HomeMy Public PortalAbout2010-20 Approving the Recreational Management Services agreement with Key Biscayne Soccer Club, IncRESOLUTION NO. 2010-20
A RESOLUTION OF THE VILLAGE COUNCIL OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, APPROVING
THE RECREATIONAL MANAGEMENT SERVICES
AGREEMENT BETWEEN THE VILLAGE OF KEY
BISCAYNE AND KEY BISCAYNE SOCCER CLUB, INC., FOR
THE ADMINISTRATION OF A YOUTH SOCCER
PROGRAM; PROVIDING FOR IMPLEMENTATION; AND
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the Village Council desires to retain the recreational management services of
Key Biscayne Soccer Club, Inc., a Florida corporation (the "Consultant"), for the administration of
a Youth Soccer Program for Village residents; and
WHEREAS, the Village Council finds that approval of the Agreement for Recreational
Management Services between Consultant and the Village attached hereto as Exhibit "A" is in the
best interest of the Village.
NOW, THEREFORE, IT IS HEREBY RESOLVED BY THE VILLAGE COUNCIL
OF THE VILLAGE OF KEY BISCAYNE, FLORIDA, AS FOLLOWS:
Section 1. Recitals Adopted. That each of the recitals stated above is hereby adopted
and confirmed.
Section 2. Agreement Approved. That the certain Agreement for Recreational
Management Services between the Village of Key Biscayne and Key Biscayne Soccer Club, Inc., a
Florida corporation (the "Agreement"), in substantially the form attached hereto as Exhibit "A", is
hereby approved, and the Village Manager and Village Clerk are authorized, in their respective
capacities, to execute the Agreement on behalf of the Village, once approved by the Village Attorney
as to form and legal sufficiency.
Section 3. Implementation. That the Village Manager and Village Attorney are hereby
authorized to take any necessary action to implement the purposes of this Resolution and the
Agreement.
Section 4. Effective Date. That this Resolution shall be effective immediately upon
adoption hereof.
PASSED AND ADOPTED this 8th day of June, 2010.
eii.s:
MAYOR ROBERT L. VERNON
ATT
ioill'
NCHITA H. ALVAREZ, MMC, VILLAGE CLE
APPROVED AS TO FORM AND LEGAL SUFFICIE
C:\OFFICE\WPWIN\RESO\2010\Resolution -approving soccer provider agreement v2.rtf
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AGREEMENT BETWEEN VILLAGE OF KEY BISCAYNE
AND KEY BISCAYNE SOCCER CLUB, INC. FOR
RECREATIONAL MANAGEMENT SERVICES
IS EEMENT ("Agreement") is entered into with an Effective Date of
, 2010 between the Village of Key Biscayne, a Florida municipal
corporation (VILLAGE), and Key Biscayne Soccer Club, Inc., a Florida corporation
(CONTRACTOR).
WHEREAS, the VILLAGE desires to retain the professional services of
CONTRACTOR to provide recreational management services; and
WHEREAS, the CONTRACTOR desires to provide recreational management
services to the VILLAGE and its residents.
1.1
ARTICLE 1
SCOPE OF SERVICES
CONTRACTOR shall provide recreational management services and oversight
for the Village of Key Biscayne youth soccer program, activities, events leagues and
services, including the intramural/recreational program and travel program (the
"Program"). Contractor shall be prepared to provide for appropriate levels of skill
development and training for children ranging in ages from three (3) to
seventeen (17) years old in accordance with all existing and future rules,
regulations, and procedures relating to the usage of the VILLAGE facilities.
1.2 CONTRACTOR shall conduct soccer related recreational and educational
programs, games, practices, activities, events, leagues, and services (the
"Program Events") as assigned by the Village Manager, or his designee, in a
professional, careful and responsible manner with due regard for the safety of
the participants and others, during normal operating hours. Such Program Events
shall be provided by CONTRACTOR during the regular soccer season, as
established by the VILLAGE.
1.3 CONTRACTOR shall be solely responsible for providing and
compensating all coaches, instructors, counselors and officials and other
personnel costs associated with the Program, or as required by the
VILLAGE, in its sole discretion.
1.4 CONTRACTOR shall ensure that a minimum of one (1) coach at each
Program Event shall be First Aid and CPR certified.
1.5 CONTRACTOR shall provide all practices, games and exhibition schedules
necessary for the successful operation of the Program, as directed by the Park
and Recreation Director and/or his designee (the "Director"), in his sole
discretion. The Director shall authorize each activity, league, or program prior
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to planning and registration and approve all schedules prior to the VILLAGE
conducting registration. Thirty (30) days prior to the start of the soccer season,
but in no event later than August 1, 2010, CONTRACTOR shall provide the
Director with a proposed detailed schedule of Program Events (the "Schedule")
for approval, and the Director shall have the right to require that the
CONTRACTOR modify such schedule as determined by the VILLAGE in its sole
discretion. Such Schedule shall include the time, location, Facility, personnel,
and such other information as shall be requested by the Director. The Director
shall have the right to make any changes he desires to the Schedule and to
determine when and where Program Events actually take place. CONTRACTOR
shall conduct and manage all Program Events, leagues, and services as directed
by the Director, in his sole discretion. In the event the CONTRACTOR desires to
make changes to the Schedule, such changes must be approved by the Director.
Once approved by the Director, the Schedule shall be incorporated and made a
part of this Agreement.
1.6 CONTRACTOR shall collect and maintain player evaluation forms for all travel
program participants. CONTRACTOR shall make all forms available to the
VILLAGE upon request.
1.7 CONTRACTOR shall make provisions for the acceptance of participants
with special needs and scholarship participants, as determined by the
VILLAGE on an individual basis.
1.8 CONTRACTOR shall provide that all coaches involved in the travel program
shall meet the Florida Youth Soccer Association (FYSA) coaching requirements
and certification. VILLAGE shall provide FYSA classes for the coaches. All fees
shall be paid by the coach.
1.9 CONTRACTOR shall purchase, at its own expense, the items the
CONTRACTOR is required to purchase pursuant to Section 2.4 hereof, and shall
advise the Director if the CONTRACTOR believes the VILLAGE should purchase
any additional, new, or replacement equipment (such as goals and corner flags)
required to prepare the Facilities for soccer activities. The Village shall approve
all equipment or items purchased for the Program.
1.10 CONTRACTOR shall provide VILLAGE with any special maintenance
requirements with at least five (5) business days prior notice.
1.11 CONTRACTOR shall actively supervise the daily operation of all programs,
activities, events, leagues, and services of the Program, and
CONTRACTOR shall provide a minimum of one (1) employee on each site during
all activities.
1.12 It is recommended that CONTRACTOR assign one (1) coach per travel team, but
shall not exceed two (2) travel teams per coach. For teams playing 6 v. 6, the
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team roster shall not exceed ten (10) players per coach. For teams playing 8 v.
8, the team roster shall not exceed twelve (12) players per coach. For teams
playing 11 v. 11, the team roster shall not exceed sixteen (16) players per coach
1.13 Subject to the prior approval of the Director, the CONTRACTOR shall be
responsible for the purchasing and printing of all uniforms for Program
participants, including the intramural/recreational and travel uniforms, which shall
include a jersey, shorts, socks, etc.
1.14 CONTRACTOR shall ensure that all travel teams within the Program abide by
the 70% rule as approved by the VILLAGE, which stipulates that 70% of the team
roster must be Key Biscayne residents.
1.15 CONTRACTOR shall have the final team rosters no later than two (2) weeks
prior to the team declaration meeting and submit same to the VILLAGE.
CONTRACTOR will adhere to the rosters they have created and will not be
permitted to add or remove players from said rosters unless approved by the
Director. CONTRACTOR will not add players after the registration deadline has
passed, unless approved by the Director and the additional players are needed
to complete a team.
1.16 CONTRACTOR is required to arrange all game changes directly with the
opposing team. These changes must be submitted to the Director no later than
five (5) business days prior to said game.
1.17 CONTRACTOR is required to give the VILLAGE one (1) week's notice prior to
the date of a game when requesting a guest player. CONTRACTOR is permitted
to request non -Key Biscayne resident players for guest play as long as the team
meets the 70% rule.
1.18 CONTRACTOR recognizes that the Facilities shall be available for
general public use at anytime, except for Program Events, or as otherwise
authorized by the Director. CONTRACTOR may not use the Facilities at any
other times without the prior approval of the Director.
1.19 CONTRACTOR shall be responsible for enforcing compliance with the
approved rules and code of conduct for all leagues and programs. The
VILLAGE reserves the right to enact other rules, if necessary, at its sole
discretion.
1.20 Thirty (30) days prior to the start of any activities under the Program,
CONTRACTOR shall provide the VILLAGE with the names and all information
necessary to perform background screening for all coaches, instructors,
officials, counselors and volunteers that will participate in the Program.
VILLAGE shall perform background screening of all such coaches, instructors,
officials, counselors and volunteers, including a criminal background check.
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CONTRACTOR shall ensure that all coaches, instructors, officials, counselors
and volunteers meet and maintain legal working status prior to participating in
the Program. VILLAGE reserves the right to suspend, bar, or expel any
employee, coach, official, volunteer, counselor, or instructor for any reason,
at its sole discretion, without recourse from the subject person or the
CONTRACTOR. Should any additional coaches, instructors, officials, counselors
and volunteers be needed or required once the Program has commenced and
during the soccer season, CONTRACTOR shall provide VILLAGE, at least five
(5) business days prior to start of such person participating in the Program, with
the names and all information necessary to perform background screening for
such coaches, instructors, officials, counselors and volunteers that will
participate in the Program
1.21 VILLAGE will be responsible for registration of Program participants, including
intramural/recreational and travel teams, in accordance with the SFYSA.
ARTICLE 2
PROGRAM FACILITIES AND EQUIPMENT
2.1 VILLAGE shall permit CONTRACTOR to conduct the Program outlined in this
Agreement on certain designated properties within the VILLAGE. The
designated areas for the Program to utilize are the Village Green, Key Biscayne
Community School, Crandon Park and St. Agnes field (each a "Facility" and
collectively, the "Facilities"). CONTRACTOR shall be the sole soccer provider
for all pre, post, and regular season programs.
2.2 VILLAGE shall be responsible for reserving the Facilities for the dates and times
specified in the Schedule. CONTRACTOR shall provide the VILLAGE with the
Schedule and the VILLAGE will make all reasonable efforts to schedule the
fields.
2.3 CONTRACTOR shall return the Facilities to their original condition
following the completion of each Program Event. CONTRACTOR must lock all
goals and secure all equipment at the conclusion of daily use for Program
Events.
2.4 CONTRACTOR shall provide at its expense all equipment necessary for
the Program including, soccer balls, cones, and uniforms. VILLAGE shall
approve all uniforms prior to purchase and order. VILLAGE will provide goals,
nets, and corner flags.
2.5 VILLAGE shall ensure that the playing fields are lined in accordance to league
specifications and when needed lights should be on one (1) hour before a
scheduled game and 15 minutes before a scheduled practice.
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ARTICLE 3
TERM OF AGREEMENT
This Agreement shall remain in full force and effect for a period of one (1) year
commencing on the day of execution and may be extended for three (3) additional one
(1) year terms, at the discretion of the VILLAGE, acting by and through the Village
Manager.
ARTICLE 4
FEES AND COMPENSATION
4.1 The CONTRACTOR shall be compensated by the VILLAGE from fees
established and collected by the VILLAGE, payable from participants or teams
participating in the Program, and as set forth in the Payment Schedule
attached hereto as Exhibit "A." All fees shall be approved by the VILLAGE
Manager, and CONTRACTOR shall not alter existing fees, or introduce
any new fees without the written approval of the Village Manager.
CONTRACTOR shall be paid 100% of all revenues derived from the
Program managed by CONTRACTOR hereunder. Said payments shall be due
and payable to CONTRACTOR as provided in the Payment Schedule
attached hereto as Exhibit "A".
4.2 CONTRACTOR shall not charge any participant for any other fees or
services during the regular soccer season not contained in this Agreement.
4.3 All items sold by CONTRACTOR and the pricing of items shall be approved by
the Director prior to the CONTRACTOR offering any items for sale.
4.4 CONTRACTOR shall keep all books and league lists/rosters in accordance
with standard accounting procedures, and shall make them available to the
VILLAGE for inspection and audit at all times.
4.5 CONTRACTOR may solicit sponsors for the Program. Sponsors shall not
be solicited without the express written consent of the Director. All sponsorship
fees shall be collected and payable as set forth in the Payment Schedule
attached hereto as Exhibit "A."
4.6 In the event of a deficit resulting from insufficient fees collected by the Village for
the Program, the VILLAGE's financial contribution to the operation of the
Program under this Agreement shall not exceed $10,000.00. Any financial
contribution to the CONTRACTOR for the Program shall be approved by the
VILLAGE Manager before any cost is incurred.
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ARTICLE 5
TERMINATION OF AGREEMENT
This Agreement may be terminated by the VILLAGE upon fifteen (15) days written
notice to the CONTRACTOR, at VILLAGE'S sole discretion. In the event of termination
by the VILLAGE, the CONTRACTOR shall not be entitled to any
compensation other than that earned prior to and during the notice period. The Village
Manager shall act for the VILLAGE hereunder.
ARTICLE 6
INDEPENDENT CONTRACTOR
CONTRACTOR has control over the means and methods by which it performs the
services set forth in this Agreement. CONTRACTOR, its employees and agents, shall be
deemed independent contractors and not agents or employees of the VILLAGE, and
shall not attain any rights or benefits generally afforded Village employees; further,
CONTRACTOR, its employees and agents, shall not be deemed entitled to the
VILLAGE'S worker's compensation, insurance benefits or similar laws.
ARTICLE 7
INDEMNIFICATION CLAUSE
CONTRACTOR agrees to defend, indemnify and hold harmless the VILLAGE and
VILLAGE'S agents, officers, and employees from and against any and all claims,
suits, damages, liabilities or causes of action arising during the term of this
Agreement, arising out of, related to, or in any way connected with the performance
or non-performance of any provision of this Agreement required of the
CONTRACTOR, including personal injury, loss of life or damage to property and
from and against any orders, judgments or decrees which may be entered, and from
and against all costs, attorney's fees, and expenses incurred in and about the defense of
any such claim and the investigation thereof, regardless of the negligence of VILLAGE or
VILLAGE'S agents, officers, and employees.
ARTICLE 8
INSURANCE
8.1 CONTRACTOR shall provide, pay for, and maintain in force at all times during
the period of this Agreement, a Comprehensive General Liability Insurance
Policy with minimum bodily injury coverage of $1,000,000.00 (one million
dollars) and $200,000.00 (two hundred thousand dollars) property damage
liability.
8.2 CONTRACTOR shall secure workers compensation insurance in the
amount required by Florida Statutes for all employees to the extent required
for compliance with the "Workers' Compensation Law" (Ch. 440, F.S. ) of the
State of Florida and any applicable federal laws.
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8.3 CONTRACTOR shall secure a Business Automobile Liability Policy with a
minimum coverage of One Million Dollars (1,000,000.00) per occurrence
combined single limit for Bodily Injury Liability and Property Damage Liability.
8.4 VILLAGE shall be named, as an additional insured on all insurance
policies the CONTRACTOR is required to provide, except for any
applicable Workers Compensation insurance.
ARTICLE 9
MISCELLANEOUS
9.1 CONTRACTOR shall, without additional expenses to the VILLAGE be
responsible for obtaining any necessary licenses and for complying with any
applicable federal, state, county, and municipal laws, ordinances, and
regulations in connection with the performance of the services specified
herein. CONTRACTOR shall take proper safety and health precautions,
including the employment of needed assistance, to protect participants, the
VILLAGE, the public and property of others. CONTRACTOR shall be
responsible for all service performed or required to be performed pursuant to
this Agreement.
9.2 The CONTRACTOR shall not promote any privately owned business in
a VILLAGE Facility or park facility or solicit any participant in a VILLAGE park
for any privately owned business. It is further understood that such action(s)
may result in immediate termination of the Agreement and the forfeiture of all
compensation due to the CONTRACTOR.
9.3 CONTRACTOR shall meet with the Director or designee, and shall attend all
meetings as required.
9.4 No modification, amendment, or alteration of the terms and conditions
contained in this Agreement shall be effective unless contained in a written
document executed with the same formality and equal dignity herewith.
9.5 This Agreement is non -transferable or assignable, and
CONTRACTOR agrees not to transfer or assign the performance of services
called or in the Agreement.
9.6 This Agreement sets forth the full and complete understanding of the Parties
as of the effective date, and supersedes any and all negotiations, agreements,
and representations made or dated prior to this Agreement.
9.7 This Agreement may be executed in several counterparts, each of which shall be
deemed an original and such counterparts shall constitute one and the same
instrument.
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9.8 If any term or provision of this Agreement shall to any extent be held invalid or
unenforceable, the remainder of this Agreement shall not be affected thereby,
and each remaining term and provision of this Agreement shall be valid and be
enforceable to the fullest extent permitted by law.
9.9 The failure of either party to this Agreement to object to or to take affirmative
action with respect to any conduct of the other which is in violation of the terms
of this Agreement shall not be construed as a waiver of the violation or breach,
or of any future violation, breach or wrongful conduct.
9.10 In the event of any litigation arising out of this Agreement, the prevailing party
shall be entitled to recover its attorneys' fees and costs, including the fees and
expenses of any paralegals, law clerks and legal assistants, and including fees
and expenses charged for representation at both the trial and appellate levels.
8.11 In the event of any litigation arising out of this Agreement, each party hereby
knowingly, irrevocably, voluntarily and intentionally waives its right to trial by
jury.
8.12 Any notices required by this Agreement shall be in writing and shall be deemed
to have been properly given if transmitted by hand -delivery, by registered or
certified mail with postage prepaid return receipt requested, or by a private
postal service, addressed to the parties (or their successors) at the following
addresses:
For the Village:
With a copy to:
Genaro "Chip" Iglesias
Village Manager
The Village of Key Biscayne
88 West McIntyre Street
Key Biscayne, FL 33149
Stephen J. Helfman, Esq.
Village Attorney
Weiss Serota Helfman Pastoriza Cole & Boniske, P.L.
2525 Ponce de Leon Blvd.
Coral Gables, Florida 33134
For The Contractor: Jose J. Lopez
Key Biscayne Soccer Club, Inc.
330 West Enid Drive
Key Biscayne, Florida 33149
THE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK
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IN WITNESS THEREOF, the parties hereto have made and executed this
Agreement on the dates set forth below their signatures.
VILLAGE:
Village of K-/ Biscayne, : Florida mu m icipal
corporatio
By:
Name: Genaro " Chip was
Title: Village Manage
Date Executed: e/ , 2010
ATT T:
Village Clerk
.,g),;/efe
ita H. Alvarez
APPROVED AS TO FORM AND LEGAL
SUFFICIENCY:
Village Attorney
CONTRACTOR:
KEY BISCYANE SOCCER CLUB, INC.,
a Florida rporation
By:
Name: JosAJ. L
Title: i rz L, •
>ez
Date Executed: , 2010
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Exhibit "A"
Payment Schedule
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September
30%
30%
October
20%
50%
November
15%
65%
December
10%
75%
January
15%
90%
February
10%
100%
Terms
The payment will be provided to the contractor within five business days of the first day of each month