OPERATIONAL SUPPORT AGREEMENTAGREEMENT
This Operational Support Agreement is made and entered into between the City of
Clearwater, a municipal corporation of the State of Florida, whose address is: Attention:
Parks and Recreation Director, Post Office Box 4748, Clearwater, FL 33758 -4748,
hereinafter referred to as the City, and University of South Florida, Department of
Athletics, whose address is 4202 E. Fowler Avenue, ATH 100, Tampa, FL 33620,
hereinafter referred to as USF.
WHEREAS, the City owns the E.C. Moore Softball Complex, located at 3050, 2994 and
2780 Drew Street, Clearwater, FL, hereinafter referred to as ECM; and
WHEREAS, the City desires to continue offering quality programs and tournaments at
ECM to benefit the community; and
WHEREAS, the City and USF have partnered in past years to produce high level
college tournaments, events and camps; and
WHEREAS, the City and USF want to formalize and solidify their relationship for future
events, and provide for the roles of each in producing such tournaments, events and
camps; and
NOW, THEREFORE, the parties agree as follows:
ARTICLE I. TERM
The term of this Agreement shall be for a period of five (5) years, commencing on the
1st day of June, 2014 and continuing through the 31st day of May, 2019 (the
Termination Date) unless earlier terminated under the terms of this Agreement.
ARTICLE II. RESPONSIBILITIES OF USF
1. Services to be provided:
Tournaments: USF's primary goal is to act as Tournament Director for college softball
tournaments by coordinating and managing the use of ECM, in accordance with all
N.C.A.A. rules for collegiate based softball tournaments, including but not limited to, set
up and supervision of the sites for three annual tournaments during the first three
weekends of March each year. A weekend is defined as Friday through Sunday
(inclusive). Each tournament will consist of 20 - 28 Division 1 teams recruited by USF.
Items /tasks associated with this goal include the following:
a. Coordinate and secure all staff necessary to perform all functions of the
Tournament Director at all complexes.
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b. Coordinate all team practices and non - tournament game play while teams are in
town for one of the three tournaments, with the prior approval of the City.
(1) Assist the City with the recruitment and training of all event volunteers.
(2) Consult and assist with marketing materials, i.e. programs, tournament
boards, social media material.
(3) Serve as point of contact for the collegiate team participants prior to the event
for all three collegiate events.
c. Provide all refreshment products (including water, sports drinks, soft drinks, etc.)
for tournament staff and officials, at USF's expense.
d. Provide the following personnel: Communications and tournament support staff
for all tournaments and during tournament games.
e. Ensure that all participating teams are staying at the host hotel partners and /or
that USF will be responsible to collect a $2,000.00 fine /penalty from participants
which are non - compliant by staying at a non - sponsor /host hotel and submit any
fines to the City for accounting purposes.
f. Provide staff to announce all of the USF games in Clearwater.
g.
Provide promotional give -a -ways for groups such as the Softball Buddies and
First Pitch Selections.
h. Serve as a liaison with participating team's coaches during the events.
i. Secure hotel partners and assess, collect, and distribute to the City all room
rebates from partners the minimum equivalent of $2,500 per partner property.
Camps: Operate an annual holiday softball camp the second weekend of
December of each year of this agreement at fields 1 - 4.
k. Provide balls for all tournament games.
I. Guarantee minimum of two (2) USF games each weekend.
2. Use of ECM facilities:
a. For tournament play use of batting tunnel, fields 1 - 4, 8 - 9, and office space.
USF will have exclusive use of the east and west batting tunnels and office at all
times during a tournament as well as bullpens. Use of fields 8 and 9 are to be
coordinated with City athletic staff in order to facilitate co- sponsored and City
related use of the facility. Use will not be unreasonably withheld by the City.
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b. For camp usage USF will have exclusive use of fields 1 - 4.
c. No Illegal Use. USF promises and agrees that they will make or allow no
unlawful, improper or offensive use of the premises. Further, USF understands
and agrees that this provision specifically prohibits, among other acts, the sale,
consumption or use of alcoholic beverages or controlled substances anywhere
in, on or around ECM and those adjacent areas used by USF.
d. Rules for Use. Rules and regulations governing the use of ECM for the
programs as outlined in Section 1 of Article II may be established by USF,
providing they are not in conflict or inconsistent with the ordinances, policies or
operating rules of the City or of this Agreement. Use of ECM shall be limited to
those uses expressly provided for herein.
e. Inspection by the City. USF understands and agrees the ECM may be entered
and inspected at any time by the City's officers, agents and employees.
f. General Adherence to City Ordinances; Laws. Notwithstanding any limitations
implied by the provisions above, USF promises to observe all City ordinances
and other applicable law.
g.
Signage. USF may place identification signs in ECM, according to City codes
with approval from the City, as USF's expense.
h. City Used Co- Sponsored Groups. During the duration of the tournaments, City
use, including co- sponsor group use, will be curtailed and only allowed if
approved by USF and the City, jointly.
i. Equipment. Training equipment (i.e. pitching machines, batting tees, etc.)
provided by the City may be available to USF for tournament use, upon approval
of the City. USF will be responsible for any damage and repair /replacement of
equipment. In no case will they be permitted to use any unauthorized equipment.
j.
This Agreement, any part thereof or any interest therein, shall not be assigned or
transferred by USF without the express written consent of the City which shall not
be unreasonably withheld. Any assignee, as provided for herein, shall be subject to
all terms and conditions of the agreement as originally executed unless otherwise
modified by the City, in its sole discretion, at the time of assignment. USF's failure
to obtain City's written consent to any assignment or transfer shall render such
agreement null and void.
3. Maintenance of the Premises by USF:
USF will assist the City where and when possible in maintaining the areas used by USF
in a clean and orderly condition.
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4. Payment of Fees:
a. Entry fees for the tournament will be established and collected by USF and
remitted to the City no later than three (3) days after the last tournament of each
year.
b. Any penalty fees as outlined in 1 e will be remitted to the City no later than thirty
(30) days after each tournament.
c. All hotel partner rebates will be remitted to the City no later than three (3) days
after the last tournament of each year.
5. Scheduled Reports of Agency Activities:
a. USF shall furnish the City Parks and Recreation Department with a report of
activities conducted under the provisions of this Agreement within sixty (60) days
of the end of the last tournament. Each report is to identify the number of teams
participating, the economic impact of the tournaments, evaluations from
participants, etc.
b. USF agrees to submit progress reports and other information in such format and
at such times as may be prescribed by the City, and to cooperate in meetings
and site visits.
6. Creation, Use and Maintenance of Financial Records:
a. Creation of Records. USF shall create and maintain financial and accounting
records, books, documents, policies, practices, procedures and any information
necessary to reflect fully the financial activities of USF. Such records shall be
available and accessible at all times for inspection, review, or audit by authorized
City representatives.
b. Use of Records. USF shall produce such reports and analyses that may be
required by the City to document the proper and prudent stewardship and use of
the facilities.
c. Maintenance of Records. All records created hereby are to be retained and
maintained for a period not less than five (5) years, or as otherwise required by
law.
d. Public records disclosure. In addition to all other contract requirements as
provided by law, the contractor executing this agreement agrees to comply with
public records law specifically to:
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(1) Keep and maintain public records that ordinarily and necessarily would be
required by the public agency in order to perform the service being provided by
the contractor hereunder.
(2) Provide the public with access to public records on the same terms and
conditions that the public agency would provide the records and at a cost that
does not exceed the cost provided for in Chapter 119, Florida Statutes, as may
be amended from time to time, or as otherwise provided by law.
(3) Ensure that the public records that are exempt or confidential and exempt
from public records disclosure requirements are not disclosed except as
authorized by law.
(4) Meet all requirements for retaining public records and transfer, at no cost, to
the public agency all public records in possession of the contractor upon
termination of the contract and destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure
requirements. All records stored electronically must be provided to the public
agency in a format that is compatible with the information technology systems of
the public agency.
(5) The contractor hereby acknowledges and agrees that if the contractor does
not comply with a public records request, the public agency shall enforce the
contract provisions in accordance with the contract.
7. Non - discrimination: Notwithstanding any other provisions of this Agreement during
the term of this Agreement, USF for itself, agents and representatives, as part of the
consideration for this Agreement, does covenant and agree that:
a. Non - discrimination. USF agrees that no persons shall, on the grounds of race,
sex, handicap, national origin, religion, marital 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 USF. USF agrees
to maintain access to handicapped persons as required by law.
b. Inclusion in Subcontracts. USF agrees to include the requirement to adhere to
Title VI and Title VII of the Civil Rights Act of 1964 in all approved sub - contracts.
c. Breach of Non - discrimination Covenants. In the event of conclusive evidence of
a breach of any of the above non - discrimination covenants, the City shall have
the right to terminate this Agreement.
8. Publicizing of City Support: USF agrees to utilize every reasonable opportunity to
publicize the support received from City. USF further agrees to supply City, up to three
copies of any publication developed in connection with implementation of the
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tournaments addressed by this Agreement. Such publications will state that the
tournaments are supported by City.
9. Liability and Indemnification: Solely to the extent allowed and as limited by the
sovereign immunity afforded to it by Florida law, USF agrees to assume all risks
providing the program activities and services herein agreed and all liability therefore,
and shall defend, indemnify, and hold harmless the City, its officers, agents, and
employees from and against any and all claims of loss, liability, and damages of
whatever nature, to persons and property, including, without limiting the generality of the
foregoing, death of any person and loss of the use of any property, except claims
arising from the negligence or willful misconduct of the City or City's agents or
employees. This includes, but is not limited to matters arising out of or claimed to have
been caused by or in any manner related to USF's use of the facility, activities or those
of any approved or unapproved invitee, contractor, subcontractor, or other person
approved, authorized, or permitted by the Agency in or about its premises whether or
not based on negligence. This paragraph shall survive expiration or termination if this
Agreement.
10. Insurance: USF is a self- insured, sovereign entity of the State of Florida, and its
self- insurance limitations are provided by law. USF is provided with comprehensive
general liability insurance through the State Risk Management Trust Fund with limits of
coverage up to a maximum of $200,000 per person and $300,000 in the aggregate per
occurrence, pursuant to the terms and limitations of Sections 768.28, Florida Statutes
and Chapter 284, Part II, Florida Statutes, or as amended from time to time. Property
Insurance for property owned and titled by Lessee is also provided and maintained by
the State Risk Management Trust Fund in coverage amounts established thereby. USF
does not have the ability or authority to name third parties as additional insured parties.
USF will provided evidence of such coverage upon request from the City.
ARTICLE III. RESPONSIBILITIES OF CITY
1. Services to be provided:
The City's primary goal is to serve as host and facility operator for all of the
tournaments. Items associated with this goal include the following:
a. The City, as part of hosting the tournaments, will provide the following facilities
and services with such directly attributed and related costs ( "Tournament Costs ")
being reimbursed or retained from the tournaments proceeds:
(1) The venue being Eddie C. Moore Complex
(2) Field preparation services for all games to first -class NCAA Division
standards
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(3) Field preparation services for all camp activities
(4) Infrastructure set up for all support areas
(5) Coordination of facility layout and operations
(6) Electric and water services
(7) On -site event staff
(8) Marketing services as agreed by both parties
(9) Coordination and recruitment of event volunteers
(10) Securing of NCAA approved umpires (3) for each game
(11) Provide and prepare field for mid -week games of tournament participants
coordinated by USF
b. The City will also arrange for police, security, paramedics, solid waste services,
park clean -up, restrooms, tents and day long on -site hospitality for media and
coaches. Proceeds from the tournaments will pay for these costs in similar
means as those outlined above under Section (a) and shall be included in the
definition of Tournament Costs.
c. The City will be responsible for financial management and accounting for the
tournaments by collecting all the following revenues generated from the
tournaments including entry fees (either directly from tournament participants or
as a pass- through from USF when such entry fees are collected initially by USF),
sponsor fees, admission /ticket fees, concession fees, hotel revenue, etc. and by
paying for all expenses of the tournaments. The City will provide USF with a
financial report within ninety (90) days of the conclusion of the events outlining
any and all revenues and expenses which are taken into consideration when
calculating payments made from the City to USF under Section d.
d. The City will pay USF:
(1) A fixed guaranteed amount of Twelve Thousand Five Hundred Dollars
($12,500.00) per year.
(2) Three percent (3 %) of the ticketed revenue over and above the expenses for
the tournaments.
(3) Fifty percent (50 %) of all the hotel revenue from the hotel event sponsors.
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(4) A fixed guaranteed amount for the term of this Agreement of Ten Thousand
Dollars ($10,000) payable to South Florida Fast Pitch Softball Camps, Inc.
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 be
terminated with thirty (30) days written notice without any further obligation by City.
2. For Municipal Purpose: The City may terminate for any municipal purpose as
determined by the Clearwater City Council at a duly constituted City Council meeting, by
giving ninety (90) days written notice, following which this Agreement shall terminate in
every respect , and both parties shall be relieved of any further obligations hereunder,
except that USF shall be responsible for all monies due and owing hereunder at the
time of such determination, and provisions expressly surviving expiration and
termination.
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 Parks and Recreation Director, P.O. Box 4748, Clearwater,
FL 33758, Attention: Parks and Recreation Director.
2. If to USF, addressed to USF Athletics, Attn: Senior Associate AD /CFO, 4202 E.
Fowler Avenue, ATH100, Tampa, FL 33620.
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Signature page City of Clearwater and University of South Florida
Department of Athletics - EC Moore Softball Complex
ARTICLE VII. EFFECTIVE DATE
The effective date of this Agreement shall be as of the first day of June, 2014.
Countersigned:
cte0 r LC /\Cr t\uco,
George N. Cretekos
Mayor
Approved as to form:
Laura Lipowski Mahony
Assistant City Attorney
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UNIVERSITY OF SOUTH FLORIDA
DEPARTMENT OF ATHLETICS
B
\pproved as to
Form and I eg iI Sullieiene
Colin Nlaiiloux
\IlOfnev - I.IS(
CITY OF CLEARWATER, FLORIDA
By: W
William B. Horne, II
City Manager
Attest:
F�YLa' -i
Rosemarie Call
City Clerk
9