Agenda 05/09/2023 Item #16F 1 (Mutual Release for final payment to Sports Fields, Inc. for actual substantiated services at the Paradise Coast Sports Complex)16.F.1
05/09/2023
EXECUTIVE SUMMARY
Recommendation to approve and authorize the Chairman to sign a Mutual Release providing for final
payment to Sports Fields, Inc., in the amount of $28,465.12 for actual substantiated services it rendered
under Agreement No. 18-7404 concerning Collier County Sports Complex Marketing and Support for the
Paradise Coast Sports Complex.
OBJECTIVE: To approve and authorize the Chairman to sign a Mutual Release for final payment to Sports Fields,
Inc., in the amount of $28,465.12 to formally close out Agreement No. 18-7404, Collier County Sports Complex
Marketing and Support.
CONSIDERATIONS: On October 23, 2018, the Board approved Agreement No. 18-7404 (Agenda Item 161.2),
with Sports Fields, Inc ("SFI"). The Agreement outlined different phases of operation for SFI, beginning as a
design consultant for the Paradise Coast Sports Complex ("PCSC"), transitioning into a startup consultant through
the First Amendment on September 10, 2019, moving into a limited operating agreement through the Second
Amendment on April 6, 2020, and finally full operations through the Third Amendment approved on May 26, 2020.
On May 25, 2021 (Agenda Item 16.17.3), the County terminated the agreement with SFI for convenience, with the
operations overseen by SFI ending as of November 22, 2021.
On December 12, 2022, SFI submitted a final invoice for payment of charges that had not been previously paid out.
SFI's initial request for payment was in the amount of $81,624.18 for work performed in the summer of 2020,
when SFI solicited additional labor from its other parks at County staffs request to prepare the PCSC for its
opening event. County staff was eventually able to reduce the initial amount sought by SFI to $58,066.95 due to
lack of legible receipts and appropriate documentation, as well as an overhead markup that was not part of the
agreement. Additional correspondence between staff and SFI over illegible documents and lack of documentation
resulted in a final request for payment from SFI in the amount of $35,188.69. Finally, on or about March 31, 2023,
County staff received a final demand letter from SFI's attorneys Baker & Hostetler, LLP seeking payment in the
amount of $52,425.53, which the Clerk's Office of the Inspector General ("OIG") reviewed in addition to SFI's
previous invoices and documentation submitted.
Based upon the OIG's review, it concluded that of the expenses that SFI sought reimbursement, SFI had only
provided supporting documentation substantiating a final payment for services provided in the amount of
$28,465.12. The OIG also noted that the County incurred additional expenses related to costs incurred in engaging
an accountant to review revenues and expenditures on this project. Although the Agreement did impose a duty
upon the vendor to provide an annual independent CPA review at its cost, staff notes that the accounting that the
then Deputy County Manager requested was initiated primarily for the County's benefit separate from SFI's duty to
provide an accounting under the agreement. Staff recommends that the Board resolve this payment dispute in the
compromised amount of $28,465.12, representing actual substantiated services provided by SFI to the County, and
authorize the Chairman to sign the attached Mutual Release.
FISCAL IMPACT: Funding in the amount of $28,465.12 is available within Amateur Sports Complex Fund
(759).
GROWTH MANAGEMENT IMPACT: There is no impact to the Growth Management Plan with this action.
LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires majority vote for Board
approval. -SRT
RECOMMENDATION: To approve and authorize the Chairman to sign a Mutual Release providing for final
payment to Sports Fields, Inc., in the amount of $28,465.12 for actual substantiated services it rendered under
Agreement No. 18-7404 concerning Collier County Sports Complex Marketing and Support for the Paradise Coast
Sports Complex.
Packet Pg. 852
16.F.1
05/09/2023
Prepared by: Jennifer Reynolds, Financial Operations Manager, Corporate Financial & Management Services
ATTACHMENT(S)
1. Mutual Release
2. BakerHostetler letter dated March 31, 2023 (SFI Attorney Final Demand Letter)
3. OIG letter dated April 6, 2023
4. Original Contract and Amendments
ATTACHMENT(S)
1.2023.03.31 - Ltr Final Demand for Payment to Sports Fields Inc (PDF)
2. IG Comment on SFI Final Demand for Payment Dated 3.31.2023 (PDF)
3. 18-7404SportsFields_Contract FullyExecuted (PDF)
4.18-7404SportsComplex_Amend#1_FullyExec (PDF)
5.18-7404Amend#2_FullyExecuted (PDF)
6. SFI contract Amend 3 (PDF)
7. Mutual Release 04.21.23 Final (PDF)
Packet Pg. 853
16.F.1
05/09/2023
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.17.1
Doc ID: 25362
Item Summary: Recommendation to approve and authorize the Chairman to sign a Mutual Release providing for
final payment to Sports Fields, Inc., in the amount of $28,465.12 for actual substantiated services it rendered under
Agreement No. 18-7404 concerning Collier County Sports Complex Marketing and Support for the Paradise Coast
Sports Complex.
Meeting Date: 05/09/2023
Prepared by:
Title: — Corporate Business Operations
Name: Marissa Baker
04/24/2023 12:35 PM
Submitted by:
Title: Deputy County Manager — County Manager's Office
Name: Dan Rodriguez
04/24/2023 12:35 PM
Approved By:
Review:
Corporate Business Operations
County Attorney's Office
Office of Management and Budget
County Attorney's Office
Office of Management and Budget
County Manager's Office
Board of County Commissioners
Jennifer Reynolds
Additional Reviewer
Scott Teach
Level 2 Attorney Review
Debra Windsor
Level 3 OMB Gatekeeper Review
Jeffrey A. Klatzkow Level 3 County Attorney's Office Review
Christopher Johnson Additional Reviewer
Ed Finn
Level 4 County Manager Review
Geoffrey Willig
Meeting Pending
Completed
04/26/2023 3:20 PM
Completed
04/28/2023 8:55 AM
Completed
04/28/2023 9:56 AM
Completed
04/28/2023 10:00 AM
Completed
04/28/2023 2:46 PM
Completed
05/03/2023 11:07 AM
05/09/2023 9:00 AM
Packet Pg. 854
16.F.1.a
BakerHostetler
Baker&Hostetler LLP
1170 Peachtree Street
Suite 2400
Atlanta, GA 30309-7676
T 404.459.0050
F 404.459.5734
March 31, 2023
www.bakedaw.com
Ian K. Bymside
direct dial: 404.256.8780
ibymside@bakerlaw.com
VIA E-MAIL AND
UPS OVERNIGHT DELIVERY
Jennifer Reynolds
Manger - Financial Operations
Corporate Business Operations
Office of the County Manager
Collier County, Florida
3299 Tamiami Trail East, Suite 103
Naples, FL 34112
Re: Final Demand for Payment to Sports Fields, Inc.
Dear Ms. Reynolds:
Our client, Sports Fields, Inc. ("SFI"), asked us to contact you in a final effort to resolve
the amounts owed to it by Collier County for work it performed in connection with the opening
and operation of the Paradise Coast Sports Complex ("PCSC").
As you know, SFI provided valuable services and materials to Collier County in the
Summer of 2020, without which Collier County would not have been able to open PCSC as
scheduled in the Fall of 2020. There is no dispute that Collier County asked SFI to provide those
services and materials, that SFI provided all of those services and materials, and that SFI is entitled
to be paid for them. Indeed, Collier County has acknowledged those facts and assured SFI it would
be paid. Nevertheless, and despite SFI's numerous good faith efforts to resolve this matter, Collier
County still has not paid SFI for the services and materials it provided to Collier County nearly
three years ago.
Similarly, Collier County still has not fully paid SFI for the park management services it
provided at PCSC during the fourth quarter of 2021, as required by the parties' professional
services agreement. The amounts owed to SFI for those services were audited and validated by an
independent accountant selected by Collier County, and they are due to be paid. Collier County
has provided no legitimate reason for failing to pay those amounts to SFI.
Atlanta Chicago Cincinnati Cleveland Columbus Costa Mesa Dallas Denver Houston
Los Angeles New York Orlando Philadelphia San Francisco Seattle Washington, DC Wilmington
L
J
M
M
0
ri
N
0
N
c
0
E
0
M
Packet Pg. 855
16.F.1.a
Jennifer Reynolds
March 31, 2023
Page 2
SFI has bent over backwards to try to resolve this matter amicably, including by agreeing
to forego tens of thousands of dollars to which it was entitled to be paid; providing itemized
expenses, detailed receipts, and payroll records substantiating the amounts it billed; promptly
answering all of Collier County's questions related to its invoices; and even resubmitting invoices
with additional concessions. SFI did each of those things and refrained from pursuing this issue
more aggressively up to this point out of respect for its relationship with Collier County, but its
patience is wearing thin. These invoices are now almost three years old, and they need to be paid
immediately.
SFI hereby demands that Collier County remit full payment of $52,425.53 to SFI no later
than April 10, 2023. That amount includes $46,883.86 in unpaid services and materials that SFI
provided to Collier County in 2020 in connection with the opening of PCSC, and $5,541.67 in
unpaid park management services that SFI provided at PCSC for the fourth quarter of 2021.
SFI genuinely tried to go above and beyond to make sure PCSC was open and ready for
business on schedule and throughout COVID, and SFI sincerely hopes the parties can resolve this
matter amicably and finish their relationship on good terms, but given the age of these invoices
and the lack of progress that has been made over the last several months, SFI is prepared to take
further legal action to enforce its rights and protect its interests if Collier County fails to remit full
payment of the amount above by April 10, 2023. If SFI is required to take further legal action, it
will seek to recover all amounts owed to it by Collier County for the services and materials it
provided in connection with the opening and operation of PCSC, including prejudgment interest
allowed by law.
We are sending this demand to you because we understand that you are the person at Collier
County who has been communicating with SFI about its outstanding invoices the last several
months. If Collier County contends or will insist that this demand must be sent to anyone else or
that any other form or notice of this demand is required by any agreement, law, or otherwise, please
notify me immediately.
Nothing contained in or omitted from this letter shall constitute or be deemed or construed
as a waiver, modification, or relinquishment by SFI of any of its rights or remedies under at law,
in equity, or otherwise with respect to this matter, all of which are hereby expressly reserved.
L.
-W
Thank you, in advance, for your prompt attention to this matter and your anticipated J
cooperation. Please feel free to contact me if you or your attorney would like to discuss this matter M
further. c
ri
Very truly yours, c
4 N
C
t
Ian K. Byrnside a
cc: Mark Stalnaker (via email)
Mandi Martin (via email)
4866-8773-9994.2
Packet Pg. 856
ystal K. Kinzel
A of the Circuit Court and Comptroller
Mier County, Florida
April 6, 2023
Ms. Jennifer Reynolds
Via Email @ Jennifer.Reynolds@colliercountvfl.gov
RE: Final Demand for Payment to Sports Fields, Inc. dated March 31, 2023
16.F.1.b
Office of Inspector General
3315 Tamiami Trail East, Suite 102
Naples, Florida 34112-5324
We realize that this correspondence was addressed to you, and that you will be responding to the vendor in
conjunction with the County Attorney. Our office (OIG) has comments regarding the above correspondence, and
the Sports Fields, Inc. (SFI) invoices we have reviewed to date.
The vendor has demanded payment of $52,425.53 as follows:
Description
Invoice # 1952
original (A)
Invoice # 1952
revised #1 (B)
Invoice # 1952
revised #2 (C)
Invoice # 1952
revised #3 (D)
Due per SFI
(C)
Difference
(E)
Recalculated
(C + E)
Housing
$ 10,426.00
$ 8,020.16
$ 7,310.88
$ 7,310.88
$ 7,310.88
$ 7,310.88
Labor
64,186.00
38,431.66
32,708.05
22,265.94
32,708.05
(12,432.11)
20,275.94
Materials
7,012.00
5,393.67
1,841.65
1,841.65
1,841.65
(963.35)
878.30
Overhead
6,221.46
5,023.28
3,770.22
5,023.28
(5,023.28)
-
Total #1952
$ 81,624.00
$ 58,066.95
$ 46,883.86
$ 35,188.69
$ 46,883.86
$ (18,418.74)
$ 28,465.12
Invoice #19 D
i
i
i
i
1 5,541.67
j (5,541.67)
j -
Total Demand
1 $ 81,624.00
1 $ 58,066.95
1 $ 46,883.86
1 $ 35,188.69
1 $ 52,425.53
1 $ (23,960.41)
1 $ 28,465.12
You'll note that there were numerous billings for the same services in invoice #1952, with the last invoiced amount
for these services totaling $35,188.69 (column D). SFI referenced the previous version of invoice #1952 in their
demand letter, for $46,883.86 (column C), and included an amount from invoice #19D of $5,541.67, to arrive at
the toal amount referenced in their demand.
The differences we noted in our review of the invoices, as detailed in column E, are detailed below.
1. The labor difference is composed of a few elements, which total $12,432.11:
a. Invoice #1952 was revised and resubmitted by the vendor, with the final billing reflected in column
(D) above, to bill only for the actual hours on the job (not inclusive of PTO or time spent on other
jobs). We reviewed the revised invoice, which reflected a reduction of $10,442.11 from the amount
quoted in their demand letter.
Dedicated to Preserving Public Trust
Email- OIG@CollierClerk.com
Fraud Ho�ine- (239) 252-8412 / (844) ClerklG
Website-www.CollierClerk.com
ci
c
vi
m
ii
0
0-
U)
0
c
a�
E
0
a.
ii
N
to
M
LO
N
Packet Pg. 857
16.F.1.b
b. It appears that the health reimbursement request was an employee expense and not an employer
expense. In other words, the County was billed for the employee match portion of the health benefits
borne by the employee, which was not an expense of SFI. Hence, the amount billed for the health
reimbursement would be reduced by $650.18.
c. SFI is seeking reimbursement for 100% of the employer taxes and contributions paid to the employees
for the two -week billing period. However, there were employee PTO and other hours which were not
billed to the County, as described in the revised billing for "a." above. The OIG recalculated these
charges by allocating them based on the number of days that the employee was billed on the job, so
that the percentage of employer taxes and contributions are consistent with the percentage of
employee time charged to the County. Most of these amounts are a percentage of eligible wages (the
Social Security rate is 6.2%, the Medicare rate is 1.45%, etc.), so reducing this amount by the same
percentage as the wage reduction would yield a reduction of $1,339.82.
The OIG is questioning $375.65 spent in tools, as we would need further clarification as to who took possession
of those items after the job was complete. In addition, the OIG cannot verify the $587.70 billed for the two
flights and the items bought from Publix, as the receipts presented are illegible. This line item reduction
reflects the combined amount of $963.35.
The overhead or markup amount is not eligible for reimbursement per the contract. Via email, you had
previously indicated that both you and Mr. Callahan agreed that this was not a valid amount to be billed. The
reduction of $5,023.28 is from the amount indicated by the attorney, or $3,770.22 of the revised invoice.
4. The management fee billed for November 2021 was billed at $20,416.67 under invoice #19, which did not
agree with the approved budget. The remaining amount of Invoice # 19 as detailed in column (C) appears to
have been paid on June 7, 2022 in SAP record 834115, given the following note you added on the record:
"Management fee to be short paid by October overpayment of $8,750 and the
fact the agreement terminated on 11/21. Management fee amount should
then be $5,541.67....04/07/2022 15:28:02 EST REYNOLDSJS (Jennifer Reynolds)"
The difference in this column reflects the amount already paid of $5,541.67.
5. You and I both requested the final quarterly reports for nearly a year, before you finally received them in
January 2023. We were never able to obtain sales tax returns for a number of months, nor bank statements.
The County spent $40,000.00 for an independent CPA review of the books, as required by section 17 of their
contract. Both you and I requested this from SFI numerous times prior to the County contracting with the
CPA firm to perform this required review. The County should have the right of offset for these expenses which
were required to be covered by SFI, and you should forward these invoices for the County Attorney to address
in your response.
You may want to consider whether the amounts were timely billed for these expenses, within the time
constraints indicated by section 4.2 of the contract, which requires billing within six months of the completion
of the contract.
2
Packet Pg. 858
16.F.1.b
If we can assist further as you work with the County Attorney to resolve this matter, please let me know.
Sincerely,
Robi,w sheLeu
Robin Sheley, CIA, CIG, CFE, CIGE, CMA, CFM, MBA
Inspector General
3
Packet Pg. 859
PROFESSIONAL SERVICE AGREEMENT
#18-7404
for
COLLIER COUNTY SPORTS COMPLEX MARKETING AND SUPPORT
THIS AGREEMENT, made and entered into on this 0& day of
20L!a, by and between Sports Fields, Inc. of GA dba Sports Fields,
Inc., authorized to do business in the State of Florida, whose business address is
3760 Sixes Road, Suite 126-331, Canton, GA 30114, (the "Contractor") and Collier
County, a political subdivision of the State of Florida, (the "County"):
WITNESSETH:
The Agreement shall be for a five (5) year period, commencing upon the date of
Board approval and terminating five (5) years from that date or until all outstanding
Purchase Order(s) issued prior to the expiration of the Agreement period have
been completed or terminated.
The County may, at its discretion and with the consent of the Contractor, renew
the Agreement under all of the terms and conditions contained in this Agreement
for two (2) additional two (2) year periods. The County shall give the Contractor
written notice of the County's intention to renew the Agreement term prior to the
end of the Agreement term then in effect.
The County Manager, or his designee, may, at his discretion, extend the
Agreement under all of the terms and conditions contained in this Agreement for
up to one hundred and eighty (180) days. The County Manager, or his designee,
shall give the Contractor written notice of the County's intention to extend the
Agreement term prior to the end of the Agreement term then in effect.
The Parties may amend the term of this Agreement, as part of negotiations for
Phase 2: Management, Operation, Advertising and Marketing of the COMPLEX,
subject to being memorialized in writing and executed by its authorized
representatives.
2. COMMENCEMENT OF SERVICES. The Contractor shall commence the services
upon issuance of Notice to Proceed.
3. SCOPE OF SERVICES. The intent of this Agreement is to engage a contractor to
consult on, manage, operate, advertise and market a new multi -use sports, special
events and entertainment complex (the "Complex") designed and constructed by
others. Preliminary consultation services are set forth in Exhibit A, Phase 1, of the
Scope of Services at time and materials hourly rates. In Phase 2 of the Agreement,
the Contractor will share in revenue generation from, but not limited to the following:
Page 1 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 8 0771
income from parking, concessions, registrations, onsite-advertising, admissions
and vender registrations at the Complex, in an amount to be determined at a later
date and subject to phased amendments to this Agreement as set forth herein.
Further, the Contractor is expected to manage the following, including but not
limited to: ticketing/admissions, bookings, concessions, registration, vendors,
parking, onsite activation and signage, and entertainment.
Exact details of these responsibilities and the revenue share will be detailed in an
amendment to the Agreement.
The Contractor shall provide services in accordance with the terms and conditions
of Invitation to Negotiate (ITN) # 18-7404, including all the Attachment(s),
Exhibit(s) and Addenda, Contractor's proposal referred to herein and made an
integral part of this Agreement, Exhibit A — Scope of Services, and Exhibit B —
Phase 1 Fee Schedule and Project Schedule, attached to this Agreement,
subject to a future amendment to the Agreement.
This Agreement contains the entire understanding between the parties and any
modifications to this Agreement shall be mutually agreed upon in writing by the
Parties, in compliance with the County's Procurement Ordinance, as amended, and
Procurement Procedures in effect at the time such services are authorized.
4. THE AGREEMENT SUM. The services to be provided under this Agreement will
be divided among Phases, as authorized by this Agreement and by written
Amendment(s) to this Agreement. For each of the Phases a County Notice to
Proceed will be issued, which will include a negotiated fee schedule and project
schedule.
Payment(s) will be made upon receipt of a proper invoice(s) and upon approval by
the County's Contract Administrative Agent/Project Manager, and in compliance
with Chapter 218, Fla. Stats., otherwise known as the "Local Government Prompt
Payment Act".
4.1 Price Methodology. The Parties may utilize any of the following
methodologies as identified in the appropriate Phase Exhibit.
Lump Sum (Fixed Price): A firm fixed total price offering for a project; the risks are
transferred from the County to the Contractor; and, as a business practice there
are no hourly or material invoices presented, rather, the contractor must perform
to the satisfaction of the County's project manager before payment for the fixed
price contract is authorized.
Time and Materials: The County agrees to pay the Contractor for the amount of
labor time spent by the Contractor's employees and subcontractors to perform the
work (number of hours times hourly rate), and for materials and equipment used in
the project (cost of materials plus the Contractor's markup). This methodology is
generally used in projects in which it is not possible to accurately estimate the size
Page 2 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 861
of the project, or when it is expected that the project requirements would most likely
change. As a general business practice, these contracts include back-up
documentation of costs; invoices would include number of hours worked and billing
rate by position (and not company (or subcontractor) timekeeping or payroll
records), material or equipment invoices, and other reimbursable documentation
for the project.
Unit Price: The County agrees to pay a firm total fixed price (inclusive of all costs,
including labor, materials, equipment, overhead, etc.) for a repetitive product or
service delivered (i.e. installation price per ton, delivery price per package or carton,
etc.). The invoice must identify the unit price and the number of units received (no
contractor inventory or cost verification).
4.2 Payment(s) will be made for services furnished, delivered, and accepted,
upon receipt and approval of invoices submitted on the date of services or within
six (6) months after completion of the Agreement. Any untimely submission of
invoices beyond the specified deadline period is subject to non-payment under the
legal doctrine of "laches" as untimely submitted. Time shall be deemed of the
essence with respect to the timely submission of invoices under this Agreement.
4.3 Travel and Reimbursable Expenses. Travel and Reimbursable Expenses
must be approved in advance in writing by the County. Travel expenses shall be
reimbursed as per Section 112.061 Fla. Stats.
Reimbursements shall be at the following rates:
Mileage
$0.445 per mile
Breakfast
$6.00
Lunch
$11.00
Dinner
$19.00
Airfare
Actual ticket cost limited to tourist or
coach class fare
Rental car
Actual rental cost limited to compact or
standard -size vehicles
Lodging
Actual cost of lodging at single
occupancy rate with a cap of no more
than $150.00 per night
Parking
Actual cost of parking
Taxi or Airport Limousine
Actual cost of either taxi or airport
limousine
Reimbursable items other than travel expenses shall be limited to the following:
telephone long-distance charges, fax charges, photocopying charges and postage.
Reimbursable items will be paid only after Contractor has provided all receipts.
Contractor shall be responsible for all other costs and expenses associated with
activities and solicitations undertaken pursuant to this Agreement.
Page 3 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 862
I 16.F.1.c I
5. SALES TAX. Contractor shall pay all sales, consumer, use and other similar taxes
associated with the Work or portions thereof, which are applicable during the
performance of the Work. Collier County, Florida as a political subdivision of the
State of Florida, is exempt from the payment of Florida sales tax to its vendors
under Chapter 212, Florida Statutes, Certificate of Exemption # 85-8015966531 C.
0
7
NOTICES. All notices from the County to the Contractor shall be deemed duly
served if mailed or emailed to the Contractor at the following:
Company Name: Sports Fields, Inc. of GA dba Sports Fields, Inc.
Address: 3760 Sixes Road, Suite 126-331
Canton, GA 30114
Authorized Agent: Jim Arnold
Attention Name & Title: Director of Business Development
Telephone: (410) 207-5279
E-Mail(s): jimftthe-sports-force.com
All Notices from the Contractor to the County shall be deemed duly served if mailed
or emailed to the County to:
Board of County Commissioners for Collier County, Florida
Division Director: Tourism Division
Division Name: Jack Wert
Address: 2660 Horseshoe Dr. N. #105
Naples, Florida 34104
Administrative Agent/PM:
Telephone:
E-Mail(s):
Jack Wert, Director
239-252-2402
J_ack.Wert(a�colliercountyfl.gov
The Contractor and the County may change the above mailing address at any time
upon giving the other party written notification. All notices under this Agreement
must be in writing.
NO PARTNERSHIP. Nothing herein contained shall create or be construed as
creating a partnership between the County and the Contractor or to constitute the
Contractor as an agent of the County.
8. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all
permits necessary for the prosecution of the Work shall be obtained by the
Contractor. The County will not be obligated to pay for any permits obtained by
Subcontractors.
Payment for all such permits issued by the County shall be processed internally by
the County. All non -County permits necessary for the prosecution of the Work shall
be procured and paid for by the Contractor. The Contractor shall also be solely
Page 4 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 863 1
responsible for payment of any and all taxes levied on the Contractor. In addition,
the Contractor shall comply with all rules, regulations and laws of Collier County,
the State of Florida, or the U. S. Government now in force or hereafter adopted.
The Contractor agrees to comply with all laws governing the responsibility of an
employer with respect to persons employed by the Contractor.
9. NO IMPROPER USE. The Contractor will not use, nor suffer or permit any person
to use in any manner whatsoever, County facilities for any improper, immoral or
offensive purpose, or for any purpose in violation of any federal, state, county or
municipal ordinance, rule, order or regulation, or of any governmental rule or
regulation now in effect or hereafter enacted or adopted. In the event of such
violation by the Contractor or if the County or its authorized representative shall
deem any conduct on the part of the Contractor to be objectionable or improper,
the County shall have the right to suspend the Agreement of the Contractor. Should
the Contractor fail to correct any such violation, conduct, or practice to the
satisfaction of the County within twenty-four (24) hours after receiving notice of such
violation, conduct, or practice, such suspension to continue until the violation is
cured. The Contractor further agrees not to commence operations during the
suspension period until the violation has been corrected to the satisfaction of the
County.
10. TERMINATION. Should the Contractor be found to have failed to perform his
services in a manner satisfactory to the County as per this Agreement, the County
may terminate said Agreement for cause; further the County may terminate this
Agreement for convenience with a thirty (30) day written notice. The County shall
be the sole judge of non-performance.
In the event that the County terminates this Agreement, Contractor's recovery
against the County shall be limited to that portion of the Agreement Amount earned
through the date of termination. The Contractor shall not be entitled to any other or
further recovery against the County, including, but not limited to, any damages or
any anticipated profit on portions of the services not performed.
11. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination
as to race, sex, color, creed or national origin.
12. INSURANCE. The Contractor shall provide insurance as follows:
A. Commercial General Liability: Coverage shall have minimum limits of
$5,000,000 Per Occurrence, $5,000,000 aggregate for Bodily Injury Liability and
Property Damage Liability. This shall include Premises and Operations;
Independent Contractors; Products and Completed Operations and Contractual
Liability.
B. Business Auto Liability: Coverage shall have minimum limits of $1,000,000
Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property
Page 5 of 16
i118-7404 Collier County Sports Marketing and Support
Packet Pg. 8 47
Damage Liability. This shall include: Owned Vehicles, Hired and Non -Owned
Vehicles and Employee Non -Ownership.
C. Workers' Compensation: Insurance covering all employees meeting Statutory
Limits in compliance with the applicable state and federal laws.
The coverage must include Employers' Liability with a minimum limit of $1,000,000
for each accident.
D. Professional Liability: Shall be maintained by the Contractor to ensure its legal
liability for claims arising out of the performance of professional services under this
Agreement. Contractor waives its right of recovery against County as to any claims
under this insurance. Such insurance shall have limits of not less than $1,000,000
each claim and aggregate.
Special Requirements: Collier County Board of County Commissioners, OR, Board
of County Commissioners in Collier County, OR, Collier County Government shall
be listed as the Certificate Holder and included as an "Additional Insured" on the
Insurance Certificate for Commercial General Liability where required. This
insurance shall be primary and non-contributory with respect to any other insurance
maintained by, or available for the benefit of, the Additional Insured and the
Contractor's policy shall be endorsed accordingly.
Current, valid insurance policies meeting the requirement herein identified shall be
maintained by Contractor during the duration of this Agreement. The Contractor
shall provide County with certificates of insurance meeting the required insurance
provisions. Renewal certificates shall be sent to the County thirty (30) days prior to
any expiration date. Coverage afforded under the policies will not be canceled or
allowed to expire until the greater of: thirty (30) days prior written notice, or in
accordance with policy provisions. Contractor shall also notify County, in a like
manner, within twenty-four (24) hours after receipt, of any notices of expiration,
cancellation, non -renewal or material change in coverage or limits received by
Contractor from its insurer, and nothing contained herein shall relieve Contractor of
this requirement to provide notice.
Contractor shall ensure that all subcontractors comply with the same insurance
requirements that the Contractor is required to meet.
13. INDEMNIFICATION. To the maximum extent permitted by Florida law, the
Contractor shall defend, indemnify and hold harmless Collier County, its officers
and employees from any and all liabilities, damages, losses and costs, including,
but not limited to, reasonable attorneys' fees and paralegals' fees, whether resulting
from any claimed breach of this Agreement by Contractor, any statutory or
regulatory violations, or from personal injury, property damage, direct or
consequential damages, or economic loss, to the extent caused by the negligence,
recklessness, or intentionally wrongful conduct of the Contractor or anyone
employed or utilized by the Contractor in the performance of this Agreement. This
Page 6 of 16
N 18-7404 Collier County Sports Marketing and Support
Packet Pg. 8 57
16.F.1.c
indemnification obligation shall not be construed to negate, abridge or reduce any
other rights or remedies which otherwise may be available to an indemnified party
or person described in this paragraph.
This section does not pertain to any incident arising from the sole negligence of
Collier County.
13.1 The duty to defend under this Article 13 is independent and separate from the
duty to indemnify, and the duty to defend exists regardless of any ultimate liability of
the Contractor, County and any indemnified party. The duty to defend arises
immediately upon presentation of a claim by any party and written notice of such
claim being provided to Contractor. Contractor's obligation to indemnify and defend
under this Article 13 will survive the expiration or earlier termination of this Agreement
until it is determined by final judgment that an action against the County or an
indemnified party for the matter indemnified hereunder is fully and finally barred by
the applicable statute of limitations.
14. AGREEMENT ADMINISTRATION. This Agreement shall be administered on
behalf of the County by the Tourism Division.
15. CONFLICT OF INTEREST. Contractor represents that it presently has no interest
and shall acquire no interest, either direct or indirect, which would conflict in any
manner with the performance of services required hereunder. Contractor further
represents that no persons having any such interest shall be employed to perform
those services.
16. COMPONENT PARTS OF THIS AGREEMENT. This Agreement consists of the
following component parts, all of which are as fully a part of the Agreement as if
herein set out verbatim: Contractor's Proposal, Insurance Certificate(s), Exhibit A
Scope of Services, Exhibit B — Phase 1 Fee Schedule and Project Schedule,
Invitation to Negotiate (ITN) # 18-7404, including Exhibits, Attachments and
Addenda/Addendum, and subsequent Amendments to this Agreement.
17. FINANCIAL REVIEW, RECORDS, AUDIT. The Contractor shall provide, at its
expense, an annual independent review of the Contractor's financial records. The
purpose of this review is to substantiate that the County has been compensated in
accordance with this Agreement.
The Contractor shall establish and maintain such records as now exist and may
hereafter be prescribed by the County in the future to provide evidence that all
terms of this Agreement have been and are being observed. The Contractor grants
to the County the right and authority to audit all records, documents, and books
pertaining to the concession operations. Such audit will be conducted at locations
and at a frequency determined by the County and communicated to the Contractor.
The Contractor agrees to provide materials for the audit at the place designated by
the County within three (3) business days after the County's notice to do so is
received by Contractor, all at no cost to the County.
Page 7 of 16
H 18-7404 Collier County Sports Marketing and Support
Packet Pg. 8 6
18. SUBJECT TO APPROPRIATION. It is further understood and agreed by and
between the parties herein that this Agreement is subject to appropriation by the
Board of County Commissioners.
19. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or
individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee,
service or other item of value to any County employee, as set forth in Chapter 112,
Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as
amended, and County Administrative Procedure 5311. Violation of this provision
may result in one or more of the following consequences: a. Prohibition by the
individual, firm, and/or any employee of the firm from contact with County staff for
a specified period of time; b. Prohibition by the individual and/or firm from doing
business with the County for a specified period of time, including but not limited to:
submitting bids, RFP, and/or quotes; and, c. immediate termination of any
Agreement held by the individual and/or firm for cause.
20. COMPLIANCE WITH LAWS. By executing and entering into this Agreement, the
Contractor is formally acknowledging without exception or stipulation that it agrees
to comply, at its own expense, with all federal, state and local laws, codes, statutes,
ordinances, rules, regulations and requirements applicable to this Agreement,
including but not limited to those dealing with the Immigration Reform and Control
Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as
either may be amended; taxation, workers' compensation, equal employment and
safety including, but not limited to, the Trench Safety Act, Chapter 553, Florida
Statutes, and the Florida Public Records Law Chapter 119, including specifically
those contractual requirements at F.S. § 119.0701(2)(a)-(b) as stated as follows:
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF
PUBLIC RECORDS AT:
Communication and Customer Relations Division
3299 Tamiami Trail East, Suite 102
Naples, FL 34112-5746
Telephone: (239) 252-8383
The Contractor must specifically comply with the Florida Public Records Law to:
1. Keep and maintain public records required by the public agency to perform
the service.
2. 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
Page 8 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 867
to be inspected or copied within a reasonable time at a cost that does not
exceed the cost provided in this chapter or as otherwise provided by law.
3. Ensure that 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 contract term and following
completion of the contract if the Contractor does not transfer the records
to the public agency.
4. Upon completion of the contract, transfer, at no cost, to the public agency
all public records in possession of the Contractor or keep and maintain
public records required by the public agency to perform the service. If the
Contractor transfers all public records to the public agency upon
completion of the contract, the Contractor shall destroy any duplicate
public records that are exempt or confidential and exempt from public
records disclosure requirements. If the Contractor keeps and maintains
public records upon completion of the contract, the Contractor 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.
If Contractor observes that the Contract Documents are at variance therewith, it
shall promptly notify the County in writing. Failure by the Contractor to comply with
the laws referenced herein shall constitute a breach of this Agreement and the
County shall have the discretion to unilaterally terminate this Agreement
immediately.
21. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County
encourages and agrees to the successful Contractor extending the pricing, terms and
conditions of this solicitation or resultant Agreement to other governmental entities at
the discretion of the successful Contractor.
22. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or
otherwise unenforceable, in whole or in part, the remaining portion of this Agreement
shall remain in effect.
23. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to
this Agreement in compliance with the Procurement Ordinance, as amended, and
Procurement Procedures.
24, DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted
by this Agreement to resolve disputes between the parties, the parties shall make a
good faith effort to resolve any such disputes by negotiation. The negotiation shall be
attended by representatives of Contractor with full decision -making authority and by
County's staff person who would make the presentation of any settlement reached
during negotiations to County for approval. Failing resolution, and prior to the
commencement of depositions in any litigation between the parties arising out of this
Agreement, the parties shall attempt to resolve the dispute through Mediation before
Page 9 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 868
I 16.F.1.c tl
an agreed -upon Circuit Court Mediator certified by the State of Florida. The mediation
shall be attended by representatives of Contractor with full decision -making authority
and by County's staff person who would make the presentation of any settlement
reached at mediation to County's board for approval. Should either party fail to submit
to mediation as required hereunder, the other party may obtain a court order requiring
mediation under section 44.102, Fla. Stat.
25, VENUE. Any suit or action brought by either party to this Agreement against the other
party relating to or arising out of this Agreement must be brought in the appropriate
federal or state courts in Collier County, Florida, which courts have sole and exclusive
jurisdiction on all such matters.
26. KEY PERSONNEL. The Contractor's personnel and management to be utilized for this
project shall be knowledgeable in their areas of expertise. The County reserves the
right to perform investigations as may be deemed necessary to ensure that competent
persons will be utilized in the performance of the Agreement. The Contractor shall
assign as many people as necessary to complete the services on a timely basis, and
each person assigned shall be available for an amount of time adequate to meet the
required service dates. The Contractor shall not change Key Personnel unless the
following conditions are met: (1) Proposed replacements have substantially the same
or better qualifications and/or experience. (2) that the County is notified in writing as far
in advance as possible. The Contractor shall make commercially reasonable efforts to
notify Collier County within seven (7) days of the change. The County retains final
approval of proposed replacement personnel.
27. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms
of any of the Contract Documents, the terms of solicitation the Contractor's Proposal,
and/or the County's Board approved Executive Summary, the Contract Documents
shall take precedence.
28. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without
the prior consent in writing of the County. Any attempt to assign or otherwise transfer
this Agreement, or any part herein, without the County's consent, shall be void. If
Contractor does, with approval, assign this Agreement or any part thereof, it shall
require that its assignee be bound to it and to assume toward Contractor all of the
obligations and responsibilities that Contractor has assumed toward the County.
29. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as
amended. Background checks are valid for five (5) years and the Contractor shall be
responsible for all associated costs. If required, Contractor shall be responsible for the
costs of providing background checks by the Collier County Facilities Management
Division for all employees that shall provide services to the County under this
Agreement. This may include, but not be limited to, checking federal, state and local
law enforcement records, including a state and FBI fingerprint check, credit reports,
education, residence and employment verifications and other related records.
Contractor shall be required to maintain records on each employee and make them
available to the County for at least four (4) years. All of Contractor's employees and
Page 10 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 869 11
subcontractors must wear Collier County Government Identification badges at all times
while performing services on County facilities and properties. Contractor ID badges are
valid for one (1) year from the date of issuance and can be renewed each year at no
cost to the Contractor during the time period in which their background check is valid,
as discussed below. All technicians shall have on their shirts the name of the
contractor's business.
The Contractor shall immediately notify the Collier County Facilities Management
Division via e-mail (DL-FMOPS@colliergov.net) whenever an employee assigned to
Collier County separates from their employment. This notification is critical to ensure
the continued security of Collier County facilities and systems. Failure to notify within
four (4) hours of separation may result in a deduction of $500 per incident.
(Intentionally left blank -signature page to follow)
Page 11 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 870
16.F.1.c
IN WITNESS WHEREOF, the parties hereto, have each, respectively, by an authorized
person or agent, have executed this Agreement on the date and year first written above.
ATTEST:
Crystal Kinzef;' Clerk;of Courts
P
Dated:
��test.as t��Cliairman's
s`ig6'6t06 only.
Contractor's Witnesses:
Contractor' First Witness
TT / ri witne nameT
Contractor's Second Witness
TType/print witness nameT
A pr ved as t rm nd Legality:
t R. ea h
Deputy County Attorney
BOARD OF C0jJKTY COMMISS NERS
COLLIER C NT , LORID
By:
Andy Solis, Chairman
Sports Fields, Inc. of GA dba Sports
Fields, Inc., Contractor
na
ype/print signature and titieT
Page 12 of 16
# 18-7404 Collier County Sports Marketing and Support 01
Packet Pg. 871
EXHIBIT A — SCOPE OF SERVICES
The intent of this Agreement is to engage a contractor to manage, operate, advertise
and market a new multi -purpose sports event and entertainment complex of the same
once designed and constructed by others. The CONTRACTOR will share in revenue
generation from including but not limited to the following: income from parking,
concessions, registrations, onsite-advertising, admissions and vender registrations. The
CONTRACTOR is expected to manage the following, but not limited to:
ticketing/admissions, bookings, concessions, registration, vendors, parking, onsite
activation and signage, and entertainment. Exact details of these responsibilities and
the revenue share will be detailed in an amendment to the Agreement.
The services to be provided under this Agreement will be divided among Phases, as
authorized by this Agreement and shall be authorized solely by a written Amendment to
this Agreement. For each of the Phases a County Notice to Proceed will be issued, which
will include the days for completion.
PROJECT CONCEPT AND OBJECTIVES
1.1 The Collier County Board of County Commissioners (COUNTY) have begun the
activities to construct a multi -use sports, special events and entertainment complex
(COMPLEX) to attract and host youth, adult sports leagues, amateur tournament play
and a multitude of events designed to draw tourists, local and non -local residents,
participants, spectators and event attendees.
1.2 The COUNTY will provide up to 120 acres for the COMPLEX.
1.3 The COMPLEX must be accessible to local and non -local residents, athletes and
event attendees on weekdays, weeknights and weekends when not specifically booked
for an event. Greater specificity regarding local use accessibility and related
requirements will be included in the Phase 2 amendment to the Agreement.
1.4 The COUNTY will fund, design and construct the COMPLEX.
1.5 The COUNTY anticipates that the COMPLEX may include multiple venues and
up to sixteen multi -purpose fields, a 3,000 to up to 10,000 seat expandable stadium, up
to 125,000 square foot Indoor Facility, and possibly softball/youth baseball fields.
The indoor facility will include, multiple sports amenities and the ability to host special
events, it will include concession areas, restaurant(s), group event and classroom
area(s), locker rooms, coach's offices and other related ancillary facilities.
The scope of amenities may change based off of the deliverables of Phase 1.
1.6 The COUNTY desires to maximize the use of the COMPLEX and its revenue -
generating capacity and reserves the right to market the venue(s) Naming Rights,
Page 13 of 16
# 18-7404 Collier County Sports Marketing and Support
�q.
O
Packet Pg. 8 2
Sponsorship, Advertising and promotional opportunities. Details will be included in
Phase 2 amendment.
1.7 The COUNTY desires to provide a broad array of cultural, educational,
entertainment, sporting and other activities and events to meet the demands of the
COUNTY'S residents, visitors and the adjacent communities. Details will be included in
Phase 2 amendment.
1.8 The COUNTY desires to coordinate the COMPLEX'S activities with other cultural,
recreation and sporting venues in Collier County and the surrounding region. Details will
be included in Phase 2 amendment.
1.9 The COUNTY desires to involve, as much as practical and practicable, the local
community in the business and employment opportunities associated with the
COMPLEX and its events. Details will be included in Phase 2 amendment.
1.10 To protect the COUNTY'S investment, the COMPLEX must be maintained at the
highest possible level and available in a declared State of Emergency, as it may be used
as a resource for shelter and staging. Details will be included in Phase 2 amendment.
OPE OF SERVICES
Phase 1: Consultinq and Assistance During Design and Construction of the
COMPLEX
The CONTRACTOR will assist the County Delivery Team (staff, consultants, engineers,
architects and senior management) in developing the project concept and assist in the
design build as a consultant. The CONTRACTOR will work with the selected Project
Architect, at the COUNTY'S direction, throughout design and construction to coordinate
efforts and ensure that the approved concept and scope of work are adhered to.
The fees and schedule for this Phase 1 are outlined in Exhibit B — Phase 1 Fee Schedule
and Project Schedule.
Specific Deliverables Required Prior to Entering Into Phase 2:
1. The CONTRACTOR will be responsible for studying area demographics and
associated metrics to provide input to the COMPLEX'S "mix" of facilities and types of
events supported. Because of the tremendous investment, the COUNTY will heavily
scrutinize business plans and models to ensure they are reasonable, realistic and
sustainable.
2. The CONTRACTOR will provide input to the project's delivery team. The
CONTRACTOR shall conduct a feasibility study/business plan for the project that will
Page 14 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 873
determine early issues (i.e., traffic, parking, location„ etc.), and identify any features that
could adversely affect the COUNTY's successful operation of the COMPLEX. This
business plan shall also include a one, five and ten year income statement/pro-forma
and operational plan.
3. As part of the business plan, CONTRACTOR shall assist the COUNTY in developing
an analysis of the economic, regional and otherwise, of the COMPLEX'S impact through
added jobs, taxes, tourism, etc.
4. The CONTRACTOR shall review and evaluate land/project site options, design and
assist the COUNTY in determining features and amenities on the COMPLEX to ensure
positive revenue growth.
5. The CONTRACTOR shall provide to the COUNTY, at any time, per COUNTY request
all financial documents including though not limited to: receipts, contracts with
subcontractors and affiliates, purchasing records, P.O.S. reports, balance sheets, profit
and loss documents. All items listed and unlisted will also be provided to the Collier
County Clerk of Courts upon request.
Phase 2: Management, Operation, Advertising and Marketing of the COMPLEX
1. The COUNTY views its relationship with the operator as a critical partnership. The
credibility, viability and financial success of the COMPLEX will, to a large degree, depend
on the success of this partnership.
2. Using the information gathered and presented through Phase 1 deliverables of
the Agreement, in combination with ITN-18-7404, it is the intent of CONTRACTOR and
COUNTY to negotiate an agreement for the operation, advertising and marketing of the
COMPLEX, which would be memorialized in writing as an amendment to the Agreement.
3. CONTRACTOR and COUNTY will work in best faith to create an agreement for
the operation, advertising, and marketing of the COMPLEX that is beneficial to both
parties.
4. COMPLEX will be owned and maintained by the COUNTY. This will include
capital investment and improvements.
5. The Parties recognize the COUNTY'S sizeable investment in providing a site,
design, construction of the COMPLEX, and the purchase of necessary furniture, fixtures
and equipment, and acknowledge that the COUNTY intends to secure a sufficient Return
on Investment on this project.
Page 15 of 16
# 18-7404 Collier County Sports Marketing and Support
Packet Pg. 874
16.F.1.c
EXHIBIT B — PHASE 1 FEE SCHEDULE AND PROJECT SCHEDULE
The Parties agree to an initial fee time and material, not -to -exceed $50,000 fee and
not -to -exceed 120 days in length. Should the project require more fees or more time,
the Contractor and the County shall execute an Amendment to this Agreement, Fees
will be billed monthly based on the hourly rate sheet provided below.
The County will reimburse the Contractor for all reasonable expenses incurred by
Contractor, pursuant to Section 4.4 of this Agreement, and its personnel for travel
(including transportation costs, living accommodations, and meals) in connection with
performing these services, promptly upon the submission of invoice statements to
County. Travel and Reimbursable Expenses must be approved in advance in writing by
the County. Travel expenses shall be reimbursed as per Section 112.061 Fla. Stats.
PRINCIPAL
$
250.00
VICE-PRESIDENT
$
225.00
PROJECTDESIGNER/ARCHITECT
$
200.00
DIRECTOR
$
200.00
SR. PROJECT MANAGER
$
200.00
SENIORESTIMATOR
$
175.00
PROJECTANALYST
$
125.00
ESTIMATOR
$
100.00
ADMINISTRATOR
$
75.00
Page 16 of 16
# 18-7404 Collier County Sports Marketing and Support
F
Packet Pg. 875 11
16FIG
FIRST AMENDMENT TO AGREEMENT
#18-7404
COLLIER COUNTY SPORTS COMPLEX MARKETING AND SUPPORT
��THIS FIRST AMENDMENT, made and entered into on this day of
2019, by and between Sports Fields, Inc., of GA d/b/a Sports Fields,
Inc.,�autho'rized to do business in the State of Florida, whose business address is 3760 Sixes
Road, Suite 126-331, Canton, GA 30114, (the "Contractor) and Collier County, Florida political
subdivision of the State of Florida (the "County"); (collectively, the "Parties").
WHEREAS, on October 23, 2018, (Agenda Item 16.F.2), the County entered into an
Agreement with Contractor to obtain professional consulting services concerning the "Collier
County Sports Complex Marketing and Support" project with an initial contract award of
$50,000 for Phase I of the Project; and
WHEREAS, the Parties desire to amend the Agreement add Phase II -A for services
related to operation in the amount of $950,000.
NOW, THEREFORE, in consideration of the mutual promises and covenants herein
contained, it is agreed by the Parties as follows:
1. The additional services shall be provided in accordance with the attached Exhibit
Al-1 Phase II Scope of Services, attached hereto which is hereby incorporated into the
Agreement.
2. The fees for the additional services are outlined in Exhibit B-1 Phase II -A Fee and
Project Schedule, attached hereto which is hereby incorporated into the Agreement.
All other terms and conditions of the agreement shall remain in force.
(remainder of this page is intentionally left blank)
Page 1 of 8
First Amendment to Agreement #18.7404 �
9
"Collier County Sports Complex Marketing and Support"
Packet Pg. 876
14.F.14
o r i
IN WITNESS WHEREOF, the Parties hereto, have each, respectively, by an authorized
person or agent, have executed this Amendment on the date and year first written above.
Crystal K. Kinzel, Clerk of Courts and
Cogiptraller
Y
,Deputy Clerk
AbSt 'C11'�1r�ftill'S
signature Ally -
Contractor's First Witness:
By:
Jim Arnold
Print Name
Contractor's Second Witness:
By:
Will Spence
Print Name
Office of the County Manager
By:lleoAchs,
County nager
Approved in absentia per Resolution 2000-149
on July 23, 2019
Ratified by the Board on:
BOARD OF COUNTY COMMISSIONERS
OF COLLIER COUNTY, FLORIDA
c•
By:
illiam L. McDaniel, Jr., hairman
CONTRACTOR:
Sports Fields, Inc., of GA d/b/a Sports
Fields, Inc.
By: &Vl Stv'q
Brian F. Storm President & CEO
Print Name and Title
Page 2 of 8
First Amendment to Agreement k18-7404 (�
"Collier County Sports Complex Marketing and Support" ,2+
V '
Packet Pg. 877
1 6.F.1.d
16FIC
FIRST AMENDMENT TO AGREEMENT #18-7404
COLLIER COUNTY SPORTS COMPLEX MARKETING AND SUPPORT
Exhibit A11-1 Phase II -A Scope of Services
Category A: Corporate Marketing and Consulting Fees:
During the Category A timeframe, Sports Fields, Inc (SFI) will perform a variety of services via
the corporate staff to prepare for the launch of the sports complex in May of 2020. This will
include a range of individuals based out of our Canton, GA office that will provide services
including project management, accounting, sales, marketing, and operations support. These
services include, but are not limited to:
Branding: SFI will provide consulting support for the design and development of key branding
elements to include, but not limited to: website, logo, marketing materials.
Marketing: SFI will provide consulting support and real marketing services including, but not
limited to: digital advertising, print advertising, trade shows and conferences, and CRM/email
marketing.
Partnerships: SFI will prepare a partnership sales package and begin the sales process by
engaging local business, delivering proposals, and working with Superlative Group to avoid
any conflicts of interest and ensure fulfillment of partnership assets.
Sales Support: SFI will provide as needed sales support for major events and to attract
potential business to the sports complex in future years.
Operations Manual: SFI will take the best practices and standard operating procedures from
our other existing facilities to create an Operations Manual for the facility in Collier County.
While some practices translate directly, every sports park is different. This is a critical step to
ensure our staff, as well as the County, are set up for success from Day 1.
Travel: SFI's corporate team will be heavily involved in the pre -opening phase. As such, there
will be substantial travel between Atlanta and Collier County during this time period. While the
exact schedule will be determined by needs, it is expected that members of SFI's team will be
in market for at least 10-14 days per month throughout the fall, winter, and spring prior to the
May 2020 opening. All traveling will be billed in accordance with Section 4.3 Travel and
Reimbursable Expenses, of this Agreement.
Category B: Operations Start Up Costs:
Category B will entail pre -opening costs necessary to open an operational sports park that
coincides with the substantial completion of the construction phase. In order to maximize the
assets once completed, there is a significant amount of groundwork that must be completed
on the operations in order to be operational. These include, but are not limited to:
Page 3 of 8
First Amendment to Agreement #18-7404
"Collier County Sports Complex Marketing and Support"
Packet Pg. 878
16FIG
Logo & Website Development: The park's branding and the website will likely be the first
touchpoint for most potential customers and is a critical component of a successful business.
The website will drive interest but is also the primary sales tool for tournaments and any
ecommerce products that are available for sale.
Hiring- There are hiring costs that go along with the startup of a park this size with three major
cost centers. Every employee, part time and full time, must undergo a background check and
drug screen before they will be hired by SFI. SFI strives to identify and hire the best possible
candidates for the available positions and doing so requires posting job listings on top
networking sites that charge membership or listing fees.
Marketing: There are a variety of marketing avenues that SFI will explore in the pre -opening
phase in order to create awareness and buzz around the sports complex. These include digital
advertising, print advertising, and CRM/email marketing. One of the biggest marketing costs
during this time period will also be trade shows and conferences. December, January, and
February are the primary times for many sport -specific trade shows such as the American
Baseball Coaches Association, United Soccer Coaches Convention, LaxCon, National
Fastpitch Coaches Association, and more.
Partnerships: SFI will design, produce, and print a partnership sales package necessary to
begin the sales process. Once this document has been created, SFI will begin engaging local
business, delivering proposals, and working with Superlative Group to avoid any conflicts of
interest and ensure fulfillment of partnership assets.
Insurance. Licenses & Permits: These are all the costs associated with SFI securing the
necessary permits and licenses to run the day-to-day operations of the sports complex.
F&B Consulting: F&B operations will be handled by SFI throughout the duration of the
agreement. The F&B consulting services are third party services that include front-end start up
items such as recipe preparation_ and staff training. Staff training includes a wide variety of
items ranging from health and food safety certifications to actual cooking orientation and
training.
Inventory & Smallware: Inventory and smallware costs include two major categories inside
the operations at the park — retail and food & beverage. Inventory is defined as the initial
stocking of the actual items being sold, for instance: shirts and hats for retail and hot dogs,
drinks for food and beverage locations. Smallware includes the items that are needed to display
or serve these items, i.e. hangars and manikins for retail and containers, mixing bowls, serving
utensils for food and beverage. All of the initial items to stock the inventory and provide
smallware necessary to open are considered operational start-up items. Any replacement of
these items once the park opens would be considered a cost of goods sold.
Maintenance & Janitorial Supplies: Much like the inventory described above, maintenance
and janitorial supplies include the necessary items to open the new sports park on Day 1.
These items include user items such as toilet paper, and paper towels and actual janitorial tools
such as brooms, mops, buckets, etc. The initial startup item acquisitions are included start-up
costs, while the replacement of these items will be considered a park expense.
Page 4 of 8
First Amendment to Agreement #18�7404
"Collier County Sports Complex Marketing and Support"
Packet Pg. 879
ib
Travel: Start-up travel includes costs for park employees to attend select conferences, shows
and meetings throughout the area and industry.
Category C: Park Staffing:
Based on the updated Phase 1 operating structure, staffing will occur at a slower pace than
SFI would normally recommend for a facility of this size. This will reduce the operating costs
in the pre -opening phase and allow for a more phased approach. Starting with the execution
of this agreement, SFI will immediately begin soliciting, identifying, and hiring a General
Manager and Sales Representative. SFI believes these positions will be critical in driving the
pre -opening operations while also marketing and seeking events to come to the park during
the first phase.
Pending the completion of this agreement, SFI will target September or October to hire a
General Manager and Sales Representative. However, SFI will not rush this process as finding
the appropriate fit is more important than hitting a specific date on hiring. Once in place, the
General Manager will take the lead in hiring the remainder of the staff, in -market sponsorship
sales and community relationships, and implementing the Sports Force Parks Standard
Operating Procedures.
Once the General Manager and Sales Representative have been hired, the remainder of the
staff hiring will not occur until January or February of 2020. SFI plans to bring on an Assistant
General Manager, Sports Coordinator, and Hospitality Manager in this time frame. This will
allow time to find the appropriate candidates for these positions, undergo training and
orientations, and be in position prior to the May 2020 opening, without carrying significant
salaries throughout the construction phase. Finally, SFI plans to bring on an Events Coordinator
just prior to the opening of the complex in 2020.
Page 5 of 8
First Amendment to Agreement #18-7404
"Collier County Sports Complex Marketing and Support"
Packet Pg. 880
16FiP
Exhibit B-1 Phase II -A Fee Schedule and Project Schedule
The Parties agree to commence the services of this Amendment on August 1, 2019 and end
on May 1, 2020. Should the project require more fees or more time, the Contractor and the
County shall execute an Amendment to this Agreement.
The Contractor shall bill monthly as provided below. The County will reimburse at cost the
Contractor for all reasonable expenses incurred by Contractor, pursuant to Section 4.4 of this
Agreement, and its personnel for travel (including transportation costs, living accommodations,
and meals) in connection with performing these services, promptly upon the submission of
invoice statements to County. Travel and Reimbursable Expenses must be approved in
advance in writing by the County. Travel expenses shall be reimbursed as per Section 112.061
Fla. Stats.
Category A: Corporate Marketing and Consulting Fees
Time and Material Total Not -to Exceed:
$444,000.00
Personnel
Hourly Rate
Principal
$ 120.00
Senior Manager
$ 80.00
Manager
$ 50.00
Accountant
$ 50.00
Category B: Operational Startup Costs
Total Not -to Exceed:
$341,000.00 (billed at actual cost)
The operational startup costs include, but not limited to the following items:
Background Checks
F&B Consultant
Hiring Costs
Insurance
Licenses/Permits
Marketing & Advertising
Logo & Branding Development
Website Development
Printing in Park
Staff Apparel
Travel (per Section 4.4 of this Agreement)
Food & Beverage/Merchandise Inventory
Maintenance & Janitorial Supplies
Retail & Food Service Smallware
Utilities/cable/internet - (Provided by the County at no cost to Contractor)
Page 6 of 8
First Amendment to Agreement #18-7404
"Collier County Sports Complex Marketing and Support"
Packet Pg. 881
16FIG
Category C: Limited Park Staffing
Time and Material $165,000.00
Total Not -to Exceed:
The Contractor shall obtain written approval from the County's Contract Administrative Agent
prior to staff being assigned to provide the services. The Contractor shall also provide the
County's Contract Administrative Agent compliance of park staffing background checks,
pursuant to Section 29, Security, of this Agreement.
AOL., _..._
3rd Quarter
4th Quarter 1st Quarter 2nd Quarter
Employee
August
September
October
November
December
January
February
March
April
May
General Manager
$
$ 7,583.33
$ 7,583.33
$ 7,583.33
$ 7,583.33
$ 7,583.33
$ 7,583.33
$ 7,583.33
$ 7,583.33
$
$ 60,666.64
Parks Sales Representative
$
$ 5,416.67
$ 5,416.67
$ 5,416.67
$ 5,416.67
$ 5,416.67
$ 5,416.67
$ 5,416.67
$ 5,416.67
$
$ 43,333.36
Sports Coordinator 1
$
$ -
$ -
$ -
$ -
$ 5,416.67
$ 5,416.67
$ 5,416.67
$ 5,416.67
$
$ 21,666.68
Sports Coordinator 2
$
$
$
$
$
$
$ -
$ -
$ -
$
$
Assistant General Manager
$
$
$
$
$
$
$ 5,958.33
$ 5,958.33
$ 5,958.33
$
S 17,874.99
(Retail + Amenities)
Hospitality Manager
$
$
$
$
$
$
$ 5,416.67
$ 5,416.67
$ 5,416.67
$
S 16,250.01
Events Coordinator
$
$ -
$ -
$
$
$
$
$
$ 4,875.00
$
S 4,875.00
TOTAL
$
$ 13,000.00
$ 13,000.00
$ 13,000.00
$ 13,000.00
$ 18,416.67
$ 29,791.67
1
$ 29,791.67
$ 34,666.67
$
$ 264,666.68
(remainder of page is intentionally left blank)
Page 7 of 8
First Amendment to Agreement ft18.7404
"Collier County Sports Complex Marketing and Support"
U
c
iL
to
0
S2
O
C
tv
E
R
fi
R
C_
E
N
tD
M
LO
N
r
Q
Packet Pg. 882
16FIG
Category C: Limited Park Staffing
The parties have negotiated the following rates for subsequent years:
YEAR 1
Position
Salary
Benefits
Total
General Manager
$
70,000
$
21,000
$
91,000
Assistant General Manager
$
55,000
$
16,500
$
71,500
Sport Coordinator 1
$
50,000
$
15,000
$
65,000
Sport Coordinator 2
$
45,000
$
13,500
$
58,500
Retail Coordinator
$
45,000
$
13,500
$
58,500
Events Coordinator
$
45,000
$
13,500
$
58,500
Great Lawn Coordinator
$
30,000
$
9,000
$
39,000
Hospitality Manager
$
50,000
$
15,000
$
65,000
Park Sales Representative
$
50,000
$
15,000
$
65,000
Total:
$
440,000
$
132,000
$
572,000
YEAR 2
Position
Salary
Benefits
Total
General Manager
$
72,800
$
21,840
$
94,640
Assistant General Manager
$
57,200
$
17,160
$
74,360
Sport Coordinator
$
52,000
$
15,600
$
67,600
Sport Coordinator
$
46,800
$
14,040
$
60,840
Retail Coordinator
$
46,800
$
14,040
$
60,840
Events Coordinator
$
46,800
$
14,040
$
60,840
Great Lawn Coordinator
$
31,200
$
9,360
$
40,560
Hospitality Manager
$
52,000
$
15,600
$
67,600
Park Sales Representative
$
50,000
$
15,000
$
65,000
Total:
$
455,600
$
136,680
$
592,280
YEAR 3
Position
Salary
Benefits
Total
General Manager
$
75,712
$
22,714
$
98,426
Assistant General Manager
$
59,488
$
17,846
$
77,334
Sport Coordinator
$
54,080
$
16,224
$
70,304
Sport Coordinator
$
48,672
$
14,602
$
63,274
Retail Coordinator
$
48,672
$
14,602
$
63,274
Events Coordinator
$
48,672
$
14,602
$
63,274
Great Lawn Coordinator
$
32,448
$
9,734
$
42,182
Hospitality Manager
$
54,080
$
16,224
$
70,304
Hospitality Supervisor
$
40,000
$
12,000
$
52,000
Park Sales Representative
$
55,000
$
16,500
$
71,500
Total:
$
516,824
$
155,047
$
671,871
Page 8 of 8
First Amendment to Agreement #18-7404
"Collier County Sports Complex Marketing and Support"
Packet Pg. 883
SECOND AMENDMENT TO AGREEMENT
418-7404
FOR
"COLLIER COUNTY SPORTS COMPLEX MARKETING AND SUPPORT"
THIS SECOND AMENDMENT, made and entered into on this 4VN_ day of
2020, by and between Sports Fields, Inc., of GA d/b/a Sports Fields, Inc.,
authorized to do business in the State of Florida, whose business address is 3760 Sixes Road, Suite 126-
331, Canton, GA 30114, (the "Contractor) and Collier County, Florida political subdivision of the State
of Florida (the "County"); (collectively, the "Parties").
WHEREAS, on October 23, 2018, (Agenda Item 161.2), the County entered into an
Agreement with Contractor to obtain professional consulting services concerning the "Collier County
Sports Complex Marketing and Support" project with an initial contract award of $50,000 for Phase I of
the Project; and
WHEREAS, on September 10, 2019, the County approved the First Amendment to
Agreement # 18-7404, to enter Phase II -A for services related to the project in a not -to -exceed amount
of $950,000 for Corporate Marketing and Consulting Fees, Operations Start-up Costs, and Limited Park
Staffing; and
WHEREAS, due to the spread of the COVID-19 virus throughout the United States and
Florida resulting in various shutdowns of County facilities, the Parties wish to extend this contract until
September 30, 2020, or the date of substantial completion, turnover, and opening of the Complex,
whichever is later, without restrictions, until the Parties can furtht-r define and more accurately negotiate
a further amendment to this agreement that addresses entering into the Phase II-B: Management,
Operation, Advertising, and Marketing of the Complex under these changed circumstances; and
NOW, THEREFORE, in consideration of the mutual promises and covenants herein
contained, it is agreed by the Parties as follows:
1. The additional services set forth in the scope of services attached to the First Amendment
to Agreement # 18-7404, Exhibit Al-1, Phase II Scope of Services, shall continue through September
30, 2020, or the date of substantial completion, turnover, and opening of the Complex, whichever is
later.
2. The fees for these additional services is set forth in Exhibit B-1 Phase II -A Fee and Project
Schedule, which is replaced in its entirety as amended and attached hereto, and is hereby incorporated
into the Agreement, and shall continue through September 30, 2020, or the date of substantial
completion, turnover, and opening of the Complex, whichever is later.
All other terms and conditions of the agreement shall remain in force.
(remainder of this page is intentionally left blank)
Page 1 of 4
First Amendment to Agreement 0$18-7404
"Collier County Sports Complex Marketing and Support"
� v�
Packet Pg. 884
16.F.1.e
IN WITNESS WHEREOF. the Parties hereto, have each, respectively, by an authorized
person or agent, have executed this Amendment on the date and year first written above.
Crystal K. Kinzel, Clerk of Courts and
Comptroller
M.
Deputy Clerk
Contractor's Firs n
By•
/J
S . f�Y✓tc� /t
Print Name
Contractor's Second Witness:
Bv:
ei2
E�-in
Print Name
Approved as to Fonn and Legality:
S
Scott R. Teach
Deputy County Attorney
Office of the County Manager
By:
Leo . Ochs, County Ma er
CONTRACTOR:
Sports Fields. Inc., of GA d/b/a Sports Fields,
Inc
By:
u5E1;.0Az2`1
Print Name and Title
(remainder of this page is intentionall}, left blank)
Page 2 of 4
First Amendment to Agruement #18-7404,
"Collier County Sports Complex Marketing and Support"
Packet Pg. 885
I 16.F.1.e I
Exhibit B-1 Phase II -A Fee Schedule and Project Schedule
The Parties agree to commence the services of this Amendment on August 1, 2019 and end on September
30, 2020, or the date of substantial completion, turnover, and opening of the Complex, whichever is
later. Should the project require more fees or more time, the Contractor and the County shall execute
an Amendment to this Agreement.
The Contractor shall bill monthly as provided below. The County will reimburse at cost the Contractor
for all reasonable expenses incurred by Contractor, pursuant to Section 4.4 of this Agreement, and its
personnel for travel (including transportation costs, living accommodations, and meals) in connection
with performing these services, promptly upon the submission of invoice statements to County. Travel
and Reimbursable Expenses must be approved in advance in writing by the County. Travel expenses
shall be reimbursed as per Section 112.061 Fla. Stats.
Category A: Corporate Marketing and Consulting Fees
Time and Material Total Not -to Exceed:
$444,000.00
Personnel
Hourly Rate
Principal
$ 120.00
Senior Manager
$ 80.00
Manager
$ 50.00
Accountant
$ 50.00
Category B: Operational Startup Costs
Total Not -to Exceed:
$341,000.00 (billed at actual cost)
The operational startup costs include, but not limited to the following items:
Background Checks
F&B Consultant
Hiring Costs
Insurance
Licenses/Permits
Marketing & Advertising
Logo & Branding Development
Website Development
Printing in Park
Staff Apparel
Travel (per Section 4.4 of this Agreement)
Food & Beverage/Merchandise Inventory
Maintenance & Janitorial Supplies
Retail & Food Service Smallware
Utilities/cable/internet - (Provided by the County at no cost to Contractor)
Page 3 of 4
First Amendment to Agreement 818-7404
"Collier County Sports Complex Marketing and Support"
Packet Pg. 886
Category C: Limited Park Staffing
Time and Material I $320,000
Total Not -to Exceed:
The Contractor shall obtain written approval from the County's Contract Administrative Agent prior
to staff being assigned to provide the services. The Contractor shall also provide the County's Contract
Administrative Agent compliance of park staffing background checks, pursuant to Section 29, Security,
of this Agreement,
The following negotiated rates and structure shall apply to the services performed by SFI staff under this
category as stated below:
Position
Salary
Benefits
Totall
General Manager
$ 85,000
$25,000
$110,000
Assistant General Mana er
$ 65,000
$ 31,000
$ 96 000
Sports Manager 1
$ 67,000
$ 25,000
$ 92,000
Sports Manager 2
$ 52,000
$ 8,000
$ 60.000
Park Superintendent
$ 60,000
$ 7,000
67 000
Hospitality Mana er
$ 70,000
$ 24,000
$ 94,000
Total:
$ 399 000
$ 120 000
$ 519 000
'The rates are based on annual compensation salaries with incorporated benefits. These totals will be
paid, per position, for services actually provided, in the monthly amounts set forth in accordance with
the below table.
2nd Quarter
3rd Quarter
4th Quarter
Employee
March
Aril
May
June
July
August
September
General Manager
$9,063,34
$9,063.34
$9,063.34
$9,063.34
$9,063.34
$9,063.34
$9,063.34
$63,443.38
Park Superintendent
$5,509.88
$5,509.88
$5,509.88
$5,509.88
$5,509.88
$5,509.88
$5,509.88
$38,569.16
Sports Manager
$7,633.06
$7,633.06
$7,633.06
$7,633.06
$7,633.06
$7,633.06
$7,633.06
$53,431.42
Sports Manager
1 $7,989.211
$7,989.21
$7,989,21
$7,989.211
$7,989.21
$7,989.21
$7,989.211
$55,924.47
Assistant GM
$4,969.10
$4,969.10
$4,969.10
$4,969.101
$4,969.10
$4.969.10
$4,969.10
$34,783.70
Hos itali Manager
$7,754.80
0,754.80
$7,754,80
$7,754.801
S7,754.801
$7,754.80
$7,754.80
$54,283.60
Total
$42,919.391
$42,919.391
$42,919.391
S42,919.391
$42,919.391
$42,919.39
$42.919.39
$300.435.73
Page 4 of 4
First Amendment to Agreement #18-7404
"Collier County Sports Complex Marketing and Support"
Packet Pg. 887 1
16.F.1.e
PROCLAMATION/RESOLUTION NO.2020-_5Q
PROCLAMATION OF THE BOARD OF COUNTY COMMISSIONERS,
COLLIER COUNTY, FLORIDA, DECLARING A LOCAL STATE OF EMERGENCY
WHEREAS, the World Health Organization ("WHO") raised its assessment of the
Coronavirus Disease 2019 ("COVID-19") threat from high to very high and declared a public
health emergency of international concern related to COVID-19; and
WHEREAS, the Centers for Disease Control and Prevention has declared the potential
public health threat posed by COVID-19 as 'high', both in the United States and throughout
the world; and
WHEREAS, on March 1, 2020, Governor Ron Desantis issued Executive Order 20-
51, declaring that appropriate measures to control the spread of COVID-19 in the State of
Florida are necessary, and therefore directed that a Public Health Emergency be declared in
the State of Florida; and
WHEREAS, on March 9, 2020, Governor Ron Desantis issued Executive Order 20-
52, declaring a state of emergency exists in the State of Florida and, in part: (1) designating
the Director of the Division of Emergency Management as the State Coordinating Officer for
the duration of this COVID-19 emergency and directing him to execute the State's
Comprehensive Emergency Management Plan and other response, recovery, and mitigation
plans necessary to cope with the emergency, as well as exercising all powers delineated in
sections 252.36(5)-(10), Florida Statutes, as needed to meet this emergency, subject to the
limitations of section 252.33, Florida Statutes, and (2) designating the State Health Officer and
Surgeon General as a Deputy State Coordinating Officer and State Incident Commander; and,
(3) activating the Florida National Guard, as needed; and
WHEREAS, Executive Order 20-52, in part, also recognizes the special duties and
responsibilities resting upon State, regional, and local agencies, such as Collier County, and
authorizes each political subdivision within the State of Florida to waive the procedures and
formalities otherwise required of the political subdivision by law pertaining to: (1) the
performance of public work and taking whatever prudent action is necessary to ensure the
health, safety, and welfare of the community, (2) entering into contracts (however, caution is
directed to political subdivisions with respect to entering into time and materials contracts
without ceiling as defined in 2 CFR 200.3180)) or cost plus percentage contracts as defined
by 2 CFR 200.323(d), (3) incurring obligations, (4) employment of permanent and temporary
workers, (5) utilization of volunteer workers, (6) rental of equipment, (7) acquisition and
distribution, with or without compensation, of supplies, materials, and facilities, and (8)
appropriation and expenditure of public funds; and
WHEREAS, under current circumstances, certain people will have an increased risk
of infection, for example healthcare workers or providers, first responders, and emergency
medical services workers caring for patients with COVID-19 and other close contacts of
Packet Pg. 888
16.F.1.e
persons with COVID-19; and
WHEREAS, it is the duty of Collier County to take protective measures - including
development of incident action response plans, procurement of personal protective equipment,
pandemic preventative training and exercise coordination, and similar activities to support the
public health and safety of the community; and
WHEREAS, the Bureau of Emergency Services -Emergency Management Division
declares the initiation of the operational period for this event effective March 12, 2020 at 12:00
noon, EST; and
WHEREAS, the County Manager is authorized to make adjustments and
accommodations to its compensation and leave policies as needed in support of governmental
operations and its employees; and
WHEREAS, Section 252.38(3)(a)(5), Florida Statutes, provides authority for counties
to declare a Local State of Emergency; and
WHEREAS, Section 38-56 of the Code of Laws and Ordinances of Collier County,
Florida, grants the authority to declare a local state of emergency to the Chair of the Board of
County Commissioners; or the Vice -Chair of the Board of County Commissioners in the event
of the Chair's absence; or in the event of the Chair and Vice -Chair's absence, the next County
Commissioner in order of seniority, or if two or more were appointed on the same date, then
in alphabetical order among them; and in the absence of any Commissioner, the County
Manager, and in the absence of the County Manager, the Clerk of Courts, and in the Clerk's
absence the Deputy County Manager, are designated and empowered to declare a local state
of emergency whenever the designated person, according to the above order of preference
shall determine that a natural or manmade disaster has occurred or that the occurrence or threat
of one is imminent and requires immediate and expeditious action; and
WHEREAS, Section 38-68 of the Code of Laws and Ordinances of Collier County,
Florida, grants the Chair, Vice -Chair, the County Commissioners, County Manager, Clerk of
Courts, and Deputy County Manager, in the order designated in the above Whereas clause, the
power and authority to invoke authorized emergency measures set forth in that section, including but
not limited to waiving the procedures and formalities otherwise required of the County by law
or ordinance pertaining to the performance of public work and taking whatever prudent action
is necessary to ensure health, safety, and welfare of the community, while under a Governor
declared State of Emergency or a Local State of Emergency.
NOW, THEREFORE, IT IS HEREBY ORDERED THAT:
Section 1. Declaration of Local State of Emergency. The Coronavirus Disease
2019 ("COVID-19") poses a serious threat to the health of the residents and guests of Collier
County. A Local State of Emergency is declared effective immediately. The Local State of
Emergency will remain in effect within the legal boundaries of Collier County, Florida for as
long as the State of Emergency for the State of Florida, and shall be deemed supplemental to
Oa
Packet Pg. 889
16.F.1.e
the Executive Order Number 20-52 from the Governor, as may be amended from time -to -time.
Section 2. Waiver of Procedures and Formalities Otherwise Required. Due to
both the State of Emergency for the State of Florida and this Local State of Emergency,
effective immediately, the procedures and formalities required of the County by law or
ordinance are hereby waived as they pertain to:
(a) Performance of public work and taking whatever prudent
action is necessary to ensure the health, safety and welfare of
the community;
(b) Entering into contracts;
(c) Incurring obligations;
(d) Employment of permanent and temporary workers;
(e) Utilization of volunteer workers;
(f) Rental of equipment;
(g) Acquisition and distribution, with or without compensation, of
supplies, materials and facilities;
(h) Appropriation and expenditure of public funds; and
(i) The ability to close any and all County facilities.
Section 3. Alterations or Rescission. This declaration of a Local State of
Emergency may be altered or rescinded either by the issuance of a subsequent Proclamation
or an appropriate Resolution of the Board of County Commissioners.
PASSED AND DULY ADOPTED by the Board of County Commissioners of Collier
County, Florida, on this 16th day of March, 2020.
COLLII~R, CIOUh1T' CLERK OF
COURT. CRYSTAL•K, KINZEL
Attest;;
putt'
Attest as''o,hairttlan's
CIe
signature only,
legality:
, County Attorney
COLLIER COUNTY BOARD OF
COUNTY COMMISSIONERS
A --,4
B ' L. SAUNDERS
Chair
Packet Pg. 890
16.F.1.f
THIRD AMENDMENT TO AGREEMENT # 18-7404
FOR
"COLLIER COUNTY SPURTS COMPLEX MARKETING AND SUPPORT"
THIS THIRD AMENDMENT to Professional Services Agreement # 18-7404 (this
"Amendment") is made, entered into, and effective as of the day of May 2020 (hereafter,
the "Effective Date"), by and between Sports Fields, Inc., of GA dlbla Sports Fields, Inc.,
authorized to do business in the State of Florida, whose business address is 3760 Sixes Road, Suite
126-331, Canton, GA 30114 (the "Contractor") and Collier County, a political subdivision of the
State of Florida (the "County" or "Owner") (collectively the "Parties").
WHEREAS, on October 23, 2018 (Agenda Item 16.F.2), the County entered into
Professional Services Agreement # 18-7404 (the "Agreement") with the Contractor to obtain
professional consulting services concerning the "Collier County Sports Complex (the "Complex")
Marketing and Support" project with an initial contract award of$50,000 for Phase i of the project;
and
WHEREAS, on September 10, 2019, the County approved the First Amendment to
Agreement # 18-7404, to enter Phase 11-A for services related to the project in a not -to -exceed
amount of $950,000 for Corporate Marketing and Consulting Fees, Operations Start-up Costs, and
Limited Park Staffing; and
WHEREAS, on April 6, 2020, due to the spread of the COVID-19 virus throughout the
United States and Florida, the Parties extended the Phase 11-A period through the Second
Amendment to Agreement #18-7404 until September 30, 2020, or the date of substantial
completion, turnover and opening of the Complex, whichever is later, without restrictions, to enter
Phase II-B: Management Operation, Advertising, and Marketing of the Complex under these
changed circumstances; and,
WHEREAS, the Parties have worked diligently to prepare for the opening of operations
in .tune 2020; and
WHEREAS, the Parties desire to amend the Agreement to initiate Phase 11-B:
Management, Operation, Advertising, and Marketing of the Complex, as defined in the original
Agreement, to be made as a Third Amendment to the Agreement.
NOW, THEREFORE, in consideration of the mutual promises and covenants herein
contained, it is agreed by the Parties as follows:
1. Services shall be provided in accordance with Exhibit A2 Phase 11-B Scope of Services,
attached hereto, which is hereby incorporated into the Agreement;
2. The estimated business income for the Complex is outlined in Exhibit B2 Phase 11-B
Estimated Operating Business Income Fee Schedule, attached hereto, which is hereby
incorporated into the Agreement;
Packet Pg. 891
16.F.1.f
3. The estimated fixed costs of the Complex are outlined in Exhibit C Phase II-B Estimated
Facilities Fixed Cost Fee Schedule, attached hereto, which is hereby incorporated into the
Agreement;
4. The minimum operating standards for the Complex are outlined in Exhibit D, Complex
Operating Manual, attached hereto which is hereby incorporated into the Agreement;
5. All other terms and conditions of the Agreement shall remain in force, except where
amended (as well as all prior Exhibits except where they are clearly designated as being
limited to a particular phase/schedule of the project or superseded by a subsequent Exhibit),
as follows below:
I. TERM OF AGREEMENT. The Agreement shall main in effect from the Effective
Date be -foF at €iye-(3) yes and
teFininatong terminate on September 30, 2026 r..,n rc, yeans that a...o eff wntil nil
been isempleted OF teFminated, unless the Agreement is renewed or extended as set forth
below.
The County may, at its discretion and with the consent of the Contractor, renew the
Agreement under all terms and conditions contained in this Agreement for two (2)
additional separate five S AYe+2) year periods. The County shall give the Contractor six
5 months written notice of the County's intention to renew the Agreement term prior to
the end of the Agreement term then in effect.
The County Manager, or his designee, may, at his discretion, and with the consent of the
Contractor, extend the Agreement under all terms and conditions contained in the
Agreement for up to one hundred and eighty (180) days. The County Manager, or his
designee, shall give the Contractor written notice of the County's intention to extend the
Agreement term prior to the end of the Agreement term then in effect.
The friar may end the term a £_cl,:s AgFe Oil as part 0f agokiutioii, C .. nL.as 7;
i�E��4lF}t--� 3E H8n� w dVeF6..iNg ..,{-Mtlr-kdtif! Of the rllo vv-MPLEr5X754+j$£ttA-beinig
meme'."`1:ze : :•:mg (md exeoutedby iF'.zed RpresBF}tHt1'�0�
10. TERMINATION. Should the Contractor be found to have failed to perform its services
in a manner satisfactory to the County as per this Agreement, and should the Contractor
fail to correct any deficiency in the performance of its services under this A -eement within
thirty !30) days after its receipt of written notice from the County of such deficiency (or if
such deficiency is not capable of being corrected within thin 30 days, should the
Contractor fail to commence and continue correction of such deficiency within thirty (30)
days after its receipt of written notice from the County of such deficiencyL the County may
terminate said Agreement for cause; further, the Gouff -either of the parties may terminate
Page 2 of 16
T1iird Amend nlenl to Agreement # 18.7404
Words Smock T won& are deleted; Words Underlined are added
GQ'
Packet Pg. 892
16.F.1.f
this Agreement for convenience with a one hundred eighty, Q 80) �393 day written
notice. The County shall be the sole judge of non-performance.
In the event that this Agreement is terminated for convenience employed staff may be
retained at the Complex at current salsEy structure for an additional one hundred and eighty
180da s foliowinp, the termination eriod. There shall be no restrictions on the
Contractor for maintaining or rehiring of staff at any time after a termination event.
In the event that the County terminates this Agreement, Contractor's recovery against the
County shall be limited to that portion of the Agreement Amount earned through the date
of termination. The Contractor shall not be entitled to any other or further recovery against
the County, including, but not limited to, any damages or any anticipated profit on portions
of the services not performed.
16. COMPONENT PARTS OF THIS AGREEMENT. This Agreement consists of the
following component parts, all of which are as fully a part of the Agreement as if herein
set out verbatim: Contractor's Proposal, Insurance Certificate(s), Exhibit A Scope of
Services, Exhibit A2 Phase I1-B Scope of Services Exhibit B Phase l Fee and Project
Schedule, Exhibit B2 Phase II-B Estimated Business Income Fee Schedule Exhibit C
Phase 11-B Estimated Facilities Fixed Cost Fee Schedule, Exhibit Q Complex Cperattn
Manual, Invitation to Negotiate (ITN) # 18-7407, including Exhibits, Attachments, and
subsequent Amendments to this Agreement.
28. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without
the prior written consent of the County. Notwithstanding the foregoing, the County hereby_
consents to the assignment of this Agreement by Contractor to Sports Force Parks Nal2les,
LLC or any other entity affiliated with Contractor and formed for purposes of operating
the Complex. Any attempt to assign or otherwise transfer this Agreement, or any part
hereof, without providing advance notice to and obtaining the County's consent, shall be
void. If Contractor does, with approval, assign this Agreement or any part hereof, it shall
require that its assignee be bound to it and to assume toward Contractor all of the
obligations and responsibilities that Contractor has assumed toward the County.
30. TAX MATTERS. The County and the Contractor acknowledge that a portion of the costs
of the Complex were financed with proceeds of certain tax-exempt indebtedness
collective) the "Bonds" and the Coupand the Contractor intend for this Agreement to
comply in all respects with Revenue Procedure 2017-13. Accordingly, and
notwithstanding any provision of this Agreement to the contrary. the Coun!y and the
Contractor agree as follows:
a. The Coun1y shall continue to exercise a significant degree of control over the
Complex including, but not limited to approvingthe annual bud et ofthe Complex,
Page 3 of 16
Third Amendment to Agreement 419.7404
Wore}s Sb4ie"%raug f fire deleted; Words Uaderlined are added
,� �,n
Packet Pg. 893
16.F.1.f
ap]2roving any capital expenditures with its ect to the Complex, apRroving an
disposition of assets of the Complex., anproving the rates and charges for use of the
Complex and approving the general nature and type of use of the Complex.
b. The Coun shall continue to the bear the risk of loss upon damage or destruction
of the Complex-, provided, however, this shall not in any way reduce or eliminate
or adversely impact the County's ability to seek and be entitled to reimbursement
or dame es or costs from the Contractor or any other pajU whose actions or
inactions rngy have caused such loss.
c. The Contractor shall not take any tax position that is inconsistent with the
Contractor's role as a manager or service provider of the Complex. Without
limiting the generality of the foregoing sentence, the Contractor will not claim any
depreciation or amortization deduction investment tax credit or any deduction for
any payment as rent with res ect to the Complex.
d. In the event the tax-exempt status of the Bonds is challenged by any federal agency
or an notionally reco nixed bond counsel expresses the view that the tax-exempt
status of the Bonds is in mcoordy as a result of this Agreement or the operation of
he Complex, the County and the Contractor will to the extent necessau or
desirable renegotiate the terms of this Agreement in good faith to ensure that the
tax-exempt status of the Bonds is not adversely affected.
3I. BUSINESS INCOME USE APPROPRIATION AND CALCULATION,- The
Complex is expected to stenerate Rrogrammatic revenue or revenue driven by the
programmatic aspects of the Complex. This revenue includes but is not limited to service
fees rental fees usage fees sponsorships, sales commissions food & beverage sales
merchandise sales and other miscellaneous revenues driven b the programmatic
operation of the complex that are outlined in Exhibit B2 Phase Il-B Estimated Business
Income Fee Schedule.
The Complex will also generate programmLt—iccosls that are defined as costs driven b
generating the revenues associated with the ro rammatic aspects described above and
outlined in Exhibit B2 Phase 11-B Estimated Business Income Fee Schedule. These costs
include but are not limited to Cost of Goods Sold COGS related to tournament
programming, merchandise food & beverage. event operations, andsponsorships
The gross programmatic revenue less the COGS will comprise the business income
("Business income), Business Income will be managed. collected, recorded, reporter
retained by the Contractor, and will remain distinct and separate from any other projects or
operations of the Contractor. Business income is considered unrestricted funds and will be
used for 12rogram cash flow or allowable program costs as detailed in the budget.
Page 4 of 16
Third Amendment to Agreement # 15-7404
Words Swuek Thretr h are deleted; Words Underlined are added
ci
c
vi
2
LL
0
0.
cn
0
c
as
E
c�
IL
c
ii
N
to
M
m
N
M
c
m
E
U
0
L
c
0
c
as
E
M
0
M
ft• �f�'
Packet Pg. 894
16.F.1.f
On a quarterly basis the Contractor will calculate the Business Income from the Gam lex
less the Ca ital Reserve Contribution set forth in Section 34 below and will distribute
this Business Income to the County and the Contractor in accordance with the proportionate
allocation set forth below ("Business Income Appropriation"). The County will first use its
share of the Business Income Appropriation to offset the Approved Fixed Costs for the
Complex payable by the County to the Contractor pursuant to Section 32 hereof. The
calculation of Business Income Appropriation shall be as follows and contribute to the
overall Management Fee (as hereinafter defined) of the Contractor:
$0 - $1,500,000 1 50a/o I 50%
Should the Business Income exceed S 1.5 million ($1,500,000)_in any given _fiscal year, the
County and Contractor may renegotiate the sl2lit Vrovision of the Business Income
Appropriation for the income exceeding $1.5 million through a written amendment to the
Agreement that is mutually acceptable to and signed by, both the Counly and Contractor.
In any given fiscal year should the Business Income be less than 70% of the apl2roved
budget, the County and Contractor may neg_otiatc a written amendment to this Agreemetrts
that is mutually acce table to and signed by, both the Coun!y and Contractor, rovided
however that this renegotiation shall only be applicable after the Complex is fu I ly open and
operational.
In Fiscal Year 2020 if the Business Income is calculated ne ative the Contractor ma
invoice the Count for the loss and the CouM shall reimburse the Contractor for the same
upon recei t of a proper invoice. Payments of invoices shall be processed and paid in
accordance with the timeframes established in Florida Statutes 218.73 and 218.74 the
"Local Government Prompt Payment Act") and the terms of this Agreement. In subsequent
ears there shall be no reimbursement of Business Income
loss.
During Fiscal Years 2020-2025 of the Agreement, the Coun!y shalt pay the Contractor a
fixed corporate services mane ement fee "the Co orate Services Mana ement Feel in
the amount set forth below. Starting in FY 2022 the Car orate Services Management Foe
will begin to be phased out in line with the chart below:
Fiscal Year
Co orate Services
Reduction Year over Year
Mana cement Fee
FY 2020(partial)
$92 400
-
PY 2021
$350 000
-
FY 2022
$245 000
-30°/a
FY 2023
$171,500
-30%
FY 2024
$120,050
-30%
Page 5 of IG
Third Amendment to Agreement N 18-7404
Words 84vite Th ra+g h are deleted; Words Underlined are added
N
to
M
Ln
N
M
c
as
E
0
L
c
0
u
c
as
E
M
u
0
Packet Pg. 895
16.F.1.f
FY 2025
- 5t/
2026
�$2
-100/FY
The Contractor's share of the Business Income Appropriation and the Corporate Services
Management fee shall hereinafter be coliectively referred to as the "Management Fee" If
In any fiscal year, the Contractor's share of the Business Income Appropriation lus an
portion of the Corporate Services Mana ement Fee if an exceeds $500,000, the
remaining portion of the Corporate Services Management Fee for such fiscal year i.e. an
ortion of the Corporate Services Management Fee that if paid, would cause the
Contractor's total Management Fee for such fiscal year to exceed 500 000 will be
waived.
Notwithstanding the foregoing in the event that the Complex is not complete by December
31 202 I the County and Contractor may negotiate a written amendment to this Agreement
that is mutually acceptable to and signed by, both the County and Contractor.
32. FACILITIES FILED COSTS SCHEDULE. The Complex is ex ected to generate fixed
costs associated with the baseline operation of the Complex. These costs include, but are
not limited to maintenancu and janitorial full time em to ee salaries cor orate services
and other general administrative expenses fthe "Fixed Costs"). The initial estimates of the
Fixed Costs for fiscal year 2020 and 2021 are outlined in Exhibit C Phase I1-B Estimated
Facilities Fixed Cost Fee Schedule as the same ma be updated from time to time Aursuant
to the terms of this Agreement. the "Budgded Fixed Costs"'). The Fixed Costs for the
Complex shall not exceed the Budgeted Fixed Costs without the Contractor rovidin
justification therefore and obtaining approval of the Board of Counly Commissioners. The
Bud eted Fixed Costs and any other Fixed Costs approved by the County shall be deemed
the "A roved Fixed Costs." The Approved Fixed Costs shall be reimbursed by the Coup
to the Contractor monthly upon the provision of a valid invoice and submittal of monthly
deliverables report, Pa meets of invoices shall be processed and paid in accordance with
the timeframes established in the Local Government Prompt Pa ment Act and the terms of
this Agreement. Notwithstanding the forgoing. the Contractor will first offset an
Approved -Fixed Costs 12gyable by the Counly a ainst the Count 's share of the Business
Income Appropriation that is available to the Counjy on a quarterly basis pursuant to
Section 31 hereof.
33. BUDGET REVIEW AND MODIFICATION. Budgeted Fixed Costs budget will be
subject to an annual review and based upon actual costs of the previous year and the
business plan proposed by Contractor. Modifications of an of the bud et categories
defined in Exhibits B2 or C may only be made if a roved in advance b the Count
Mana er or his designee, and if such modifications exceed Fifty Thousand Dollars
50 000 then it will require an Amendment to this Agreement approved by the Board of
County Commissioners.
Page 6 of 16
']Bird Aniesidment to Ag=mcnt 91&7404
Words FAme"wough are deleted; Words Underlined are added
N
to
M
Ln
N
M
c
as
E
0
L
c
0
u
c
as
E
m
u
0
--- �m))
Packet Pg. 896
16.F.1.f
34. CAPITAL RESERVE. Prior to the guarterly calculation and distribution of the Business
Income Appropriation ursuant to Section 31 hereof, the Contractor shall calculate and set
aside 5% of the Business Income as capital reserves for the Complex the "Capital Reserve
Contribution"). Contractor shall remit to the County the Capital Reserve Contribution to
be held in trust in a se arate capital reserve account for the Complex maintained by the
Counky, and the Funds in such account shall be used exclusively for ca ital repairs or
replacements at the Complex. The budget, schedule and plan for capital re airs and
replacement for the Com lex will be administered by the County, with the input of the
Contractor.
ci
S
vi
a�
35. ASSUMPTION CLAUSE. In the event of the termination of this Agreement, the Count
y
will make best efforts to accommodate any existing events that have an active reservation
0
at the Complex or another County facility
0.
0
36. GENERAL OPERATING PROCEDURES. The Contractor shall olmate and maintain
the faci I i!y to the minimum standards outlined in the Com iex Operating Manual attached
E
hereto as Exhibit ❑ and incor grated herein by reference the "Operating Manual"). The
a
Operating Manual includes but is not limited togeneral hours of operation, food and
hevera a standards standard operating racedures for facility and recreational staff,
U-
minimum maintenance standards and guidelines, eneral gualily assurance and qua&
N
control procedures. guidelines for merchandise and food and hevera a sales standard
m
workflows for programming and reservations..and work methods and purchasing of goods
v
and a ui ment for the facility. The Operating Manual will be considered aDproved by the
M
Board of Coun!y Commissioners upon the execution of this Amendment.
a
E
The County Manager, or his designee, may, at his discretion and with the consent of the
Contractor, amend the minimum standards and procedures in the Complex Operating
Manual based on programming demand.
0
37. PROJECT PUBLICITY. Any news release pertaining to the services performed by the
y
Contractor pursuant to this Agreement must reco nine the contribution of the County as a
fundinizs urce and should be coordinated with the Coun 's Communications and
E
Customer Relations Division prior to publication. The Contractor shall recognize the
County for its contribution in all promotional materials and at any event or workshopfor
Q
which Couniy funds are allocated
38. SUBCONTRACTORS. The Contractor shall be responsible for all work and al ex enses
re aired to perform the services set forth in this Agreement,.. subiect to reimbursement
from the County pursuant to this Agreement,
Page 7 of 16
Third Amcndmenl to Agreement P 18.7404
Words 84,puek-TI}ro%4i are deleted; Wards Underlined are added
CA
Packet Pg. 897
16.F.1.f
a. The Contractor may, as qppropriate and in compliance with anolicable laws
subcontract the delive of the services for the Complex, rovided however, that
the Contractor will be solely liable to the subcontractor for all expenses and
liabilities incurred during such subcontract subiect to appropriate reimbursement
of Contract r pursuant to this Agreement.
b. Any and all subcontracts executed for the Complex shall include provisions
whereby the Contractor and the subcontractor agree to abide by all local State
and federal laws and indemnify and hold harmless the Counjy consistent with
the same provisions re aired of the Contractor in the Agreement.
39. DATA & RECORDS MANAGEMENT. The Contractor shall keep and maintain records
r uired to -operate and perform services to the Com lex. U ❑n reauest from the Count
the Contractor shall make those records available for inspection.
lJ on ex iration or termination of this Agreement. the Contractor will transfer, at no cost
to the County all records with respect to the operation of the Com iex by Contractor that
are in possession of the Contractor or keep and 12rcserve Rublic records with respect to the
operation of the Com lex by Contractor during the term of this Agreement that are re uired
by the County to perform the service If the Contractor transfers all public records to the
County upon expiration or termination of this Agreement, the Contractor shall destroy an
duplicate pubfic records that are confidential and exempt from public records disclosure
requirements. If the Contractor keeps and preserves public records upon expiration or
termination of this A reement the Contractor shall meet all applicable re uirements for
retaining public records. All records stored electronically must be 12rovidcd to the Courtly
upon request from the Count 's custodian of public records in a format compatible with the
information technology systems of the Coun .
40. OPERATIONS. The Contractor shall use pint -of -sale (POS) electronic cash machines
or other similar electronic accounting control equipment for the proper control of all
a ments. All sales transaction must be accompanied by a receipt to the customer. Dail
Register receipts must be maintained and made available upon demand during the term of
this Agreement. All electronic cash a ui meet must be reviewed and approved by the
County prior to use.
All financial records with respect to the Complex are to be retained during the entire term
of this Agreement and fora period of five 5 ears following the termination of this
Agreement. The financial records described in the revious sentence consist of records
documenting specific receipts/revenues collected b Contractor through cash checks
electronic fund transfers EFT), credit and debit cards or other methods. This may
include, but is not limited to, records such as cash collection records and reports, cash
receipt books, cash register tapes, deposit/transfer slips, EFT noticescredit and debit card
Page 8 of 16
Third Amendment to Agreement 1119-1404
Words 8tvvek4Ph+o*tU are deleted; Words tlnderlined fire Added
N
to
M
Ln
N
M
c
as
E
U
L
c
0
c
as
E
M
0
0
(r,ki�
Packet Pg. 898
16.F.1.f
records receipt ledgers, receipt Journal transactions and vouchers refund records bad
check records and other accounts receivable and related documentation.
The Contractor may sell any concessions desired as long as such items are permitted under
Florida state law and the Contractor has obtained the proper Iicensin /tax permits for such
sales. Any and all tobacco products are not permitted.
41. FINANCIAL REVIEW, RECORDS, AUDIT. The Contractor shall provide, at its
exl2ense, an annual indel2endent review of the Contractor's financial records. The purpose
of this review is to substantiate that the Counjy has been compensated in accordance with
this Agreement.
During the term of this Agreement, the Contractor shall establish and maintain such
records as now exist and nigy hereafter be prescribed by the Courtly in the future toprovide
evidence that all terms of this Agreement have been and are being observed. The
Contractor grants to the County the right and authority to audit all records doc ments
and books pertaining to the Complex operation. Such audit will be conducted at a
freguengy determined by the Counly and communicated to the Contractor. The
Contractor agrees to provide materials for the audit at the place designated by the Coun
within three 3 business days after the Count 's notice to do so is received by Contractor,
all at no cost to the County. The agreement to provide materials for audit extends to the
Office of the Clerk of the Circuit Court, as "ex-officio clerk of the Board of County
Commissioners, auditor, recorder, and custodian of all county funds."
All other terms and conditions shall remain in force.
Page 9 of 16
Third Amendment to Agreement # 18-7404
Words fitruelt-Thengh are deleted; Words Underlined are added
ci
c
vi
2
LL
0
a
M
0
c
as
E
0
IL
c
U-
N
to
M
Ln
N
M
C
d
E
Q
V
M
L
0
ci
iu
E
M
0
M
Q
An
Packet Pg. 899
16.F.1.f
IN WITNESS WHEREOF, the Parties have executed this Amendment on the date and
year first written about by an authorized person or agent.
ATTEST.
CRYSTAL KINZEL, Clerk
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
of Courts ars444at�ppyIler
A.a
�rJ C By
lerk
sign�ta S % I
Contractor's F'
B
Print Name
Contractor's Second Witness:
Print Name
Approved as to form and legality:
J. ' J-e—.
Scott R. Teach
Deputy County Attorney
15�1'IeA44-0�
Burt L. Saunders, Chairman
CONTRACTOR:
Sports Fields, Inc., of GA dlbla Sports Fields, Inc.
Page 10 of 16
Third Amendment to Agreement # 19.7404
Words S#ruek Throw# are deleted; Wards Underlined are added
Packet Pg. 900
16.F.1.f
EXHIBIT A2
PHASE II-B SCOPE OF SERVICES
ORGANIZATION: Sports Fields, Inc.
PROJECT: Paradise Coast Sports Complex
OBJECTIVE: Project Administration
Performance Criteria
The Contractor shall provide the supporting documentation to substantiate the following activities
for reimbursement:
Deliverable 1: Maintain staff which shall be comprised of a General Manager, Assistant General
Manager, (2) Sports Managers, Hospitality Manager, Events ManaW, Maintenance Manager,
Superintendent, and a two (2) Local Use Coordinators based on the compensation model included
in the COMPLEX Operating Manual. Progress and detail of this deliverable will be evidenced by
providing the County with a monthly payment record, including a direct deposit transaction detail
report for each employee receiving payment during the period. All such monthly records/reports
shall be provided to the County by the close of business no later than five (5) days after the end of
each month.
Deliverable 2: Provide a monthly report of all receipts to support the expenses being submitted
for reimbursement and a transaction detail report. All such monthly records/reports shall be
provided to the County by the close of business no later than five (5) days after the end of each
month.
Deliverable 3: Maintain and update a search engine optimized website and social media accounts
which highlight the COMPLEX, Collier County, and Paradise Coast region. Monthly, the
Contractor will provide an analytics report for the period along with Deliverables 1 and 2. All
such monthly records/reports shall be provided to the County by the close of business no later than
five (5) days after the end of each month.
Deliverable 4: Quarterly review of the Complex including the events held at the Complex during
the quarter, a look ahead to the next quarter, and a profit and loss statement. This profit and loss
statement will calculate the quarterly remittances to the County. This report will be prepared and
submitted within 30 days of the conclusion of the quarter. Each quarterly report will be presented
to the Tourist Development Council at the next available meeting.
Deliverable 5: Development and submission of a preliminary annual budget for the following
fiscal year by May i of each year for review for inclusion in the County budget process.
Deliverable 6: Submittal of an annual business plan for the Complex by October 31 after the
closing of each fiscal year. The annual report shall include a year-end review of the concluding
Page r I of 16
Third Amendment to Agreement U I8-7404
Words Slrueli Tlweirgh are deleted, Words Underlined are added
Packet Pg. 901
16.F.1.f
year and goals, and also outline the budget, and strategy for the upcoming fiscal year. The annual
business plan will be presented to the Tourist Development Council and Board of County
Commissioners at the next available meeting.
EXHIBIT B2 - PHASE II-B ESTIMATED BUSINESS INCOME FEE SCHEDULE
FY 20 Mid -Year Full FY 20-21
Income
Event Income
Tournament Fees $ 30,700.00 $ 300,000.00
Event Retail $ 4,240.00 $ 32,312.00
Event F&B $ 35,000.00 $ 295,695.00
Event Hotel
$
0
$
120,000.00
Event Gate
$
❑
$
64,456.00
Total Tournament Income
$
69,940.00
$
812,463.00
Great Lawn/Local Use
Event Fees
$
750.00
$
15,550.00
Rental Revenue
$
11,500.00
$
39,780.00
Food & Beverage
$
30,000.00
$
200,000.00
Total Local Income
$
42,250.00
$
255,330.00
Other Income
Sponsorship
$
30,000.00
$
120,900.00
Discounts
$
(867.18)
$
(2,540.42)
Refunds
$
(2,677.50)
$
(10,800.00)
Total Income
$
138,645.32
$
1,174,452.58
Cost of Goods Sold
Game Support
$
32,400.00
$
120,900.00
Retail Costs
$
2,035.20
$
15,509.76
Food Cost
$
26,000.00
$
198,278.00
Hotel Costs
$
0
$
12,000.00
Partner Split
$
15,720.00
$
54,060.00
Marketing, Sales, Accounting, HR
$
120,000.00
$
240,000.00
Part -Time Staff
$
90,000.00
$
3705668.70
Taxes
$
18,000.00
$
74,133.74
Page 12 of 16
Third Amendment to Agreement 418-7404
Words Stem .k whra gk are deleted, Words Underlin1d are added
--- 611�0
Packet Pg. 902
1 ti.F.1.f
Sponsorship COGS
$
6,000.00
$
12,000.00
Event COGS
$
225.00
$
4,665.00
Total COGS
$
310,380.20
S
1,102,215.20
Business Income
$
(171,734.88)
$
72,237.38
Page 13 of 16
Third Amendment to Agreement 9t8-7404
Words are deleted; Wards tlnderline_d are added
U_
N
w
Cl)
V7
N
M
C
d
E
Q
a+
V
fT3
L
0
:i
(n
E
:i
Q
10
Packet Pg. 903
16.F.1.f
EXHIBIT C
PHASE 11-B ESTIMATED FACILITIES FIXED COST FEE SCHEDULE
FY 20 Mid -Year
Fu11 FY 20-21
Advertising and Marketing
$
60,000.00
$
165,000.00
All Other Expenses
Auto Expense
$
600.00
$
2,400.00
Background Checks
$
1,550.00
$
3,000.00
Bank Charges
$
1,000.00
$
3,000.00
Computer Expense
$
1,200.00
$
3,600.00
Contract Labor
$
0
$
30,000.00
Copier/Printer/Scanner
$
1,200,00
$
3,600.00
Courier
$
400.00
$
1,200.00
Cred Card Fees
$
13,000.00
$
63,000.00
Events -Fanfare
$
15,000.00
$
36,000.00
Medical Expense
$
782.27
$
2,160.00
Minor Equipment
$
12,000.00
$
12,000.00
Miscellaneous Expense
$
1,200.00
$
3,600.00
Office Expense
$
4,000.00
$
12,000.00
POS/Revel Hosting
$
5,100.00
$
20,400.00
Postage & Delivery
$
800.00
$
2,400.00
Professional Fees
$
0
$
255.00
Staff/Team Equipment
$
400.00
$
6,300.00
Taxes and Licenses
$
0
$
2,000.00
Total All Other Expenses
$
58,232.27
$
206,915.00
Insurance
$
33,000.00
$
100,000.00
Maintenance
$
-
$
-
SFI Maintenance
$
35,200.00
$
139,500.00
Repairs & Maintenance
$
25,000.00
$
53,200.00
Supplies
$
24,500.00
$
23,275.00
Maintenance Salaries Fu11 Time
$
35,384.62
$
110,576.92
Maintenance Salaries Part Time
$
57,000.00
$
120,000.00
Page 14 of E6
Third Amendment to Agreement H t 8-7404
Words 81ruele Through are deleted; Words Underlined are added
Packet Pg. 904
16.F.1.f
Taxes
$
9,238.46
$
21,057.69
Insurance -Health
$
5,307.69
$
16,586.54
Retirement Contributions
$
1,769.23
$
5,528.85
Total Maintenance
$
193,400.00
$
489,725.00
Payroll
$
-
$
-
Salary Full Time
$
1 16,000.00
$
377,000.00
Great Lawn/Fitness Staff
$
0
$
24,000.00
Taxes
$
11,600.00
$
40,100.00
Insurance -Health
$
17,400.00
$
56,550.00
Retirement Contributions
$
1,617.84
$
4,789.82
Payroll Expenses
$
423.50
$
723.75
Total Payroll
$
147,041.34
$
503,163.57
Travel
Entertainment
$
-
$
-
Meals
$
5,200.00
$
2,880.00
Airline/Airport Parking
$
33,150.00
$
18,000.00
Hotels/Lodging
$
15,600.00
$
8,400.00
Rental Car/Cabs/Rideshare
$
11,050.00
$
6,000.00
Total Travel
$
65,000.00
$
35,280.00
$
-
$
Total Expenses
$
556,673.61
$
1,500,083.57
Net Income
S
(728,408.49)
$
(1,427,846.19)
Business Income Split
$
0
$
36,118.69
Management Fee
$
92,400.00
$
350,000.00
Total Cost to County
$
820,808.49
$
1,813,964.88
Page 15 of 16
Third Amendment to Agreement # 18-7404
Words Slraeli Thr-eagit are deleted; Words Underlined are added
LL
N
W
Cl)
LO
N
M
c
a)
E
a
0
L
0
U)
c
a�
E
c�
a
Packet Pg. 905
16.F.1.g
MUTUAL RELEASE
This MUTUAL RELEASE ("Release") is dated and made this 91" day of May 2023, by
Collier County, a political subdivision of the State of Florida (the "County"), and Sports Fields,
Inc., a Georgia corporation ("SFI").
Effective upon SFI's receipt of payment from the County in the amount of Twenty -Eight
Thousand Four Hundred Sixty -Five Dollars and Twelve Cents ($28,465.12), and for other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, SFI,
on behalf of itself and its current and former parent companies, subsidiaries, affiliates, officers,
directors, owners, members, employees, vendors, contractors, agents, representatives, insurers,
attorneys, predecessors, successors, and assigns (collectively, the "SFI Parties"), hereby
irrevocably and unconditionally releases and forever discharges the County and its parent
companies, subsidiaries, affiliates, officers, directors, owners, members, employees, vendors,
contractors, agents, representatives, insurers, attorneys, predecessors, successors, and assigns from
and against any and all disputes, claims, demands, payments, causes of action, actions, suits, debts,
liens, attorneys' fees, costs, invoices, professional fees, compensation, penalties, fines, interest,
losses, obligations, warranties, damages, liabilities, and accounts of every kind, character, and
nature, whether known or unknown, foreseen or unforeseen, suspected or claimed, contingent or
otherwise, at law or in equity, based or founded in tort, contract, or otherwise, that SFI ever had,
now has, or may later claim to have had against the County for, upon, or by reason of any matter,
cause, thing, conduct, act, omission, or transaction concerning, arising out of, or in any way
directly or indirectly relating to that certain Professional Service Agreement # 18-7404 for Collier
County Sports Complex Marketing and Support, as amended or replaced from time to time (the
"Agreement"), any work performed or services provided in connection with the Agreement, any
invoices that were or could have been submitted to the County in connection with the Agreement,
and any other work performed or services provided to the County by SFI. SFI expressly represents
and warrants that the claims and rights it has released in this Release presently belong to it and
have not previously been assigned, conveyed, pledged, or transferred to any other person, firm,
corporation, or entity.
For good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the County, on behalf of itself and its current and former parent companies,
subsidiaries, affiliates, officers, directors, owners, members, employees, vendors, contractors,
agents, representatives, insurers, attorneys, predecessors, successors, and assigns (collectively, the
"County Parties"), hereby irrevocably and unconditionally releases and forever discharges SFI and
its current and former parent companies, subsidiaries, affiliates, officers, directors, owners,
members, employees, vendors, contractors, agents, representatives, insurers, attorneys,
predecessors, successors, and assigns from and against any and all disputes, claims, demands,
payments, causes of action, actions, suits, debts, liens, attorneys' fees, costs, invoices, professional
fees, compensation, penalties, fines, interest, losses, obligations, warranties, damages, liabilities,
and accounts of every kind, character, and nature, whether known or unknown, foreseen or
unforeseen, suspected or claimed, contingent or otherwise, at law or in equity, based or founded
in tort, contract, or otherwise, that the County ever had, now has, or may later claim to have had
against SFI for, upon, or by reason of any matter, cause, thing, conduct, act, omission, or
Packet Pg. 906
16.F.1.g
transaction concerning, arising out of, or in any way directly or indirectly relating to the
Agreement, any work performed or services provided in connection with the Agreement, any
invoices that were or could have been submitted to SFI in connection with the Agreement, and any
other work performed or services provided to the County by SFI. The County expressly represents
and warrants that the claims and rights it has released in this Release presently belong to it and
have not previously been assigned, conveyed, pledged, or transferred to any other person, firm,
corporation, or entity.
The County and SFI each represent and warrants that the individual signing this Release
on its behalf has the full right, power and authority to enter this Release on its behalf and to fully
bind it to the terms and conditions of this Release.
IN WITNESS WHEREOF, the County and SFI have executed this Release on the date
written above.
ATTEST:
Crystal K. Kinzel, Clerk of Courts
& Comptroller
It
Dated:
(SEAL)
Approved as to form and legality:
Scott R.Teach
Deputy County Attorney
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
I0
Rick LoCastro, Chairman
Packet Pg. 907
16.F.1.g
Witness (signature)
cNt�
{grin acne)
ltnes8 (Signature)
{
6hoirfes Mar-4-trl
(prim narne)
SPORTS FIELDS, INC.
Print Name: k4,a b V-NTd
Its: S196NS'
Date:.
CAO
Packet Pg. 908