones, wireless set up, safe, garbage
receptacles, water coolers, tables and chairs, bleachers, benches, umbrellas, barricades, exercise equipment,
boat trees, any and all communication book ups, and fixtures. Manager shall not sublet the Boathouse
Premises or otherwise assign any right hereunder without express written consent of the City.
(c) Use of Other Facilities. Manager acknowledges that the Boathouse Premises are located
on the City's property and on the property of City of Clermont Waterfront Park in Clermont, Florida and
that this Agreement does not include access to any other facilities owned or controlled by the City except
for the fenced area on or around the Boathouse Premises, which is designated for boat storage and activities
hosted or supported by City and Manager at Waterfront Park, If Manager desires to use these other
facilities, Manager shall make separate arrangements, subject to availability, with the City regarding use of
any of its facilities or services and the costs thereof; however, guests or employees of Manager shall not be
charged fees for use of City facilities that are greater than the fees charged to the general community.
(d) Use of Rowing Course.
(i) Manager shall notify the Parks and Recreation Director in writing a minimum of
forty-five (45) days prior to any requested use of the rowing course.
(ii) Manager shall not install the rowing course sooner than fourteen (14) days prior to
any approved event date and shall remove the course, except anchors, no later than fourteen (14) days after
the approved event.
(iii) Manager shall notify the Parks and Recreation Director in writing within twenty-
four (24) hours of the course being removed.
(e) Personnel. Manager shall provide sufficient personnel to perform the duties assigned to
Manager in this Agreement. All such personnel shall be employed by, contracted with, and otherwise paid
by Manager. Manager shall ensure all staff members have training and educational backgrounds proper to
their duties and that all staff members meet security and criminal and background clearances. Cityreserves
the right at any time, but not the obligation, to direct the type and level of security and criminal background
screening to be completed by Manager. Manager shall not be an agent of the City or the County and shall
have no authority to bind personnel to employment relationships with any of the aforementioned entities.
(f) Receipts and Operating Costs. Manager shall be entitled to receive all cash receipts,
charge and debit sales, and other revenues received in connection with the Boathouse activities, events,
concessions and sponsorships. For clarity, Manager has all rights to income generated through the
Boathouse, including but not limited to regattas, tournaments, events, rents collected from renting out the
Boathouse for events, sponsorships, marketing agreements, vendors, concessions, hotel rebates, theme park
ticket sales from participants and spectators, financial assistance, and merchandise sales. Manager shall
pay for all operating costs, including office equipment and supplies, employment benefits, payroll taxes,
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utilities, repairs and maintenance of the interior of the physical facilities, and contract services from third
party vendors. Manager shall also be responsible for any taxes on the Boathouse operations. Manager shall
be entitled to retain all net operating revenues and shall be responsible for all net operating losses of the
Boathouse.
(g) Financial Statements. Annually on January I` and July V, Manager shall provide to City,
in a format acceptable to City, a financial statement showing all revenue and expenses associated with or
derived by Manager from any regatta, event, or activity that occurred on the Boathouse Premises during the
reporting period. Notwithstanding the foregoing, the parties recognize that the Manager will act as both a
manager of the Boathouse and hosting, organizing and maintaining, independent of the City a rowing club
at the Boathouse in addition to making the Boathouse and Boathouse Premises available for third party use
to promote economic development. Therefore, the City recognizes that Manager may not have access to
the financial records of these third parties and agrees that, unless otherwise required by law or by the terms
of this Agreement, the third party entity will have to disclose private financial information to the City. The
intent of the financial statement is to make available to the City all revenues and expenses associated with
the management of the Boathouse premises and the financial statement shall reflect these revenues and
expenses. Tax filings will be provided to the City upon request; in addition, if the City Manager requests
to view or inspect Manager's financials at any time, Manager agrees to make its financials available for
inspection within a reasonable time of City's request. Except as provided for herein, Manager shall be
solely responsible for its operating budget and shall be under no obligation to disclose its budget, revenues,
costs, or operating expenses to the City or any other person or entity except as required by Florida law, as
may be required by City to obtain any permit related to activities related to the Boathouse, to comply with
any requirements of any County, State or Federal agency or as necessary to demonstrate compliance with
the Program.
(i) Manager shall provide to the City, in a format acceptable to City, a complete
breakdown by activity of all revenue generated specific to the use of the rowing course. This shall be
provided to the Parks and Recreation Director annually on the following dates; March 15, June 15,
September 15 and December 15.
(h) Contractual Authority. Manager shall have authority to enter into contracts with groups,
individuals, organizations, and schools for events to be held on the Boathouse Premises; however, Manager
shall not have authority to bind the City to any such contracts. No such contracts shall extend beyond the
Term of this Agreement without the City's prior written approval.
(i) Specific Duties. Without limiting the Manager's duties under this Agreement and with the
exception of all items identified as the City's responsibilities under this Agreement, Manager shall perform
the following specific duties related to management of the Boathouse:
(i) Negotiate all user agreements and process all invoicing for groups, teams,
individuals and camps.
(ii) Review and pay all bills for services and products related to Boathouse events.
(iii) Provide orientation of the Boathouse with all individuals and groups reasonably
requesting same.
(iv) Ensure that groups, teams, individuals and camp participants execute and deliver
to Manager a waiver document in a form approved by City, waiving, and releasing City from, any and all
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claims that the group, learn, individual or participant may have against the City resulting directly or
indirectly from any activity of any kind at or associated with the Boathouse. All such waivers shall be
maintained by Manager for a period of at Ieast five (5) years from the date of any event or activity and shall
be provided to City by Manager upon City's request.
(v) Maintain and repair equipment and keep inventory of equipment.
(vi) Purchase equipment, as needed, to replace equipment that is broken or is no longer
safe or serviceable. All equipment purchased by Lake County Rowing Association shall be and remain that
of Lake County Rowing Association at the termination of this Agreement.
(vii) Maintain the interior of the physical facilities and buildings, and other areas
comprising the Boathouse Premises in an attractive and safe condition.
(viii) Open the Boathouse Premises for scheduled events and activities and lock and/or
secure equipment and fencing around the Boathouse Premises when events and activities are done or at the
end ofthe day.
(ix) Ensure officials are provided, when necessary.
(x) Apply for all sanctions when necessary or desired for events at the Boathouse.
(xi) Provide set-up and tear -down, as required, for events at Boathouse.
(xii) Provide hospitality service to visiting groups in the form of assistance in obtaining
housing, transportation, and amusement tickets, if appropriate for the event.
(xiii) Not to :..stall or display any signs, banners, flyers, flags or similar items without
the prior written approval of City. ,
(xiv) Conduct, and ensure that all entities conducting, activities at the Boathouse or
related thereto are conducted in strict compliance with all applicable federal, State and local laws.
0) Management Reports.
(i) During the Term(s) of this Agreement, the Manager shall provide the City a report
of all activities taking place at the Boathouse during the previous quarter and the economic impact of those
activities, if known or measured (the "Report'). The Report shall be provided to City within thirty (30)
days of the end of the applicable quarter. The Parks and Recreation Director will meet with the authorized
agent of Manager within thirty (30) days of each Quarterly Report to discuss the items addressed in the
Quarterly Report and to give Manager feedback and comments to ensure the Manager is performing to the
City's satisfaction.
6. DUTIES OF THE CITY.
(a) Copies of Contracts. Upon Manager's request, provide complete copies of all contracts
and agreements arising out of and/or related to the Boathouse for Manager's review and records.
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(b) Maintenance. The City agrees to maintain the unpaved grounds around the Boathouse as
it would for the rest of Waterfront Park and to provide for landscaping, in City's sole discretion, that would
benefit both the Waterfront Park's scenic beauty and that of the Boathouse.
(c) Delegation of Day -to -Day Management of the Boathouse Premises. Except as
otherwise provided herein, the City agrees to delegate decisions regarding event authorization, day to day
management, directing and operations, marketing authorization and promotional planning.
(d) Maintenance of Restrooms. The City shall be responsible for maintenance of the
restrooms; and ensuring that the restroorns are open and available to the public as determined by the City.
Notwithstanding the foregoing, Manager shall have a key to the restrooms and access to same at all times,
provided however, that Manager shall have no authority to restrict public access at any time to the
restrooms.
(e) Maintenance of Structural Items. The City shall be responsible for maintenance of
structural issues arising out of or related to the Boathouse (including, but not limited to, HVAC, plumbing,
structural integrity, and roof.).
(f) Utilities. The City, at its expense, shall provide to the Boathouse Premises telephone,
water, sewer, and electric utility service. All other services shall be the responsibility of the Manager.
INSURANCE.
(a) City as Insured. The Manager further covenants and agrees to provide and maintain, at
all times during the terra of this Agreement policies of insurance insuring the Manager and the City against
any and all claims, demands, actions and causes of action whatsoever for injuries received and damage to
property in connection with the use, occupation, management and control of the Boathouse Premises and
the improvements thereon by Manager. Such policies of insurance shall insure the Landlord and the Tenant
in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) to cover claims of any one person
from any single or specific cause and in an amount not less than TWO MILLION DOLLARS
($2,000,000.00) to cover, in connection with any one particular accident or occurrence, the total aggregate
of claims that may arise or to be claimed to have arisen against the City or the Manager, as aforesaid. The
City shall he listed on said policies as additional insured. Nothing herein shall be construed as a waiver,
either in whole or in part of the City's sovereign immunity as provided by Section 768.28, Florida Statutes,
or its successor.
(b) Boathouse Structures. Manager shall also provide and maintain at all times during the
term of this Agreement and any renewal hereof, policies of insurance, insuring all structures on the
Boathouse Premises for at least 100% of their value against fire and casualty. The City shall be listed on
said policies as additional insured,
(c) Copies to be Provided. Copies of the aforementioned policies of insurance and original
certificates of the issuance thereof, shall be delivered to the City as evidence of the compliance by the
Manager with the terms and provisions contained herein. Each of the said insurance policies shall be issued
by a company or companies authorized to do business in the State of Florida and have an A.M. Best
Company Rating of "A" or better and a Financial Size Category of "VII" or better, or as otherwise approved
by City. Should the Manager fail to maintain such insurance in force, the City may, but shall not be
obligated to, procure the same and advance funds for the payment of the cost thereof for and on behalf of
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the Manager and all such payments shall be immediately due and payable to City, upon written demand
therefore.
(d) Loss of Insurance. If during the period which an insurance company is providing the
coverage required by this Agreement, an insurance company shall: 1) lose its Certificate of Authority, 2)
no longer comply with any applicable Florida Law, or 3) fail to maintain the Best Rating and Financial Size
Category, the Manager shall, as soon as the Manager has knowledge of any such circumstance, immediately
notify the City and immediately replace the insurance coverage provided by the insurance company with a
different insurance meeting the requirements of this Agreement. Until such time as the City has replaced
the unacceptable insurer with an insurer acceptable to City, the Manager shall be deemed in default of this
Agreement.
8. BREACH.
In the event of a breach of (i.e., failure of a party to comply with) any obligation or covenant under
this Agreement, the non -breaching party may give the breaching party written notice of the specifics of the
breach, and the breaching party shall have ninety (90) days (the "Cure Period') in which to cure the breach
if such breach is capable of cure. If it is commercially impractical to cure the alleged breach within the
Cure Period, the breaching party shall have such commercially reasonable time as may be necessary to cure
the breach. If the breach is not cured within said Cure Period, the non -breaching party shall be entitled to
pursue any remedies it may have by reason of the breach. A waiver of any breach of this Agreement shall
not constitute a waiver of any future breaches of this Agreement, whether of a similar or dissimilar nature.
9.
This Agreement may be terminated prior to the expiration of the Term only as follows, and any
such termination shall not affect any rights or obligations arising prior to the effective date of termination:
(a) Breach. In the event of a material breach of this Agreement which is not cured within the
Cure Period set forth in Section 8 above (a "Breach") or in the event of a breach as to which no Cure Period
is provided by this Agreement, the non -breaching party may terminate this Agreement upon no less than
ninety (90) days' written notice. This remedy shall be in addition to any other remedy available at law or
in equity. Failure to terminate this Agreement shall not waive any breach of this Agreement.
(b) Convenience. Either party may, upon ninety (90) days written notice to the other party,
terminate this Agreement for any reason whatsoever and without consequence or obligation of any kind.
(c) Casualty. Manager shall restore any damages to the Boathouse to the extent that insurance
proceeds are sufficient for restoration. In the event that the physical plant housing the Boathouse is
destroyed or is so damaged such that it is reasonably anticipated that insurance proceeds will be insufficient
for Manager to repair or reconstruct the damaged facilities with a view toward resuming full operation, then
either The City or the Manager may terminate this Agreement upon no less than sixty (60) days' notice and
such insurance proceeds shall be paid to the Manager proportionately to the extent of theirrespective losses
(d) Insolvency. Either party may terminate this Agreement upon sixty (60) days' notice in the
event the other party becomes insolvent or fails to pay, or admits in writing its inability to pay, its debts as
they mature; or a trustee, receiver or other custodian is appointed for the other party for all or a substantial
part of the other parry's property and is not discharged within sixty (60) days; or any bankruptcy
reorganization, debt, arrangement, or other proceeding under any bankruptcy or insolvency law or any
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dissolution or liquidation proceeding is instituted by or against the other party and if instituted against the
other party is consented to or acquiesced in by that party or remains for sixty (60) days undismissed; or any
warrant or attachment is issued against any substantial portion of the property of the other party which is
not released within sixty (60) days of service.
Ill. EFFECTS OF TERMINATION.
In the event of the termination or expiration of this Agreement for any reason, Manager shall
immediately relinquish the Boathouse Premises to the City and deliver up to the City, all of the Boathouse
Premises in as good condition and repair as upon delivery of possession to the Manager, ordinary wear and tear
and damage by fire or other casualty only excepted. The termination of this Agreement for any reason, other
than Breach by Manager, shall be without prejudice to any payments or obligations which may have accrued
or become due hereunder prior to the date of termination or which may become due after such termination.
Manager shall accomplish a smooth transfer of operations and events back to the City, by providing to the
City copies of all documentation, contracts, and other arrangements, including transfer of all advance
financial deposits, regarding events, programs, or activities scheduled or under negotiation to occur after
termination of this Agreement and the parties shall inform others that the events have been so transferred.
Notwithstanding anything herein to the contrary and except as to termination for Breach by Manager, in
the event Manager has already scheduled, promoted, advertised, or otherwise committed to any events,
programs, or activities at the Boathouse Premises and said events, programs, or activities will occur after
the effective date of Termination, the City agrees that Manager shall be permitted to conduct those events
on the same terms and conditions as otherwise set forth in this Agreement at no additional expense from
the Manager to the City except those already in place at the effective date of Termination.
11. INDEMNIFICATION AND HOLD HARMLESS.
The provisions of this Section 11 shall survive the termination or expiration of this Agreement.
(a) Indemnification. Each party (an "Indemnitor") agrees to indemnify and hold harmless the
other party, its shareholders, directors, officers, and employees ("an Indemnified Party") from and against
any and all losses, claims, damages, liabilities, costs and expenses (including reasonable attorneys' fees and
expenses related to the defense of any claims), which may be asserted against an Indemnified Party or for
which they may now or hereafter become subject arising in connection with the activity of the Indemnitor
(`Claim"), including but not limited to: (i) alleged or actual failure by the Indemnitor to perform any of its
duties hereunder, including by negligence or willful or wanton misconduct and (ii) any violation of any
requirements applicable to the Indemnitor under any federal, state or local environmental/hazardous waste
or similar law or regulation; except only to the extent that such Claims may have been caused, in part, by
the negligence or willful or wanton misconduct of the Indemnified Party seeking indemnification pursuant
to this Agreement. No party shall recover any amount in excess of actual damages incurred. Nothing
herein shall be construed, interpreted or act as a waiver of any sovereign immunity that City may enjoy as
a matter of law.
(b) Notice of Claim. In the event that any claim is made which may result in the right of
indemnity hereunder, the Indemnifying Party against whom the claim is made shall promptly give notice
to the Indenrnitor and give the Indemnitor the opportunity to defend the claim with counsel reasonably
satisfactory to the Indemnified Party, and the Indemnitor shall pay all costs of such defense (including
reasonable attorney fees), whether or not the claim is successful). Each Indemnitor agrees that no settlement
of any Claim involving its Indemnified Party will be made without the consent of such Indemnified party.
Likewise, each Indemnified Party agrees that it will not settle any Claim without the consent of its
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Indemnitor. The Indemnitor will furnish to the Indemnified Parry copies of all pleadings in any action
hereunder, permit the Indemnified Party to be an observer therein, and apprise the Indemnified Party of all
developments therein, all at the Indemnitor's expense.
(c) Non -Payment of Claims. In the event an Indemnitor fails to pay, timely and fully, any
amounts due relative to any Claims, its Indemnified Party may pay such Claim to a third party. In such
event, such Indemnified Party may recover from its Indemnitor in addition to the amount so paid, interest
on the amount claimed at the lesser of 12% per annum or such maximum amount of interest as is permitted
by law and also recover the costs of such Indemnified Parry's reasonable attorneys' fees in connection with
the enforcement of this Agreement.
12. NOTICES.
All notices permitted or required by this Agreement shall be deemed given when in writing and
delivered personally or deposited in the United States Mail, postage prepaid, return receipt requested, or by
overnight courier with confirmation of delivery, addressed to the other party at the address set forth below
or such other address as the party may designate in writing by similar notice:
To Manager:
LAKE COUNTY ROWING ASSOCIATION, Inc.
AM: President
Mike Furukawa
P O Box 120173
Clermont, FL 34712
With a copy to:
Alison Strange, Esquire
Bret Jones, P.A.
700 Almond Street
Clermont, Florida 34711
To the Citv:
City of Clermont
Attn: City Manager
685 West Montrose Street
Clermont, Florida 34711
With a copy to:
Daniel Mantzaris, Esq.
de Beaubien, Knight, Simmons, Mantzaris & Neal, LLP
PO Box 87
Orlando, Florida 32802
13. ASSIGNMENT.
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Neither party shall assign this Agreement, including by any merger or consolidation with another
legal entity, except with the prior written consent of the other party. Any approved assignment of this
Agreement shall be binding upon and shall inure to the benefit of the parties' successors and assigns.
14. NO AGENCY OR PARTNERSHIP.
Manager is an independent contractor under this Agreement. The City, the County, and Manager
are not partners, joint venturers, or principal or agent of the other.
15. COMPLIANCE WITH LAW.
Manager shall perform the services described in this Agreement in accordance with applicable
statutes, rules and regulations required by Federal and Florida law, as may be from time to time be in effect
or applicable to Manager. MISCELLANEOUS.
(a) Headings. Section headings are, for convenience of reference only and shall not be used
to construe the meaning of any provision of this Agreement.
(b) Counterparts. This Agreement may be executed in any number of counterparts, each of
which shall be an original, and all of which shall together constitute one agreement.
(c) Severance. Should any part of this Agreement be invalid or unenforceable, such invalidity
or unenforceability shall not affect the validity and enforceability of the remaining portions.
(d) Authority. Each individual signing this Agreement warrants that such execution has been
duly authorized by the party for which he or she is signing, and this Agreement constitutes the valid and
enforceable obligation of each party in accordance with its terms.
(e) Law. This Agreement shall be construed in accordance with the laws of the State of Florida
and venue for any action based on this Agreement shall be in Lake County, Florida.
(f) Public Records. Manager expressly understands records associated with this project
may be public records and agrees to comply with Florida's Public Records law, to include, to:
(i) Keep and maintain public records that ordinarily and necessarily would be
required by the City in order to perform the services contemplated herein.
(ii) Provide the public with access to public records on the same terms and
conditions that the City would provide the records and at a cost that does not exceed the cost
provided in this Florida's Public Records law or as otherwise provided by law.
(iii Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as authorized by law.
(iv) Meet all requirements for retaining public records and transfer, at no cost, to
the City all public records in possession of the Manager upon termination of the contract and
destroy any duplicate public records that are exempt or confidential and exempt from public
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records disclosure requirements. All records stored electronically must be provided to the City in
a format that is compatible with the information technology systems of the City.
(v) IF MANAGER HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS CONTRACT, CONTRACTOR SHALL CONTACT THE CITY'S
CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK'S OFFICE, (352)
241-7330.
(g) Amendment. This Agreement may not be modified except in writing executed by the
party to be charged.
(h) Entire Agreement. This Agreement and the Program constitute the entire agreement of
the parties hereto and supersedes all prior agreements and representations with respect to the subject matter
hereof. A Sponsorship Agreement between Manager and The City, dated the same date as this Agreement,
deals with other matters.
IN WITNESS WIIEREOF, this Agreement is executed and shall be binding on the parties
only after all parties have signed below and shall be effective as of the Effective Date.
THE CITY OF CLERMONT
1-AA' Z' 4�w/
Mayor Gail Ash
February� ��2020
WITNESSES:
Print Name: La 14oW
Print Name:
L COUNTY ROWING
AS
7ON, INC.
F awa
President
Februaryy,2020
Print Name:
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