Loading...
Contract 2024-044A2024-044A THIS AGREEMENT, entered into this 1 st day of September, 2024 by and between the City of Clermont, hereinafter referred to as "City," and Boys and Girls Club of Central Florida, a Florida non-profit corporation, hereinafter referred to as "Licensee," whose address is 101 E. Colonial Drive, Orlando, FL 32801. WHEREAS, the City is the owner of a certain public facility located in Clermont, Florida, commonly known as Clermont Arts & Recreation Center, hereinafter referred to as the "Site"; and WHEREAS, Licensee desires to utilize certain facilities located at the Site for the purposes hereinafter set forth; and WHEREAS, the City, pursuant to its municipal authority as set forth in Chapter 166, Florida Statutes, may provide the general public with playgrounds, recreation areas, and other recreational and cultural facilities, programs and support for recreational programs, including such programs as Licensee desires to promote. NOW, THEREFORE, in consideration of the covenants herein contained, it is mutually agreed between the parties as follows: 1. Term and Termination. The term of this Agreement shall commence on September 1, 2024 and terminate on August 31, 2034. The Agreement may be renewed thereafter based on the mutual agreement of the parties after considering and reviewing Licensee's activities, programs and attendance statistics. Either party may terminate this Agreement for cause at any time upon written notice to the other party. City, may, upon one -hundred eighty (180) days written notice to Licensee, terminate 1 the Agreement for any reason. Upon termination of the Agreement for any reason, the Licensee shall, as of the effective date of the termination, cancel or terminate all activities occurring or to occur on the Site and remove all personal property of Licensee from the Site. 2. Use of Pro en rtv. The City agrees to permit Licensee to utilize the Site for the purpose of providing youth recreation and sports programs in Clermont, Florida subject to the terms and conditions set forth herein and as more particularly described in Exhibit "A" attached hereto and incorporated herein. 3. Guidelines and, Non -Exclusive Right, This Agreement is specifically conditioned upon Licensee continuing to run its program in such a manner that Licensees activities are open to all eligible youth who wish to participate, regardless of ability, sex, religion or race. The Licensee must operate as a 501(c) (3) non-profit corporation under the laws set forth for incorporation by the State of Florida. A certificate of incorporation and copy of the Licensee's by-laws must be supplied to the City. In the event that Licensee changes this policy or loses its 501(c) (3) status this Agreement shall be terminated immediately. This Agreement may not be assigned or transferred in any manner by Licensee. Any such assignment or transfer is expressly prohibited. Any previously existing oral or written agreements between the parties shall be terminated as of the date of this Agreement and shall be deemed hereafter null and void and of no further force and effect whatsoever. 4. Certification & Volunteer Screening, Each manager, coach, and supervisor of Licensee is encouraged to be certified in Cardiopulmonary Resuscitation and First Aid. As a condition precedent to Licensee's rights hereunder, Licensee shall obtain at its expense and maintain fingerprint background screenings reports on every employee or volunteer who will have direct access to children. The reports shall be obtained through the Florida Department of Law 2 enforcement and shall be no older than three (3) years. Copies of the reports shall be provided to the City upon City's request. Licensee shall prohibit any employee or volunteer on the Site if said employee or volunteer has at any time pled no contest to, participated in pre-trial diversion or other alternative sentencing or been convicted of a crime constituting a felony under the laws of the State of Florida or any comparable law of another state. Licensee shall provide an affidavit, ma form acceptable to City and executed by the Licensee's president verifying that the above background screening was completed for all employees and volunteers who may have direct access to children. The Licensee must submit the affidavit within three days of the effective date hereof. 5. Indemnification. Licensee shall defend, indemnify and hold harmless the City from and against all claims, damages, lawsuits, liabilities, losses and expenses, including reasonable attorney's fees and costs, arising out of or resulting from the Licensee's use of the Site. Such indemnification shall include all claims of Licensee's guests and participants. Nothing herein shall be construed or act as a waiver of any sovereign immunity that City may enjoy. In accordance with the above, Licensee expressly agrees and acknowledges that it will require each participant, if of legal age, or each participant's parent and/or legal guardian, execute a hold harmless, waiver and release of potential claims against the City. The release shall be in a format as approved by the City in advance. 6. Insurance. Licensee, at its own cost and expense, shall keep m force during the term of this Agreement minimum insurance coverage, as set forth in Exhibit "B" attached hereto and incorporated herein. All such insurance shall be evidenced by a Certificate of Insurance which must be submitted to, and approved by, the City prior to any use by Licensee of the Site under this Agreement The City shall be named as an additional insured on the insurance policy, which shall be noted on the 3 Certificate of Insurance and the City shall be provided with a thirty (30) day, prior written notice in the event of cancellation, non -renewal or adverse change to such policies. Failure to comply with any insurance requirement shall cause immediate cancellation of this Agreement. Nothing herein shall be construed or act as a waiver of any sovereign Immunity that City may enjoy. All Licensee personal property housed or placed at the Site shall be at the sole risk of Licensee. The City shall not be liable, in any manner, for any loss or damage to any of the Licensee's or participants' personal property whatsoever. 7. Communication. Licensee shall advise City in advance of the name and contact information for Licensee's designee for communication purposes between the City and the Licensee. All communication by the Licensee with the City must be made through the Licensee's designee. Communication, information or requests for service by Licensee must be made to the Parks and Recreation Director, Arts and Recreation Center Manager or their designee. 8. Maintenance of Records: Audit. For a period ending three (3) years after the expiration or termination of this agreement, Licensee shall make all records and documents relating to this agreement available for inspection and copying by the City or any agent designated by the City. Notwithstanding anything to the contrary stated above, Licensee recognizes that certain documents that it may maintain in accordance with the use of the Site and this Agreement may be Public Records under the law of the State of Florida and, therefore, Licensee agrees that it shall comply with all applicable terms of said law to the greatest extent possible. 9. InSnection Rights and General Right of Entry by City. The City shall have the unrestricted right at all times to enter on the premises used by Licensee to inspect the premises to ensure Licensee's compliance with the terms and conditions contained herein. This right shall include, but not be limited to, the right to enter into any sporting event or recreation program. E 10. Maintenance. The City will maintain the Site in accordance with the City's routine maintenance policies and plans Notwithstanding the foregoing, Licensee, at its expense, shall be responsible regular cleaning of the facilities designated for Boys and Girls Club exclusive use, namely the rooms and hallways located in the northeast wing of the Site. This includes, but is not limited to, bathrooms and garbage disposal, in a manner consistent with the City's routine cleaning and maintenance policies. 11. City's Right to Usage. The City retains the right to schedule use of the Facilities to accommodate the greater need of the Clermont community In accordance therewith, Licensee and City shall plan on no less than a monthly basis during the term of the Agreement, the use of the Site and specific portions thereof, by Licensee. 12. Facility Usage Fees. Licensee shall pay to City EIGHT HUNDRED SEVENTY FIVE DOLLARS ($875.00) monthly for facility use as described in this Agreement. Each year during the Renewal Term, as of the anniversary of the Commencement Date, the rental amount as set forth above, shall be adjusted and increased by the lesser of the applicable Consumer Price Index for Urban Wage Earners and Clerical Workers, U.S. City Average, published by the Bureau of Labor Statistics of the United States Department of Labor (the Price Index) as of the anniversary date or TWO PERCENT (2%). Licensee shall pay the fee, on or before the 1 Oth day of each month or portion thereof. The payment shall be made to the City of Clermont, c/o Clermont City Manager, 685 West Montrose Street, Clermont, Florida 34711. 13. Enforcement of Use Policies. All persons entering Site are subject to the policies set forth by the City. The Licensee is charged with the enforcement of those policies by the participants in Licensee's programs and events. Uniformed law officers may be called upon to enforce applicable City ordinances. The City may ban any program participant or event attendee from admission to the Site for such length of time as the City may deem necessary. 5 14. Safety Requirements. Licensee will take all reasonable precautions for the safety of, and will provide reasonable protection to prevent damage, injury or loss to all persons and property in the park. Licensee will be responsible for completing a pre-program/event/field/pool safety check. Any unsafe condition/deficiency shall be reported immediately to City prior to the start of use. Commencement of use by Licensee constitutes agreement as to the safety of Site conditions. Licensee shall report all safety concerns to the City immediately. Licensee will comply with all applicable safety laws, ordinances, rules, regulations, standards and lawful orders of any public authority bearing on the safety of persons or property, and protection of such from damage, injury or loss. Licensee will act to prevent threatened damage, injury or loss in an emergency affecting the safety of persons or property. The City, at any time, may cancel, postpone, or delay any use, program or event due to inclement weather or any other factors which might impair the safety of the participants or cause damage to the Site. The City will advise the Licensee, as soon as reasonably possible, in the event of cancellation. 15. License Only, This Facility Agreement is a license for temporary use only and creates no possession or ownership interest in the Licensee, or exclusive use, of the Site. The term "Licensee" is used in this document merely for descriptive convenience and in no way creates or implies any possessory interest whatsoever 16. 5.ions/Banners. All signs and banners to be used by Licensee shall be approved in advance by City and installed, erected or hung in accordance with the City's specifications. Any unapproved signage may be immediately removed by the City. 17. Concessions. Licensee may not operate a concession facility of any kind without prior written approval from the City. 18. Imnrovements; Licensee shall not make any alterations or improvements to the Site, or any facility thereon, without prior written approval from the City. 19. AWendment.L This Agreement may be amended only through a written document executed by both parties. 20. Assignment. This Agreement may not be assigned by either party without the prior written consent of the other party. Failure to comply with this provision may result in immediate termination of this Agreement 21. Notice. All notices required to be given under this agreement shall be deemed sufficient to each party when delivered by United States Mail to the following: As to the City. 685 West Montrose Street Clermont, FL 34711 Attn.: Brian Bulthuis, City Manager As to the Licensee: Boys & Girls Club of Central Florida 101 E. Colonial Drive Orlando, FL 32801 Attn: Jamie Merrill, President & CEO 22. jjpverning LawNenue. This Agreement shall be governed by and construed in, accordance with the laws of the State of Florida. Venue for any action hereunder shall be exclusively in Lake County, Florida. 23. Ei natorv. Each signatory below represents and warrants that he or she has full power and is duly authorized by their respective party to enter into and perform this Agreement. Such signatory also represents that he or she has fully reviewed and understands the above 6 24. ,�gi natorv. Each signatory below represents and warrants that he or she has full power and is duly authorized by their respective party to enter into and perform this Agreement. Such signatory also represents that he or she has fully reviewed and understands the above conditions and intends to fully abide by the conditions and terms of this Agreement as stated. 25. Entire Agreement, This Agreement contains the entire agreement between the parties. No promises, representations, warranties or covenants not included herein has been or shall be relied upon by either party. Any modifications, additions, or amendments hereto must be in writing and signed by all parties. IN WITNESS WHEREOF, the parties hereto have executed this Agreement this day of lqU 5 U S+-, 2024. "CITY OF CLEELM ONT" Tim Vayl4 0 `# Boys & Girls Club of Central Florida 9n7— 7/12/2024 Jamie Merrill, President & CEO Date ATT/S. Tracy �AckroyydHci e, tity Clerk Ap roved as to form an legality: Clermont Arts & Recreation Center Boys & Girls Clubs of Central Florida Facility Use Agreement Exhibit "A" Additional use of the ARC facility will be scheduled on a monthly basis, after facility rentals, city use, and recreation programing schedules have been finalized. The scheduling of Elections and other government functions will also take precedence. SCHOOL SCHEDULE: Monday -Friday between 3:00-6:00pm o Gymnasium -up to 3 hours per week o North Field- Up to 5 hours per week SUMMER SCHEDULE: Monday — Friday between 8:00am-6:00pm o Gymnasium- up to 6 hours per week o North Field- up to 10 hours per week o Pool- up to 4 hours, one day per week. WINTER & SPRING BREAK SCHEDULE Monday — Friday between 8:00am-6:00pm o Gymnasium- up to 6 hours per week o North Field- up to 10 hours per week FACILITY USE GUIDELINES General: • Youth must be supervised and escorted through the building at all times. • Food, drinks, candy, gum, etc. are not permitted in the gym or hallways; water bottles are permitted • The maximum capacity of the club may not exceed 262 persons Maintenance, Repair & Cleaning: • The City will be responsible for routine maintenance and testing of: o The fire system, to include sprinklers, strobes, fire extinguishers, emergency lights o The security and fire alarm systems o Service/repair of major building systems (HVAC, electrical, plumbing) o This does not include regular maintenance such as replacing ballasts, clogged pipes, etc. • The BGCCF will be responsible for repair and maintenance to all rooms and areas inside the club. This includes but not limited to repair/replacement of ballasts, holes in walls, plumbing, door locks. Repairs and damages will be reported to the ARC Facility Manager or Operations Chief immediately. All repairs, renovations, upgrades, etc. to the club must be performed by an approved contractor, following city approval.