Loading...
CAPITAL PROJECT FUNDING AGREEMENT - CLEARWATER BEACH MUNICIPAL MARINACAPITAL PROJECT FUNDING AGREEMENT Clearwater Beach Municipal Marina THIS AGREEMENT ("Agreement") is made and entered into as of the day of , 20 ("Effective Date"), by and between Pinellas County, a political subdivision of the State of Florida ("County" or "VisitSPC") and the City of Clearwater, a municipality ("Organization") (collectively, the "Parties" or individually a "Party"). WHEREAS, in accordance with Section 118-32 Pinellas County Code and Florida Statutes § 125.0104, the County is authorized to utilize tourist development tax revenues to fund statutorily eligible capital projects; and WHEREAS, in order to equitably and consistently evaluate capital project funding requests, the County adopted Capital Project Funding Guidelines, which established both the requisite criteria, documents, studies and related financial information to be submitted by a capital funding applicant, as well as the capital project funding application and review process; and WHEREAS, as part of the review and evaluation process, the County hired a consultant to review capital project funding applications and to provide a report of same to both the County and the Tourist Development Council for their consideration when evaluating capital project funding applications; and WHEREAS, after due consideration of the capital project funding applications, the Consultant's report and the recommendations of its Tourist Development Council, the County has approved the funding of certain capital projects determined to best promote tourism in Pinellas County; and WHEREAS, the County, through its Board of County Commissioners agrees to provide Organization with funding for the Capital Project, as defined herein, in the amount and in accordance with the terms and conditions described herein; and WHEREAS, this agreement sets forth the rights and obligations of the Parties related to the capital project, funding, and related matters. NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises contained herein and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties agree as follows: 1. RECITALS. The above recitals are true and correct and are adopted as an integral part of this Agreement. 2. DEFINITIONS. In addition to other capitalized terms or phrases that may be defined elsewhere in this Agreement, the following capitalized terms have the meaning set forth as follows: 1 A. "Capital Project" or "Project" means that certain statutorily eligible project/facility as described in Exhibit A. B. "Commencement Date" means the date that Organization commences construction of the Capital Project improvements on the project site after completion of the project design and the issuance of all permits and approvals necessary to construct the Capital Project. C. "Repayment Amount" means the specific amount repayable to the County by the Organization under the circumstances of paragraph 6(F) herein, which will be calculated as follows: REPAYMENT AMOUNT=A x (B/C) where: A - is the final aggregate amount of funds actually disbursed to the Organization by the County per the agreement; B - is the number of complete calendar months remaining per the term of the Tourism Promotion Benefits as stated in Exhibit B, if the circumstances of 6(F) occur; and C - is the total number of months under the term of the Tourism Promotion Benefits as stated in Exhibit B. D. "Tourist Promotion Benefits" means any and all tourism, sponsorship and/or marketing benefits provided by Organization to promote the destination, including but not limited to such Tourism Promotion Benefits as may be negotiated by County staff as part of the consideration for the County funding of the Project, as further described in Exhibit B. E. "Tourist Tax Revenues" means any legally available tourist tax revenues levied and collected by the County pursuant to Section 125.0104, Florida Statutes, for capital funding of the Project in accordance with the County's Tourist Development Plan. 3. TERM. The term of this Agreement will commence on the date executed by the County, below ("effective date") and continue in full force and effect for three (3) years ("Term"), unless otherwise terminated as provided herein. 4. CONDITIONS PRECEDENT TO CAPITAL PROJECT FUNDING. The disbursement of, and any continued funding for the Capital Project herein, is subject to the following conditions precedent during the Term: A. Organization continues to own and operate Capital Project improvements. B. Organization provides the Tourism Promotion Benefits to the County as described in Exhibit B. C. Florida law and The Plan authorize tourist tax revenues to be expended for such capital improvements. D. The Commencement Date occurs no later than October 1, 2025, and the Capital Project is completed no later than three years from the Effective Date of this agreement. 2 E. Any and all match requirements, as applicable, have been met. F. For projects requiring matching funds, match funds must be maintained and County must be notified immediately if those match funds are lost or become unavailable. G. Any and all private funds utilized in a capital project funded herein, must be expended first before County funds are expended on the Capital Project. 5. COUNTY'S RESPONSIBILITIES. Upon the Organization providing any documentation establishing satisfaction of the conditions precedent as required in Section 4, the County agrees to pay the Capital Project Funds in the sum of not to exceed Seven Million Eight Hundred and Fifty Thousand Dollars ($7,850,000.00) ("Capital Project Funds"), from legally available Tourist Tax Revenues and from no other revenue source of the County, payable as follows: A. Reimbursement Payment will be made in a lump sum upon completion of the Capital Project. To request a Reimbursement Payment, the Organization must submit a written payment request to the VisitSPC at the address set out in Section 12.A., with such documentation as reasonably required herein or subsequently requested by the VisitSPC Director. At a minimum, the payment request must include documentation detailing: i. the work completed that the Organization is seeking reimbursement for; ii. Proof of payment for the work to any contractor/vendors used by the Organization; iii. Certification from either the contractor, design professional, or the Organization certifying the work has been completed and paid for before submittal of the payment request. B. The County's contributions of Capital Project Funds will in no event exceed any amount agreed to herein and any and all excess Project costs are the sole responsibility of the Organization. 6. ORGANIZATION RESPONSIBILITIES. During the Term of this Agreement, the Organization will: A. Manage, supervise, oversee, pay all costs and expenses related to, and be solely responsible for completing the Project including, but not limited to securing all permits and approvals required for the Project, contracting and/or subcontracting with all third parties necessary to complete the Project, and operate the project/facility. B. Utilize all commercially reasonable efforts to complete Project by the date set out in Section 4.D., but in any event, no later than the term of this agreement. C. Notify County of any project cost savings or changes in scope of work that reduces Project costs as described in Exhibit A, which will result in a reduction of the County's contribution on a pro rata basis. Organization may elect to increase the Project budget set out in Exhibit A or any component or part thereof with notice to the County, and Organization will 3 be solely responsible for such additional costs and expenses, including any cost overruns on the Project. D. Provide the Tourism Promotion Benefits to the County as described in Exhibit B. E. Cooperate with VisitSPC as requested to market Pinellas County Tourism. F. Secure property insurance on the Capital Project, during the construction phase of the Capital Project as well as upon completion of same, on a replacement cost basis, with limits of at least ninety percent (90%) of the replacement cost value to cover perils including, but not limited to, fire, explosion, windstorm and flood. The County will be listed as a loss payee as the County's interest may appear. In the event of an insurable loss to the Capital Project for which the Organization uses insurance funds to rebuild the Capital Project, the County will surrender any insurance proceeds and/or loss payee rights to the Organization. Should the Organization not rebuild the Capital Project, the County will be afforded the benefits of the insurance proceeds as the County's interests may appear, but in no event less than the Repayment Amount. A certificate of evidence of property insurance will be sent to Pinellas County Risk Management Department, 400 S. Ft. Harrison Ave., Clearwater, FL 33756 prior to disbursement of funds hereunder and annually thereafter. This subsection will survive the expiry or early termination of this Agreement. G. In the event the Capital Project herein is not completed the Organization will be responsible to pay the County the Repayment Amount. This subsection will survive the expiry or early termination of this Agreement. H. Upon completion of the Capital Project herein, secure and maintain property insurance on a replacement cost basis, with limits of at least ninety percent (90%) of the replacement cost value to cover perils including, but not limited to, fire, explosion, windstorm and flood. The County will be listed as a loss payee as the County's interest may appear. In the event of an insurable loss to the Capital Project for which the Organization uses insurance funds to rebuild the Capital Project, the County will surrender any insurance proceeds and/or loss payee rights to the Organization. Should the Organization not rebuild the Capital Project, the County will be afforded the benefits of the insurance proceeds as the County's interests may appear, but in no event less than the Repayment Amount. A certificate of evidence of property insurance will be sent to Pinellas County Risk Management Department, 400 S. Ft. Harrison Ave., Clearwater, FL 33756 prior to disbursement of funds hereunder and annually thereafter. This subsection will survive the expiry or early termination of this Agreement. 7. DEFAULTS AND REMEDIES. A. Events of Default. Each of the following constitutes an event of default (each, an "Event of Default") hereunder: 1. A breach by the Organization of any material term, covenant, obligation or agreement under this Agreement, and the continuance of such breach for a period of thirty (30) days after written notice thereof has been given to Organization except for a breach of 4 those provisions described in subsection 4, 5 or 6 below, which will entitle the County to immediately exercise the available remedies; 2. Organization voluntary filing of or consent to a petition under any bankruptcy, insolvency, or reorganization law, failure to secure the dismissal of an involuntary bankruptcy petition within 60 days of filing, or a determination by a court of competent jurisdiction that is insolvent and unable to pay its debts when due; 3. A payment request containing a material misrepresentation; 4. Organization having ceased operations of the Capital Project/ tourism facility during the Term; 5. The tourist tax revenues are no longer legally available to pay this obligation, as a result of circumstances including but not limited to repeal or expiration of the tourist tax as provided by law, change in the law or Plan, or if the tourist tax is no longer available for whatever reason. 6. Organization fails to provide the Tourism Promotion Benefits for the term as described in Exhibit B. 7. Organization fails to pay taxes and/or assessments, if any. B. Remedies. Upon or at any time after the occurrence of an Event of Default which has not been cured if authorized herein: 1. The County may withhold, temporarily or permanently, any or all unpaid portion of the Capital Project Funds and/or may terminate this Agreement by giving fifteen (15) calendar days' notice to the Organization. If permanently terminated, the County will then have no further funding obligation under this Agreement; 2. If the County has paid any Capital Project Funds, the Organization will repay to the County all Capital Project Funds received by it for the Project prior to the non -cured default; 3. Additionally the County may exercise any right, power, or remedy as provided in law or equity. C. No consent or waiver, express or implied, by the County to or of any breach or default by the Organization in the performance of its obligations under this Agreement will constitute a consent to or waiver of any similar breach or default by the Organization. The failure of the County to complain of any act or omission to act by the Organization or to declare the Organization in default, irrespective of how long such failure continues, will not constitute a waiver by the County of its rights under this Agreement. 5 8. COMPLIANCE WITH LAWS. The Parties will comply with all applicable federal, state, and local laws, ordinances, rules and regulations, the federal and state constitutions, and the orders and decrees of any lawful authorities having jurisdiction over the matter at issue including but not limited to applicable public records laws. 9. INDEMNIFICATION. Organization will, to the extent permitted by law, protect, defend, indemnify, pay the cost of defense, and hold harmless the County, its agents, officers and employees from all damages, suits, actions or claims of any character brought on account of any injuries or damages received or sustained by any person, persons, or property, or in any way relating to or arising from the construction or operation of the Project herein or its performance under the Agreement; or on account of any act or omission, neglect or misconduct of the Organization, its agents, officers, employees, contractors, subcontractors; or arising from or by reason of any actual or claimed trademark, patent or copyright infringement or litigation based thereon; or by, or on account of, any claim or amounts received under the Workers' Compensation Law or of any other laws, by-laws, ordinance, order or decree. 10. DUE AUTHORITY. Each party to this Agreement represents and warrants to the other party that: (i) it has the full right and authority and has obtained all necessary approvals to enter into this Agreement; (ii) each person executing this Agreement on behalf of the party is authorized to do so; and (iii) this Agreement constitutes a valid and legally binding obligation of the party, enforceable in accordance with its terms. 11. ASSIGNMENT. No party to this Agreement may assign any rights or delegate any duties under this Agreement without the prior written consent of the other party. 12. NOTICES. A. Unless and to the extent otherwise provided in this Agreement, all notices, demands, requests for approvals and other communications which are required to be given by either party will be in writing and will be deemed given and delivered on the date delivered in person to the authorized representative of the recipient provided below, upon the expiration of five (5) days following the date mailed by registered or certified mail, postage prepaid, return receipt requested, to the authorized representative of the recipient provided below, or upon the date delivered by overnight courier (signature required) or emailed to the authorized representative of the recipient provided below: TO THE COUNTY: TO THE ORGANIZATION: Brian Lowack, President & CEO Visit St. Pete -Clearwater 8200 Bryan Dairy Rd., Suite 200 Largo, FL 33777 BLowack@VisitSPC.com Daniel Slaughter, Assistant City Manager City of Clearwater 600 Cleveland St., Suite 600 Clearwater, FL 33755 Daniel.Slaughter@MyClearwater.com B. Either party may change its authorized representative or address for receipt of notices by providing the other party with written notice of such change. The change will become effective upon receipt by the non-changing party of the written notice of change. 6 13. WAIVER. No act of omission or commission of either party, including without limitation, any failure to exercise any right, remedy, or recourse, will be deemed to be a waiver, release, or modification of the same. Such a waiver, release, or modification is to be effected only through a duly executed written modification to this Agreement. 14. GOVERNING LAW. This Agreement will be construed in accordance with the Laws of the State of Florida. 15. JURISDICTION AND VENUE. Venue for any action brought in state court will be in Pinellas County, Clearwater Division. Venue for any action brought in federal court will be in the Middle District of Florida, Tampa Division, unless a division will be created in Pinellas County, in which case the action will be brought in that division. Each party waives any defense, whether asserted by motion or pleading, that the aforementioned courts are an improper or inconvenient venue. Moreover, the Parties consent to the personal jurisdiction of the aforementioned courts and irrevocably waive any objections to said jurisdiction. 16. BINDING EFFECT. This Agreement will inure to the benefit of and be binding upon the Parties' respective successors and assigns. 17. NO THIRD -PARTY BENEFICIARY. Persons not a party to this Agreement may not claim any benefit hereunder or as third -party beneficiaries hereto. 18. HEADINGS. The paragraph headings are inserted herein for convenience and reference only and in no way define, limit, or otherwise describe the scope or intent of any provisions hereof. 19. NO CONSTRUCTION AGAINST PREPARER OF AGREEMENT. This Agreement has been prepared by County and reviewed by the Organization and its professional advisors. The Parties and their professional advisors believe that this Agreement expresses their understanding and that it should not be interpreted in favor of, or against either Party merely because of their efforts in preparing it. 20. DOCUMENTS COMPRISING AGREEMENT & ENTIRE AGREEMENT. This Agreement consists of this Capital Funding Project Agreement and the following exhibits, which are attached hereto and incorporated herein by reference: Exhibit A: Capital Project Scope of Work Exhibit B: Tourism Promotion Benefits In the event of a conflict between this Capital Funding Project Agreement and the referenced exhibits, the Capital Funding Project Agreement will supersede over the exhibits, and the exhibits in their listed order will supersede over the succeeding exhibits. This Agreement constitutes the entire agreement between the Parties and no change will be valid unless made by supplemental written agreement executed by the Parties. 7 21. SEVERABILITY. Should any paragraph or portion of any paragraph of this Agreement be rendered void, invalid or unenforceable by any court of law for any reason, such determination will not render void, invalid or unenforceable any other paragraph or portion of this Agreement. 22. FUNDING OBLIGATION. This Capital Project Funding Agreement is not a general obligation of the County. It is understood by Organization that neither this Agreement nor any representation by any County employee or official creates any obligation to appropriate or make funds available for the purposes of this Agreement beyond the fiscal year in which this Agreement is executed. No liability will be incurred by the County, or any department thereof, beyond the funding budgeted and available for the purposes of this Agreement in the County's fiscal year. If funds are not appropriated by the County for any reason for any or all of this Agreement, the County will notify Organization in writing and upon transmission of this notice, this Agreement, and all rights and obligations contained therein will terminate without liability or penalty to the County. Notwithstanding the foregoing, the County will not be prohibited from pledging any legally available Tourist Development Taxes for any obligations incurred before or after the effective date of Agreement, which pledge will be prior and superior to any obligation of the County pursuant to this Agreement. 23. INDEPENDENT CAPACITY. A. The Parties agree that the Organization, its officers, agents, and employees, in performance of this Agreement, will act in the capacity of an independent contractor and not as an officer, employee, or agent of the County. Organization agrees to take such steps as may be necessary to ensure that any third -party Organization contracts with will be deemed to be an independent contractor and will not be considered or permitted to be an agent of the County. B. Organization has no authority to pledge, and will not attempt to pledge, the County's credit or make the County a guarantor of payment or surety for any contract, debt, obligation, judgment lien, or any form of indebtedness. 24. DAMAGES. In no event will either Party be liable to the other (nor to any person claiming any right, title, or interest derived from, or as a successor to the agreement) for incidental, consequential, or special damages of any kind, including without limitation, lost profits, or loss of business arising out of this funding agreement irrespective of whether the parties have advance notice of the possibility of such damage; provided however, the foregoing limitation does not apply to the indemnification obligations described in Section 9 herein. 25. PUBLIC RECORDS. Organization acknowledges that information and data relating to its services may be public records in accordance with Chapter 119, Florida Statutes. Organization agrees that prior to providing services it will implement policies and procedures to maintain, produce, secure, retain, and transfer public records in accordance with applicable laws and regulations. Notwithstanding any other provision of this Agreement relating to compensation, Organization agrees to charge the County, and/or any third parties requesting public records only such fees allowed by Section 119.07, Florida Statutes for locating and producing public records associated with this Agreement. 8 26. RIGHT TO AUDIT. A. All of the Organization records related to this Agreement will be open to inspection and subject to reproduction by the County during normal working hours to the extent necessary to permit adequate evaluation and verification of any invoices for payment, or claims, submitted by the Organization pursuant to the execution of the Agreement. Such records will include, but not be limited to, accounting records, written policies and procedures, subcontractor files, original estimates, estimating worksheets, correspondence, Change Order files (including the documentation of negotiated settlements), any supporting evidence necessary to substantiate charges related to this Agreement, and any records necessary to evaluate and verify costs as they may apply to costs associated with this Agreement. B. For the purpose of such audits, inspections, examinations and evaluations, the County will have access to the said records from the effective date of this Agreement, for the duration of the Work, and until thirty-six (36) months after the date of final payment by the County to the Organization for performance under this Agreement. The Organization hereby agrees to maintain said records in safe and dry storage until the end of this time period. C. The County will have access to the Organization's facilities and all necessary records in order to conduct audits in compliance with this Paragraph. 27. TIME IS OF THE ESSENCE. Time is of the essence with respect to all provisions of this Agreement and attachments hereto that specify a time for performance; provided, however, that the foregoing will not be construed to limit a Party's grace period allowed herein. 28. SURVIVAL. The terms and obligations of Sections 6, 7, 9, 22, 24, 25, and 26 of this Agreement will survive the termination of this Agreement. <Remainder intentionally left blank> 9 IN WITNESS WHEREOh, the Parties have caused this Agreement to be executed by their duly authorized representatives on the date first above written. PINELLAS COUNTY, FLORIDA, by and through its Board of County Commissioners CITY OF CLEARWATER By: By: Chair Je if Poir r, ity Man ger .ATTEST: KEN BURKE By: Deputy Clerk 10 ATTEST: ROSEMARIE CALL ULM dk(L City Clerk Approved as to Form: By: Melissa Isabel Assistant City Attorney EXHIBIT A Capital Project Scope of Work Clearwater Beach Municipal Marina The Clearwater Beach Municipal Marina Replacement Project will replace the existing, deteriorating timber docks and associated utilities with a reconfigured and expanded footprint. This new design will make the marine fully ADA accessible and provide easy access to other attractions on Clearwater Beach. It will improve pedestrian flow and make the Clearwater Beach Municipal Marina a walkable destination and attraction for our visitors that more cleanly ties into Clearwater Beachwalk. The following improvements are some of the major improvements that are part of this Project: • Replacement of the existing fixed dock marina with a combination of fixed docks for the commercial slips and floating docks for the recreational, transient, fuel, and ferry slips. • Replacement of the overwater marina utilities (water, sewer, fire water, electrical, fuel) with code -compliant utilities serving the needs of modern recreational vessels. • Seawall replacement along the west and north sides of marina basin and raising the seawall to be above the City's minimum seawall elevation of +5.12' NAVD (+6.0' NGVD, MSL). • 5,300 cubic yards of maintenance dredging. • Sidewalk replacement and improvements along the northern and eastern edge of the marina property with landscaping, hardscaping, and lighting to activate "Marina Walk" — a pedestrian -friendly waterfront promenade that extends the full length of the marina's northern and western shoreline, connecting Beach Walk to the restaurants and retail along the marina property, the commercial boating operations, and the Memorial Causeway Bike Trail and bridge underpass at Mandalay Channel. • Relocation of the existing overwater kiosks for the commercial fleet to the uplands in a plaza -type setting. • The creation of a plaza to support the kiosk operations and to reduce sidewalk congestion requires the reduction of 38 parking spaces within the existing marina parking lot. • In a separate project, the City of Clearwater intends to build a parking garage to support the commercial operations parking needs and upland support needs at an estimated expense of $36mm. • Replacement of the existing over -water fuel office building with a floating building of equivalent size. • ADA compliant docks in accordance with the Florida Building Code for Accessibility and the ADA Guidelines for Recreational boating facilities. 1 Project Timeline The Clearwater Beach Municipal Marina Replacement Project began construction in October 2024. The project has an agreed upon guaranteed maximum price (GMP) from the selected Construction Manager at Risk (CMAR) in the amount of $43.5mm which was approved by the Clearwater City Council approval in July 2024. The construction is divided into two phases to ensure the commercial operations can remain operational during construction. Phase One, which involves the construction of the East Promenade begin in November 2024 and is anticipated to be completed in December 2025 or no later than October 2025. Phase Two will involve the construction of the West Promenade and is anticipated to begin December 2025 and expected to be complete by August 2026. A current (April 10, 2025) critical path construction schedule is provided below: 2 10 j Name PD. ARG RD. AD. T. Start Finish Ute Stut Late Finish KC-0247-22•CWrwaw8aAcltMarna aipiuwtret 4544 352d 102d -47d 12 -Na -240 28-1Wg-26 03 -Feb -2S 23-}n•26 C4rsmrclem - C6nmuctaar 4544 352d 1023 -474 12-1 A 24 A 2 - a 26 OS h-13 23-:Rm•3t6 Phase l- Ptasei 2773 1753 1024 -474 17-N., 24 A 17 -Dec -25 03 -Feb -2508 -Cm 2S P1-00.720 Phase 1- Demo Dodi Pies and le anger/ace S'SlJaae 104 9000% id 102d -453 12 -Nov -240 10 -Apr -25 05 -Flo -75 05 -Fe -25 P1-00-020 Phase l - Instal Sheet Ring at 8, 'knead 20d 85.00% Sd eld -47d 13 -Dec -240 14 -Apr -25 03 -Feb -25 OS•Fe5.25 P100-1060 5-cern Pre -Dredge S.rrvey Phase 1 104 10000% 04 4d -47d 04 -Apr -250 I5 -Apr -25 05 -Feb -25 05-Feo-25 P1-00.1070 Review Pre -Dredge Survey Phase 1 5d 000% 5d 04 -474 15 -Apr -25 21 -Apr -25 06 Feb -25 12 -Fe:, -25 P1.00-1100 Pfau 1- Oredgrg 303 0.00% 303 Od -47d 22 -Apr -25 03 -1u1 -2S 13 -Feb -25 27 -Mar -25 P1-00-1250 Phase 1-Pertort' Post-predr ug Sauey 33 0.00% Sd Od -47d 04-1.rn-25 06 -fur -25 28 -Mar -25 01-Apr•25 P1-03.1250 5-.trmn Post -Dredge Savo Ruse 1 103 000% 103 Od -47d 09-1Lar-25 20-),n-25 024.11-25 15 -Apr -75 P1-00-1300 Rev*. lost -[)edge Savvy Phase 1 5d 000% Sd Od -473 23 -Jun -25 27-An•25 15-Apr•25 22 -Apr -25 P1-00.1310 Phase 1 -instal 12' Ou 1mxr Pies at Boa drat and F nger Preys S23 000% 523 Od -473 30 -J -n•25 11-SeP-25 23 -Ape -25 07.3.3-25 P100.1210 Phase 1• F nIrelrstallatr3n of FloatergDock 0 154 000% 152 Od -474 12 -Sap -25 02-O<t-25 08-34-25 28.3.3-25 P1-00-1220 Phase 1-Frohn'51st aflatnn of Pies at Dock O 103 0.00% 103T 04 -474 03 -Oct -25 17-0ct-25 29-J.3-25 11 -Avg -35 P1-00.1230 Phase 1-1 mkt", nsl.paten of Flume Dock C 153 0.00% 153 04 -474 20.Oct-25 07-Nov•25 12-54 -25 07•Sep-25 P1-00.1330 Phase 1- F rehzetnstadDtnn of Pies at Ord C 103 000% 10d Od -473 10 -Nos -25 24-Nov•25 03 -Sep -25 16•Sep-25 P1-00-1370 Phase 1- Rough In Fre Water Ppng at Fl oamg Dock C 54 000% 5d Od -473 25-Nov•25 02.Oec-25 17 -Sep -25 23 -Sep -25 P1.00-1390 Phase 1-Rouch n poop,* Water Pp, n at Floatrrg Dock C 5d 000% 51 041 -473 25 -Nov -25 02.Oec-25 17-Sed•2S 23 -Sep -25 P1-00.1380 Phase 1- Rough n Bectrrcal at Floats,/ Dock C 51 000% 50 Od -474 25 -Nos -25 02 -Dec -25 17 -Sep -25 25 -Sep -25 P1-00.1470 Phase 1- Plumprrtg Rough in Irspect on at Flo atng Docks C 60 11 000% 13 03 -47d 03 -Dec -25 OS -Dec -25 24 -Sep -25 24 -Sep -25 P1-00-1460 Phase 1• Elecm cal Rargh n nspectnna Mat rrg DodsC 6D 14 0.00% Id 4d -r174 03 -Dec -25 03 -Dec -25 24 -Sep -25 24 -Sep -25 P1-00-1500 Phase 1- instal Power/Water Pr4estals 53 0.00% 53 04 •474 04•Dec -25 10 -Dec -25 2S -Sep -2S 01-(kt-2S P1-00-1650 Phase 1- Fre! Elecnrcal repectbn 2d 000% 24 Od -473 11 -Dec -25 11 -Dec -25 02-0a-25 03 -Oct -25 P1-00-1560 Phase 1 -Fro' nspectnn 2d 0-00% 24 Od -474 15 -Dec -25 15-Dec•25 06 -Oct -25 07 -Oct -25 P1-00-1570 Phase 1-S.>nsTara Comptet on 13 0.00% 14 ` Od -474 17 -Dec -25 17 -Dec -25 08-00-25 08 -Oct -25 Phases-Kfiase8 177d 1774 O4 -474 18 -Dec -25 28-Au6-26 0d -}t1-25 23 Jun 26 P2-00403 Phase2-Nynl¢atron 54 0.00% 5d 04 -473 18 -Dec .25 24 -Dec -25 09 -Oct -25 16 -Oct -25 P2-00-410 Phase 2- Ur hty Dx ornects 44 000% 44 04 -473 19 -Dec -25 24 -Deo -25 10.Oct-23 16 -Oct -25 Pi -00.4&) Phase 2- Demo Trrnde. Boardwalk Pees. and 'basks 154 0.00% 154 Od -474 26-Dec•25 15-3.5.26 17.Oct-25 06 -Nov -25 P2-00-540 Phase 2- Demo B Cap 10d 0.00% 1Od 04 -47d 20 -Jan -26 02-FeD26 07 -Nov -25 21 -Nov -25 P2-00-603 Phase 2 • Irnol Sheet F4hnit at BJkhead 154 000% 15d Od -473 03Feb-26 24-Fetr25 24 -Nov -25 15 -Dec -25 P2.00-710 Phase 2 - Instal R57 Stone oehnd Sheet Ales 103 000% 10d Od -473 12 -Feb -26 26 -Feb -26 04 -Dec -25 17 -Dec -25 P2 -00d80 Phase 2 - Perform Pre-Dad/rig Survey 5d 000% 5d 0d -474 27 -Feb -26 05aaar-26 18 -Dec -25 24 -Dec -25 P2-00-960 Su6ma Pre- D.dp Surrey Phase2 53 000% Sd Od -47d 06 -Mar -26 124 -tar -26 26 -Dec -15 01 -Jan -26 P2-00-1090 Revrew Re -Dredge Survey Rose 2 5d 000% 54 Od -474 13 -Mar -26 19a/ar-26 05 -Jan -26 09 -Jan -26 P2-00-1120 Phase 2- Dredging 224 000% 224 04 -473 20 -Mar -26 20 -Apr -26 12 -Jan -26 11 -Feb -26 P2-00-1400 Phase 2 -Perform Post-Eked/mg Savoy Sd 000% 5d 04 -474 21 -Apr -26 27 -Apr -26 12Feb-26 19 -Feb -26 P2-00.1410 S.nmrt Post -Dredge Save, Phase 53 0.00% 54 Od -473 28 -AR -26 04-Msy•26 20- n5.26 26 -Feb -26 P2-00.1450 Reruns Post -Dredge S.av*y Phase l S4 000% 5d Od -474 OS -May -26 11-May25 27frcr-25 05-Mar.25 P2-00.1240 Phase 2 -instal l8' Csa Steel Pies for (ancrete Deck Sla4 104 000% 10d Od -473 12 -May -25 26-leay•25 06 -Mar -26 19-Mar•26 P2-00-690 Phase 2- Frobre ins; dlat»n of/oam/DockA 204 000% 200 Od -474 27 -May -26 23 -JJs, -26 20 -Mar -25 16 -Apr -26 P200-1060 -, Phase 2-Fdel .e ast.''anon of Pees at FYoam/D6d, A 103 000% 104 04 -474 24-Jur•25 08-kr1-26 17-A0•25 So -Apr -26 P2-00.1150 Phase 2- Froh aelrstallet-en of Floats,/Dock 8 16d 000% 15d 04 -473 09-3.3-26 29-1.r1-26 01-1day-26 21 -May -25 P2-00-1200 Phase 2-F nab reumalitron of Pies at noon,/ Dad 8 101 000% 104 04 -473 30-2.3-25 12-A:4-26 22-aaay-26 05.11n-25 P2-00-1320 Phase 2 -Instal Mor ng Pies 103 000% 103 O4 •47c 13-AJg-16 25-AJg-26 08-Jur•26 19-Arn-25 P2-00-1570 Phase 2. 5 AAtareul Corr der on 24 0.00% 24 03 -47c 17 -Aug -26 28-A:4-26 21 -Jan -26 23 -kin -26 pyd+eta Ctrhplanaew-RgectCunplatlan Od Od Od -474 28-4.4.26 23-Jsn-28 iS-]un-26 .. Global - Global 03 Oc Od -474 28 -Aug -26 28 -Aug -26 23 -urn -26 23 -Jun -26 PC -CO -1001 Protea Completion 03 000% O4 04 -474 25-AJg-26 23-1rn-26 3 EXHIBIT B Tourism Promotion Benefits The Clearwater Beach Municipal Marina, City of Clearwater (CITY) shall provide, at a minimum, the following Marketing and/or Sponsorship benefits to Visit St. Pete -Clearwater (VisitSPC) as part of the Capital Project Funding Agreement for a period of 10 years from the Effective Date of this agreement: 1) Marketing & Advertising Benefits: a. VisitSPC will place prominent signage while under construction with "From Visitors with Love" Message. b. VisitSPC will be given space to place a kiosk promoting visitor activities. c. VisitSPC will be given a mutually agreed upon area for our team to hold activations when needed. 2) PR & Event Benefits: a. CITY to collaborate with VisitSPC on media tours and influencer opportunities by hosting press/influencers. b. CITY to collaborate with VisitSPC on both in -market and out -of -market brand activations and media tours, as mutually determined by the parties. c. CITY to include VisitSPC, in a mutually agreed upon manner, on all CITY press releases related to the new facility and in media kits. 3) Digital Communications Benefits: a. Branding & Content: CITY to include VisitSPC branding, content and links on CITY website and/or other digital platforms as appropriate, in a manner to be mutually agreed upon. This may include, but not be limited to, an "about our area" section across CITY digital platforms and a "where to stay" section, backlink or embedded widget to VisitSPC booking software/places to stay section. b. Data Sharing: (i) VisitSPC to provide an Adara Software Development Kit ("SDK") for facility to implement onto its website to understand the customer/visitor journey. Data can be shared with facility to provide insights. (ii) If Applicable CITY to upload annually a customer record file to Adara Consortium Catalog. Customer records will not be 1 accessible to VisitSPC or Adara and personal identifiable data should never be emailed. VisitSPC will provide a file upload link and data will be anonymized and encrypted. Customer records will be matched across the data consortium to profiles to gain holistic view of customer journey. 4) Onsite (at CITY) Benefits: a. Permanent signage at/near guest -entrance of CITY acknowledging VisitSPC capital funding contribution. b. Monthly one -day access to CITY for VisitSPC's onsite survey team to collect tourism related data. VisitSPC responsible for questionnaire & related resources. 5) Additional Benefits: a. CITY must advertise The FunShine Savings Passport (or similar) within the facility on signage or collateral at agreed upon location. The FunShine Savings Passport is a promotional community event coordinated or sponsored by VisitSPC, which event has been explained to CITY. b. CITY will make its best efforts to encourage tenants to promote the destination with collateral provided by VisitSPC. 6) Other: a. CITY to provide annual reporting to VisitSPC on the marketing and/or sponsorship benefits provided. b. CITY and VisitSPC to meet annually to review effectiveness of marketing and/or sponsorship benefits and, if VisitSPC or CITY is of the reasonable opinion that a particular marketing and/or sponsorship benefit is outdated and/or not performing as expected and/or is no longer of equivalent value for the purposes of promoting Pinellas County as a tourist destination, VisitSPC and CITY shall mutually agree on modifications to that specific benefit. c. VisitSPC has the ability to install Visitor tracking devices to measure foot traffic and/or visitor analytics. d. A parking permit/dedicated parking spaces, or equivalent parking access for parking up to five (5) when needed for VisitSPC purposes. 2