AGREEMENT TO PROVIDE EDUCATIONAL, MOTIVATIONAL AND CULTURAL PROGRAMSAGREEMENT
This Agreement is made and entered into on liiL 1 , 2016, between
the City of Clearwater, a municipal corporation of the S ate of Florida, whose address is
Attn: Parks and Recreation Director, Post Office Box 4748, Clearwater, FL 33758-
4748, as "City ", and Youth Development Initiatives Inc., a Florida Not - For - Profit
Corporation, whose address is 900 North Martin Luther King, Jr. Avenue, Clearwater,
FL 33755, as "YDI" or "Provider" (each individually referred to herein as "Party" or
collectively as the "Parties ").
WHEREAS, it has been determined to be highly desirable and socially
responsible to provide activities to build and foster the confidence, educational, cultural
and social skills and good habits in young people, adults and families; and
WHEREAS, the City desires to provide programs and activities as a means to
help young people, adults and families; and
WHEREAS, the City owns the North Greenwood Aquatics and Recreation
Complex, ( "Center "), located at 900 N. Martin Luther King Jr. Ave., Clearwater, Florida;
and
WHEREAS, YDI desires to partner with the City in providing educational,
motivational and cultural programs (the "Services ", as more particularly described
herein) at the Center by offering programming primarily for school age children, adults
and families; and
NOW, THEREFORE, the parties agree as follows.
1. RECITALS. The foregoing recitals are true and correct and are
incorporated in and form a part of this Agreement.
2. LICENSE. That the City does hereby provide to YDI, a License to enter
upon and operate the Services at the following premises: office space consisting of
approximately 82 square feet within the Center. YDI shall have exclusive use of the
office space. In addition, YDI shall also be permitted use of the Center common
facilities, programming facilities, swimming pool and other services as described herein.
YDI hereby acknowledges and agrees that its use of the facilities and services are non-
exclusive and are subject to use preference as determined by the City in its sole
discretion.
Such property shall hereinafter be referred to as the "Licensed Premises ".
3. TERM. The term of this Agreement shall be for 5 years; which term shall
commence on the 1st day of October, 2016, and shall continue until midnight on the
30th day of September 2021 ( "Initial Term "). This Agreement may be renewed for one
(1) additional five (5) year period, under the terms and conditions provided for herein, if
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mutually agreed to in writing by the Parties. However, nothing in this Agreement shall
be deemed a waiver by the City of its right to cancel or not to renew this Agreement as
otherwise provided herein.
4. LICENSE FEE. License fees are waived.
At the end of each five year term the License Fee will be adjusted to reflect
applicable changes in Licensed Premises use or the cost of operating the facility. This
recalculation will occur no later than July 1st of every 5th year of the rental.
5. CITY IN KIND SERVICES AND USE OF FACILITIES.
a) The City agrees to provide maintenance of all major capital components of
the Licensed Premises including air conditioners, roof, painting, plumbing, and
electrical, as well as all custodial maintenance for the common facilities portion of the
Center to be used by the Provider. In addition, City will provide all utilities necessary for
the operation of the Provider's office.
b) The City shall not make any monetary contributions as a part of this
Agreement.
c) City Programs. The City has the right to run contracted programs or other
programs in the facility as long as they do not unreasonably interfere with the Services
offered by the Provider.
d) City staff will be responsible to coordinate all scheduling for use of the
facility, including YDI programs and Services. The City will manage rentals and special
events that are hosted at the Center by the City.
e) This Agreement and any other agreement associated with the Center will
be managed by the City or City Staff located at the Center.
6. PROGRAMS AND USE OF FACILITY.
a) YDI Services /Programs. YDI shall provide, at a minimum, the following
services:
Conduct educational, cultural and motivational programs at the Center for the
benefit of neighborhood and Clearwater area youth (primarily school age children),
adults, and families. The core programs shall include but not be limited to:
i) Academic counseling and advisement sessions for students.
ii) Follow -up tutoring sessions for students.
iii) Homework assistance for students.
iv) Individual academic assessment meetings for students.
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v) Family meetings to discuss academic success.
vi) Community Outreach to specific organizations, schools, or partner group
program orientations.
b) YDI Employees. YDI agrees to employ staff ( "YDI Staff'), at its expense,
to execute the Services provided in accordance with this Agreement. Such individuals
shall not be considered City employees under any circumstance, including but not
limited to; payroll taxes, worker's compensation, or other liability, and are subject to the
supervision, personnel practices and policies of YDI. Unless otherwise approved, all
YDI Staff shall meet minimum requirements and qualifications to coordinate and fulfill
YDI Services.
c) Rules for Use. Rules and regulations applicable to and governing the
use of the Center by YDI may be established by the YDI, providing said rules and
regulations are not in conflict or inconsistent with the law, ordinances, policies or
operating rules of the City, the Center, or this Agreement.
d) Background Checks. YDI acknowledges that it, it's applicants for
employment, employees, or volunteers, work or will work with children, the elderly, or
the disabled. Therefore, if not otherwise required to conduct background checks by law,
YDI voluntarily agrees to register with the Florida Department of Law Enforcement
( "FDLE ") to participate in the Volunteer & Employee Criminal History System ( "VECHS ")
for background checks, as authorized by the National Child Protection Act ( "NCPA "), as
amended, and Florida Statute 943.0542 (1999), as may be amended from time to time.
YDI agrees to secure the highest level of background screening available under
VECHS, and that this level of background screening is necessary to effectively screen
out those not suitable for contact with children, the elderly or the disabled. YDI
voluntarily agrees to require such screenings in accordance with the processes and
procedures set forth by the FDLE and the FBI in order to secure criminal history
information on its employees, volunteers and applicants. YDI acknowledges that the
VECHS program is not available to entities currently mandated to obtain background
checks by statute or other law. YDI shall pay all costs associated with such background
checks and will submit an Affidavit of Criminal Background Screening in substantially
the form attached hereto, and incorporated herein, as "Exhibit A ". YDI shall secure
releases from screened parties, use said criminal history information only as permitted
by law, and shall unilaterally make the determination of a screened parties' fitness and
suitability for working with children, the elderly or the disabled. YDI shall not be required
to make such a determination under any circumstance. YDI shall submit the Affidavit of
Criminal Background Screening to City prior to beginning its operations under this
agreement. If for any reason, including denial of eligibility by the Florida Department of
Law Enforcement, YDI is unable to secure background checks in accordance with the
VECHS program, YDI shall secure the highest level of background screening allowed
by law.
e) No Unlawful Use. YDI promises and agrees that it will make or allow no
unlawful, improper or offensive use of the premises. Further, YDI understands and
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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 the
Center and those adjacent areas used by YDI.
f) Signage. YDI, at its sole expense, may place an identification sign on the
Center or in the park according to City codes with the prior written approval of the City.
g) Use of Aquatics Center. The City, in its sole discretion, opens and
operates the Aquatics Center during certain months of the year (generally May through
August). At such times as the City chooses to open the Aquatics Center, YDI shall be
allowed to have access to the pool twice a week, for two (2), two -hour time blocks, (for a
total of four (4) hours of non - exclusive pool usage per week). Additional rates may
apply for additional pool use, if available. Swim lessons are available, but YDI shall be
required to cover the City's direct expenses in requesting and utilizing said swim
lessons.
h) Use of Center for rental or special event. YDI may, in accordance with
the City's rental or special event policies, request to utilize areas of the Center
otherwise offered for rental or special event use. YDI must pay all direct expenses
associated with any rental or special event use of the building.
i) Plus Passes In consideration of YDI Staff providing Services at the
Center, YDI Staff will each be granted a City of Clearwater Recreation Card Plus Pass
to be used during their employment at the Center.
j) Room Set Up. YDI shall assist City staff with the set -up, clean -up and
break -down of rooms to be used by YDI in fulfilling the Services.
7. MAINTENANCE OF THE CENTER BY YDI.
a) Custodial Maintenance. YDI shall maintain the Center and adjacent
areas used by YDI in a clean and orderly condition in accordance with City standards
for the facility as determined by the City in its sole discretion. The City shall provide the
daily day to day maintenance of the floors, restrooms and other building common areas
and components.
b) Repair of Damage. YDI understands and agrees that it is responsible for
and will cause to be repaired at YDI's expense, damage to the Center other than normal
wear and tear caused by YDI Staff or participants.
c) Building Upgrades or Modifications. YDI understands and agrees that
it is responsible for any new upgrades or modifications to the building that are required
to meet their programming needs, with any such permanent improvements, upgrades or
modifications being subject to City written approval as provided for herein.
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8. PAYMENT FOR ALL PROGRAM OPERATING EXPENSES. YDI is
responsible to pay all operating expenses associated with their Services and operations
held at the Center including expenses for all office supplies, telephones, internet
connections, etc.
9. PAYMENT FOR FEES AND TAXES. YDI shall obtain all required
licenses at its own expense and shall be responsible for all personal property taxes as
may be assessed against the Licensed Premises during the Agreement term, and shall
promptly pay same when due.
10. SCHEDULED REPORTS OF YDI ACTIVITIES. YDI shall furnish the City
Parks and Recreation Department with an annual report of activities conducted within
60 days of the end of YDI's fiscal year. Each report is to identify the number of clients
served, the type of activities, projects and programs offered and costs of such services.
11. CREATION, USE AND MAINTENANCE OF FINANCIAL RECORDS.
YDI shall create and maintain financial and accounting records, books, documents,
policies, practices, procedures and any information necessary in accordance with
generally accepted accounting principles to reflect fully the financial activities of YDI.
Such records shall be available and accessible at all times for inspection, review, or
audit by authorized City representatives.
12. PUBLIC RECORDS LAW. In addition to all other agreement requirements
as provided by law, the Provider agrees to comply with public records law.
IF THE PROVIDER HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO THE PROVIDER'S DUTY
TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT,
CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: 727 - 562 -4092,
Rosemarie .Call @myclearwater.com, 112 S. Osceola Ave., Clearwater,
FL 33756.
The Provider's agreement to comply with public records law applies specifically to:
a) Keep and maintain public records required by the City of Clearwater
(hereinafter "public agency ") to perform the service being provided by the provider
hereunder.
b) Upon request from the public agency's custodian of public records,
provide the public agency with a copy of the requested records or allow the records to
be inspected or copied within a reasonable time 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.
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c) 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 for the duration of the agreement term and following completion of the agreement if
the provider does not transfer the records to the public agency.
d) Upon completion of the agreement, transfer, at no cost, to the public
agency all public records in possession of the provider or keep and maintain public
records required by the public agency to perform the service. If the provider transfers
all public records to the public agency upon completion of the agreement, the provider
shall destroy any duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements. If the provider keeps and maintains
public records upon completion of the agreement, the provider shall meet all applicable
requirements for retaining public records. All records stored electronically must be
provided to the public agency, upon request from the public agency's custodian of
public records, in a format that is compatible with the information technology systems
of the public agency.
e) A request to inspect or copy public records relating to a public agency's
agreement for services must be made directly to the public agency. If the public agency
does not possess the requested records, the public agency shall immediately notify the
provider of the request and the provider must provide the records to the public agency
or allow the records to be inspected or copied within a reasonable time.
f) The provider hereby acknowledges and agrees that if the provider does
not comply with the public agency's request for records, the public agency shall enforce
the agreement provisions in accordance with the agreement.
g) A provider who fails to provide the public records to the public agency
within a reasonable time may be subject to penalties under Section 119.10, Florida
Statutes.
h) If a civil action is filed against a provider to compel production of public
records relating to a public agency's agreement for services, the court shall assess and
award against the provider the reasonable costs of enforcement, including reasonable
attorney fees, if:
i) The court determines that the provider unlawfully refused to comply with
the public records request within a reasonable time; and
ii) At least 8 business days before filing the action, the plaintiff provided
written notice of the public records request, including a statement that the
provider has not complied with the request, to the public agency and to the
provider.
i) A notice complies with subparagraph (h)ii. if it is sent to the public
agency's custodian of public records and to the provider at the provider's address listed
on its agreement with the public agency or to the provider's registered agent. Such
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notices must be sent by common carrier delivery service or by registered, Global
Express Guaranteed, or certified mail, with postage or shipping paid by the sender and
with evidence of delivery, which may be in an electronic format.
j) A provider who complies with a public records request within 8 business
days after the notice is sent is not liable for the reasonable costs of enforcement.
13. ASSIGNMENT OR SUBLEASE. This Agreement may not be assigned by
YDI. Any attempted assignment of the rights and obligations provided for herein shall
be of no force or effect and shall upon such attempted assignment or transfer, render
this Agreement null and void in its entirety.
14. ALTERATIONS AND IMPROVEMENTS. Any modifications or
improvements to any portion of the Center to be used by YDI hereunder, must be
approved in writing in advance by the Parks and Recreation Director, to the extent that
the Parks and Recreation Director has the authority to so approve, or by the Clearwater
City Council. Any improvements shall become the property of the City upon expiration
or termination of this Agreement.
15. RISK OF LOSS. YDI is responsible to insure its personal property. All
personal property placed or moved in the Center premises shall be at the risk of YDI or
owner thereof. The City shall not be responsible or liable to YDI for any loss or damage
that may be occasioned by or through the acts or omissions of persons occupying the
premises or adjoining premises or any part of the premises adjacent to or connected
with the premises or any part of the building which the Licensed Premises are a part or
for any loss or damage resulting to YDI or its property from bursting, stopped up or
leaking water, gas, sewer or steam pipes unless the same is due to the negligence of
the City, its agents, servants or employees, to the extent of Florida Statute 768.28.
16. RIGHT OF ENTRY. The City, or any of its agents, shall have the right to
enter said premises, including the area designated for YDI's exclusive use hereunder
during all reasonable hours, to examine the same to make such repairs, additions or
alterations as may be deemed necessary for the safety, comfort, or preservation
thereof. Right of entry shall likewise exist for the purpose of removing placards, signs,
fixtures, alterations or additions, which do not conform to this Agreement. City agrees
to give reasonable notice to YDI before entry to their office area.
17. RESTORING PREMISES TO ORIGINAL CONDITION. YDI represents
that the premises licensed are in good, sanitary and tenantable condition for use by
YDI. YDI's acceptance or occupancy of the licensed premises shall constitute
recognition of such condition. YDI hereby accepts the premises in the condition they
are in at the beginning of this Agreement and agrees to return the premises to their
original condition at the expiration of the term, excepting only reasonable wear and tear
arising from the use thereof under this Agreement.
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18. INSURANCE. YDI shall independently procure at its own expense and
maintain during the term of this Agreement insurance as shown below:
a) A Comprehensive General Liability policy covering claims for injuries to
persons or damage to property which may arise from or in connection with use of the
Center premises by YDI including all activities occurring thereon. This coverage should
include liability coverage for actual, threatened or alleged acts of physical abuse, sexual
abuse, sexual molestation or sexual misconduct caused by the Provider and to include
this coverage for their volunteers and subcontractors.
b) A Business Automobile Liability Policy covering claims for injuries to
persons or damage to property that arise from or in connection with use of a motor
vehicle owned by YDI.
c) Insurance procured in accordance with sections 18 (a) and (b) shall have
minimum coverage limits of $1,000,000.
d) Except for worker's compensation, each insurance policy issued as a
requirement of this Agreement shall name the City of Clearwater as an additional
named insured. The coverage shall contain no special limitations on the scope of
protection afforded to the City, its officials, employees, agents or volunteers.
e) YDI shall furnish the City with Certificate(s) of Insurance with all
endorsements affecting coverage required by this section. These forms shall be
received and approved by the Parks and Recreation Director before execution of this
Agreement by authorized City officials.
f) Worker's Compensation: YDI shall provide worker's compensation
insurance for all their employees in an amount at least equal to the statutory limits of
coverage according to applicable State and Federal laws. In addition, the policy shall
include employer's liability coverage with a limit of $500,000 per occurrence.
19. LIABILITY AND INDEMNIFICATION. YDI shall act as an independent
contractor and agrees to assume all risks of occupying the Licensed Premises, or other
use of the center as provided for hereunder, 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 YDI's activities or those of any approved or unapproved invitee, contractor,
subcontractor, or other person approved, authorized, or permitted by YDI in or about the
premises whether or not based on negligence. Nothing herein shall be construed to
waive or modify the provisions of Section 768.28, Florida Statutes or the doctrine of
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sovereign immunity. Nothing herein shall be construed as allowing for a claim by a third
party to this Agreement. This provision shall survive termination of this Agreement.
20. NON - DISCRIMINATION. Notwithstanding any other provisions of this
Agreement during the term of this Agreement, YDI for itself, agents and representatives,
as part of the consideration for this Agreement, does covenant and agree that:
a) Non - discrimination: YDI agrees that no person shall, on the grounds of
race, color, sex, handicap, national origin, religion, citizenship, disability, marital status,
age 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 YDI, except that
programs may designate services for specific client groups as defined by the program
guidelines. YDI agrees to maintain access to handicapped persons in accordance with
applicable law.
b) 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 immediately upon the giving of notice, as the
giving of notice is required herein.
21. SUBORDINATION. This Agreement and the rights of YDI hereunder are
hereby made subject and subordinate to all bona fide mortgages or other instruments of
security now or hereafter placed upon the said premises by the City provided, however,
that such mortgages and other instruments of security will not cover the equipment and
furniture or furnishings on the premises owned by YDI. YDI further agrees to execute
any instrument of subordination, which might be required by mortgagee of the City.
22. DEFAULT, REMEDIES, TERMINATION BY CITY.
For Cause: Failure to adhere to any of the provisions of this Agreement by YDI
shall constitute a Default hereunder and shall be cause for termination. Should YDI fail
to cure said Default wihtin a period of thirty (30) days after notice in writing by the City,
this Agreement shall terminate.
For Municipal Purpose: In addition to the right to terminate for cause, the City
may terminate this Agreement in the event it determines that the Licensed Premises is
required for any other municipal purposes by giving sixty (60) days written notice of
such intended use, following which this Agreement shall terminate.
In the event of termination in accordance with a municipal need as described
herein, the City represents that it will make its best effort to make available to YDI,
facilities comparable to that currently enjoyed by YDI in exchange for comparable
financial support.
Funds availability: In the event funds to finance this Agreement become
unavailable, either Party, as determined necessary in its sole discretion, may terminate
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this Agreement upon no less than twenty -four hours notice in writing to the other party.
Said notice shall be delivered by certified mail, return receipt requested, or in person
with proof of delivery. Each Party shall endeavor, whenever possible and consistent
with its legal obligations and principals of prudent management to provide thirty (30)
days notice for termination for Lack of Funds.
23. MISCELLANEOUS.
a) This Agreement shall bind the City and its assigns or successors, and YDI
and assigns and successors of YDI, as permitted hereunder.
b) It is understood and agreed between the parties hereto that time is of the
essence of this Agreement and this applies to all terms and conditions contained herein.
c) The rights of the City under the foregoing shall be cumulative, and failure
on the part of the City to exercise promptly any rights given hereunder shall not operate
to forfeit any of the said rights.
d) It is understood that no representations or promises shall be binding on
the parties hereto except those representations and promises contained herein or in
some future writing executed by both Parties.
24. RADON GAS NOTIFICATION, AS REQUIRED BY FLORIDA STATUTE
404.056(8):
Radon Gas: Radon is a naturally occurring radioactive gas that, when it has
accumulated in a building in sufficient quantities, may present health risks to persons
who are exposed to it over time. Levels of radon that exceed federal and state
guidelines have been found in buildings in Florida. Additional information regarding
radon and radon testing may be obtained from your county health unit.
25. 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), when actually received or on the fifth
(5th) business day after the day on which such notice is mailed and properly addressed,
whichever is earlier.
a) If to City, addressed to Parks and Recreation Director, P.O Box 4748,
Clearwater, FL 33758.
b) If to YDI, addressed to Youth Development Initiatives, Inc., 900 North
Martin Luther King, Jr. Avenue, Clearwater, FL 33755.
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26. SEVERANCE. The invalidity or unenforceability of any portion of this
Agreement shall in nowise affect the remaining provisions and portions hereof.
27. CAPTIONS. The paragraph captions used throughout this Agreement are
for the purpose of reference only and are not to be considered in the construction of this
Agreement or in the interpretation of the rights or obligations of the parties hereto.
28. NO HAZARDOUS MATERIALS. YDI herewith covenants and agrees that
no hazardous materials, hazardous waste, or other hazardous substances will be used,
handled, stored or otherwise placed upon the property or, in the alternative, that such
materials, wastes or substances may be located on the property, only upon the prior
written consent of the City hereunder, and only in strict accord and compliance with any
and all applicable state and federal laws and ordinances. In the event such materials
are utilized, handled, stored or otherwise placed upon the property, YDI expressly
herewith agrees to indemnify and hold City harmless from any and all costs incurred by
City or damages as may be assessed against City in connection with or otherwise
relating to said hazardous materials, wastes or substances at anytime, without regard to
the term of this Agreement. This provision shall survive the termination hereof.
29. GOVERNING LAWS. The laws of the State of Florida shall govern this
Agreement; any action brought by either party shall lie in Pinellas County, Florida.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date set forth above.
Countersigned:
— GtQA fkQr\ Cr Q.\005
George Cretekos, Mayor
Approved as to form:
Matt ew Smi Asst. City Attorney
YOUTH DEVELOPMENT INITIATIVE, INC.
By: £-LI4' ! rr
Edward McKaha d, Executive Director
CITY OF CLEARWATER, FLORIDA
By: , , 8.�� -+.� -�
William B. Horne II, City Manager
Attest:
Rosemarie Call, City Clerk
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EXHIBIT "A"
AFFIDAVIT OF CRIMINAL BACKGROUND SCREENING
PROVIDER NAME:
DATE:
By signing this form, I am swearing or affirming that all individuals employed by
(Provider) or providing services to
City under this Agreement on behalf of Provider on City property have been background
screened in accordance with the background screening requirements set forth in the
Agreement and been deemed eligible by Provider to provide services as described in
the Agreement. The information contained in this Affidavit is up to date as of the date
this Affidavit is furnished to City Parks and Recreation Department per the requirements
of Section 6 (d) of the Agreement.
All individuals providing services under the Agreement on City property are listed below.
Each individual shall be identified by name, birth date and date deemed eligible.
(List of Individuals)
Signature of Affiant
Sworn to and subscribed before me this day of , 20
Notary Public
My Commission Expires:
My signature, as Notary Public, verifies the Affiant's identification has been validated by
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