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AGREEMENT TO PROVED VISITOR INFORMATION SERVICIES AT THE VISITORS CENTER AT THE CLEARWATER MARINA ~. I I AGREEMENT ~ This Agreement is made and entered into this {~ day of ~,~ h.n. ,1999, between the City of Clearwater, hereinafter referred to as the City, and Clearwater Beach Chamber of Commerce, Inc. hereinafter referred to as the Agency. WHEREAS, the City desires to provide visitor information services at the Visitor's Center at the Clearwater Marina; and WHEREAS, the Agency has established programs that provide information services for Clearwater Beach; and NOW, THEREFORE, the parties agree as follows: ARTICLE I. TERM The term of this agreement shall be for a period of 9 months commencing on January 1, 2000 and continuing through September 30, 2000 (the Termination Date) unless earlier terminated under the terms of this agreement. This Agreement can be extended by the mutual written agreement of both parties. ARTICLE II. RESPONSIBILITIES OF THE AGENCY 1. Services to be Provided: The Agency shall provide at a minimum the services described in Exhibit "A. II 2. Area to be Served: Services rendered through this agreement shall be provided within the limits of Clearwater Beach. 3. Use of Clearwater Marina Visitor's Center: a) No Illegal Use. The Agency promises and agrees that they will make no unlawful, improper or offensive use of the premises. Further, the Agency understands and agrees that this provision specifically prohibits, among other acts, the sale, consumption or use of alcoholic beverages or controlled substances. b) Rules for Use. Rules and regulations governing the use of the premises by the Clearwater Marina must be followed by the Agency. c) Inspection by City. The Agency understands and agrees that the premises may be entered and inspected at any time by the City's officers, agents and employees. A1 ( 1- _" C... .' /. .~./ ". -" .,,"- ---, , '--.-".,-<" ---- (j) I I d) General Adherence to City Ordinances. Notwithstanding any limitations implied by the provisions above, the Agency promises to observe all City rules and ordinances. 4. Maintenance of the Premises by the Agency. (a) Maintenance. The Agency shall maintain the premises and adjacent areas used by the Agency in a clean and orderly condition. (b) Repair of Damage. The Agency understands and agrees that it is responsible for and will cause to be repaired at the Agency's expense damage to the premises. 5. Payment for all operating expenses: The Agency is responsible to pay all operating expenses normally paid for by tenants of the Clearwater Marina except as described in Exhibit "A". 6. Payment of Fees and Taxes. The Agency shall obtain all required licenses at its own expense and shall pay all required taxes necessary to the Agency's operation. 7. Scheduled Reports of Agency Activities: The Agency shall furnish the City Manager with a monthly report of activities conducted under the provisions of this agreement. Each report is to identify the number of clients served, the costs of such service, and commentary on the viability, effectiveness, and trends affecting the visitor center program. The City may request additional reports if desired to monitor annual objectives set by the Agency. 8. Use and Disposition of Funds Received: Funds received by the Agency from the City shall be used to pay for the above services as further described in the proposal submitted by the Agency to the City. (Exhibit "A") Funds existing and not used for this purpose at the end of this agreement term shall be deemed excess to the intended purpose and shall be returned to the City. 9. Creation, Use, and Maintenance of Financial Records: a) Creation of Records: Agency shall create and maintain financial and accounting records, books, documents, policies, practices, procedures and any information necessary to reflect fully the financial activities of the Agency. Such records shall be available and accessible at all times for inspection, review, or audit by authorized City representatives. b) Use of Records: Agency shall produce such reports and audits as required by the City to document the proper and prudent stewardship and use of the monies received through this agreement. 2 ,n() I I c) Maintenance of Records: All records created hereby are to be retained and maintained for a period not less than one (1) year. 10. Nondiscrimination: Agency agrees that no person shall, on the grounds of race, sex, handicap, national origin, religion, martial status or political belief, be excluded from participation in, denied the benefit(s) of, or be otherwise discriminated against as an employee, volunteer, or client of the provider. 11. Liability and Indemnification: The Agency shall act as an independent contractor in the performance of this agreement. The Agency agrees to assume the risks of providing the services as provided for in this agreement. Each party to this agreement agrees to be fully responsible for its own real and personal property, and for its negligence, and the negligence of its employees, volunteers, and agents. 12. Insurance: Neither party to this agreement shall be responsible for providing any insurance coverage to the other party. Each party shall purchase and provide insurance coverage as it deems necessary to perform its contractual obligations under this agreement. Each party shall be responsible for defending a claim made against it by a third party. Should a claim be asserted against a party to this agreement, that party will be responsible for its own defense of the claim and it will notify the other party so the other party can take the action it deems necessary to protect its interests. ARTICLE III. RESPONSIBILITIES OF THE CITY 1. Grant of Funds. The City, for the 1999/2000 budget year, agrees to provide $25,000.00 to the Agency to assist in funding Agency activities and expenses as identified in Exhibit "A". 2. Payments: The total amount of this grant will be paid by the City to the Agency on a quarterly basis. ARTICLE IV. DISCLAIMER OF WARRANTIES This Agreement constitutes the entire Agreement of the parties on the subject hereof and may not be changed, modified, or discharged except by written Amendment duly executed by both parties. No representations or warranties by either party shall be binding unless expressed herein or in a duly executed Amendment hereof. ARTICLE V. TERMINATION 1. For Cause: Failure to adhere to any of the provisions of this agreement as determined by the City shall constitute cause for termination. This agreement may by terminated with 10 days written notice without any further obligation by City. 3 .J)() . . I I 2. For Municipal Purpose: The City may terminate for any municipal purpose by giving 30 days written notice to Agency 3. Disposition of Fund Monies: In the event of termination for any reason, monies made available to the Agency but not expended in accordance with this agreement shall be returned to the City. ARTICLE VI. NOTICE Any notice required or permitted to be given by the provisions of this agreement shall be conclusively deemed to have been received by a party hereto on the date it is hand- delivered to such party at the address indicated below (or at such other address as such party shall specify to the other party in writing), or if sent by registered or certified mail (postage prepaid), on the fifth (5th) business day after the day on which such notice is mailed and properly addressed. 1. If to City, addressed to City Manager, City of Clearwater, P. O. Box 4748, Clearwater, Florida 33758-4748 2. If to Agency, addressed to President, Clearwater Beach Chamber of Commerce, Inc., 100 Coronado Drive, Clearwater Beach, Florida 33767. CLEARWATER OF COMMERC CITY 0 CLEARWATER, FLORIDA By. Print Name: President ~:L;J ~L -----Print Name: :5he..iJa- C1JJe- Secretsry CeO By: Michael J. Roberto City Manager ~~ Brian J. Aung Mayor-Commissioner ATTEST: Approved as to form: ~~ n Carassas Assistant City Attorney ~ 4 ,of) ~ I II EXHIBIT "A" · The Visitor Information Center will serve as the Clearwater Beach Visitor Information Center. The Clearwater Beach Chamber of Commerce will be the City's agent in all matters pertaining to the Beach Visitor Information Center. · Current space in the Clearwater Marina will be provided to the Visitor Center rent- free and shall be open Monday through Saturday, 9:00 a.m. - 5:00 p.m., Sunday 1 :00 p.m. - 5:00 p.m., and closed Christmas Day, New Year's Day, and Thanksgiving Day. · Payroll, scheduling, and maintaining employees will become the responsibility of the Clearwater Beach Chamber of Commerce. · The City will donate the current desk and chair to the Beach Chamber of Commerce for use in the Visitor Center. The Chamber will provide all needed supplies, materials, future furniture, signage, and other furnishings for the Visitor Center. · The City will continue to provide the phone service through the Marina. Long- distance charges will be paid by the Chamber to the Marine Department. · The City will notify the current employees that they will no longer be city employees and will, with approval of the Beach Chamber, become Chamber employees. · The Clearwater Beach Chamber of Commerce will maintain a separate account for the Visitor Information Center and will provide an accounting of the expenditure of funds to the City Manager. · The Clearwater Beach Chamber of Commerce will provide monthly reports to the City Manager of the number of visitors and type of questions answered. · Clearwater Beach Chamber of Commerce may purchase City shirts at cost. 5 (JO