Agenda 01/09/2024 Item #11D (Proposed License Agreement at Paradise Coast Sports Complex)01/09/2024
EXECUTIVE SUMMARY
Recommendation to approve the attached proposed Facility License Agreement and Addendum between
FC Naples USL, LLC, USL Pro-2, LLC, and PARA SFM, LLC, at the Paradise Coast Sports Complex.
_____________________________________________________________________________
OBJECTIVE: To request approval to the proposed Facility License Agreement between FC Naples
USL (“United Soccer Leagues”), LLC and PARA SFM, LLC, concerning a stadium use agreement
and related Addendum (to also include USL P ro-2, LLC) at the Paradise Coast Sports Complex.
CONSIDERATIONS: The County and Sports Facilities Management, LLC (“SFM”) entered into Facilities
Management Agreement No. 21-7898 (the “Management Agreement”) governing SFM’s management of the
Paradise Coast Sports Complex (the “Sports Complex”) on November 12, 2021, which requires SFM to enter into
and administer agreements involving booking commitments, advertising, concessions, and similar tasks associated
with managing, promoting, and caring for the upk eep of the Sports Complex. Specifically, Article 9.2 of the
Agreement, requires SFM to negotiate, execute and administer such contracts, subject to assigning all rights to the
County upon expiration of the agreement or should the County retain a successor management company.
On behalf of the County, and consistent with its duties under Article 9.2 of the Agreement, SFM sought out an
ownership group that had been authorized by the United Soccer Leagues (the "USL") to enter in a rental use
agreement to utilize the venue as a home field location on an event use basis to compete for national titles to
promote the venue and bring a public benefit to the County.
In November 2022 SFM entered into a Board Approved agreement with USL concerning negotiation right s for
potential venue use for a new Professional team Franchise in USL League One. The parties entered into an
agreement providing for an exclusive period for the USL to compile a team ownership group to negotiate a
stadium use agreement with SFM, with the intention that USL group’s team would play its home sporting events
at the venue.
On December 18, 2023, the Board accepted the presentation from SFM informing the Board of the attached
proposed Facility License Agreement (the “License Agreement”) negotiated by SFM with independent
professional soccer league, United Soccer Leagues, LLC for Team Operator FC Naples USL, LLC (hereafter
“USL” or “Team Operator”), concerning a stadium use arrangement at the Paradise Coast Sports Complex.
Additionally, the License Agreement Addendum is to be utilized in the instance that the licensee no longer retains
rights to the team franchise. The details of this contract would then be assigned to the USL, who would follow the
terms of the License Agreement.
In part, the License Agreement provides for a period of time for the USL Team to build and develop a brand new
Soccer Team and Franchise to compete in the USL beginning competitively in 2025. The License Agreement also
memorializes agreed upon terms, including the rental rates and associated revenue sources for the benefit of both
parties with USL group’s front office staff operation, team training and playing of home scheduled games at the
venue. The License Agreement doesn’t prevent SFM from negotiating the future us e of the stadium for additional
sporting events other than professional soccer. SFM will not pursue another pro-soccer team during the term of the
agreement. Moreover, SFM will remain free to negotiate stadium use for any other event excluding pro -soccer. In
part, the attached agreement provides:
• Team Operator shall be provided with an eight-year term period for team operations commencing on
January 1, 2025 and terminating on December 31, 2032. In addition, the team shall have 4 options to
extend this period by 3 years, which include the incorporation of a Consumer Price Index (CPI)
percentage rate increase upon the Team Operator’s exercise of an Option Term. If approved, this is a
comprehensive agreement with the possibility of a 20 year term, inclusive of renewal options,
ensuring a long term and mutually beneficial agreement. The Agreement does not provide a
termination option for the County.
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• Team Operator will have priority of schedule over other users for at least 21 dates per calendar year.
SFM retains the rights to limit dates available to the Team Operator for previously contracted events
provided to the Team Operator by August 31 of the preceding year.
• Team Operator shall pay SFM a stadium use base fee of Five Thousand Seven Hundred Twenty -Five
Dollars ($5,725) for each USL Match held at the Venue with a minimum payment of One Hundred
Twenty Thousand Dollars ($120,225) for each year.
• Pursuant to the original contract with USL the Team Operator will receive a credit of $15,000 per year
for the first 5 years against venue rental for a total of $75,000 over the first five years.
• In addition to rental fees the Team Operator will reimburse the Venue for all Home Match Expenses,
including but not limited to ticket sellers, ticket takers, ushers, usherettes, security guards, special
police, firemen, traffic control personnel, porters, maids, restroom attendants, scoreboard, and
videoboard operators.
• Auxiliary Revenue from Team Operator related events:
o Concessions: SFM to receive 100% of the first $50,000 of concession revenue annually. After
this, gross concession revenue is split 75/25 in favor of SFM.
o Parking: Gross parking revenue is split 75/25 in favor of SFM.
o Advertising and Sponsorship: Team Operator will retain 100% of all tea m sponsorship
revenue and will pay a sum of $125,000 per year, plus the commissions outlined in Exhibit E,
to SFM for rights to sell Stadium assets (Stadium Naming Rights excluded). Team Operator
agrees to follow all Collier County vendor policies and hono r existing venue sponsorship
deals without compensation. SFM will reserve the right to authorize all team operator
sponsorships for compliance with County and Venue operating standards.
• Team Operator is funding the project fully and there is no expectation of financial incentives or funding
from Collier County for Team Operations.
Under the County’s Facilities Management Agreement with SFM, the County agrees to pay to SFM a deferred
incentive fee based on the net operating income of the facility in an y given operating year once the facility’s net
income is positive based upon the following split of Net Operating Income (“NOI”):
• For NOI between $0 - $1,000,000: 50% to SFM
• For NOI between $1,000,001 - $2,000,000: 40% to SFM
• For NOI greater than $2,000,000: 20% to SFM
Net operating income equals all revenue, minus expenses. The County does not pay SFM until the Sports Complex
is profitable. The revenue generated from the attached agreement will follow the compensation as outlined.
FISCAL IMPACT: All revenues generated through this agreement, including stadium base fees, sponsorship
revenue fees, parking fees, concessions, and other related sources, will be deposited into the operating account
within Paradise Coast Sports Complex Fund (1109).
LEGAL CONSIDERATIONS: Under the Board’s Facilities Management Agreement with SFM, SFM is
responsible for negotiating and entering into agreements with parties with respect to programming, rental
agreements, booking commitments, and other similar agreements, with the duty to assign such agreements to the
County or the County’s successor management company if SFM’s contract with the County terminates. This
arrangement places the primary responsibility/liability to enforce such agreements on SFM, with the proceeds f rom
the revenue derived from such agreements flowing back to the County in the distribution arrangement agreed upon
by the Parties in the Management Agreement. The County reviews each of SFM’s proposed agreements to ensure
that terminology is included to protect the County in the event of a future assignment, and all such non-standard
agreements are presented to the Board for approval. The attached proposed License Agreement includes remedies
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in the event that a party defaults in the performance of their material obligations under the agreement, including up
to termination of the agreement. Staff worked with SFM to incorporate additional terms recommended by the
Board at the last meeting, including the addition of a CPI clause when a future Option Term is exercised under the
Agreement. The attached License Agreement is approved as to form and legality and requires majority vote for
Board approval.-SRT
GROWTH MANAGEMENT IMPACT: There is no Growth Management impact associated with this Executive
Summary.
RECOMMENDATION: That the Board approve the attached proposed Facility License Agreement and
Addendum between FC Naples USL, LLC, USL Pro-2, LLC, and PARA SFM, LLC, at the Paradise Coast Sports
Complex.
Prepared by: Marissa Baker, Sports Complex Manager, Tourism
ATTACHMENT(S)
1. 21-7898 SFM Contract (PDF)
2. 21-7898 SFM - 1st Amendment (PDF)
3. 21-7898 SFM - 2nd Amendment (PDF)
4. 21-7898 SFM - 3rd Amendment (PDF)
5. 21-7898 SFM - 4th Amendment (PDF)
6. 21-7898 SFM - 5th Amendment (PDF)
7. 21-7898 SFM - 6th Amendment (PDF)
8. License Agreement Addendum (PDF)
9. Facility License Agreement - FINAL (PDF)
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COLLIER COUNTY
Board of County Commissioners
Item Number: 11.D
Doc ID: 27549
Item Summary: Recommendation to approve the attached proposed Facility License Agreement and Addendum
between FC Naples USL, LLC, USL Pro-2, LLC, and PARA SFM, LLC, at the Paradise Coast Sports Complex.
(Dan Rodriguez, Deputy County Manager)
Meeting Date: 01/09/2024
Prepared by:
Title: – Corporate Business Operations
Name: Marissa Baker
12/21/2023 10:02 AM
Submitted by:
Title: – Tourism
Name: John Melleky
12/21/2023 10:02 AM
Approved By:
Review:
Tourism Sandra Rios Tourism Review Completed 01/03/2024 10:50 AM
Tourism John Melleky Tourism Review Completed 01/03/2024 11:53 AM
Office of Management and Budget Christopher Johnson Additional Reviewer Completed 01/03/2024 12:41 PM
County Attorney's Office Scott Teach Level 2 Attorney Review Completed 01/03/2024 12:54 PM
Office of Management and Budget Debra Windsor Level 3 OMB Gatekeeper Review Completed 01/03/2024 12:55 PM
Corporate Compliance and Continuous Improvement Megan Gaillard Additional Reviewer Completed
01/03/2024 1:49 PM
County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 01/03/2024 2:05 PM
County Manager's Office Dan Rodriguez Level 4 County Manager Review Completed 01/03/2024 4:09 PM
Board of County Commissioners Geoffrey Willig Meeting Pending 01/09/2024 9:00 AM
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FACILITIES MANAGEMENT AGREEMENT
between
COLLIER COUNTY
and
SPORTS FACILITIES MANAGEMENT, LLC
Dated: November 12, 2021
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FACILITIES MANAGEMENT AGREEMENT
~ THIS FACILITIES MANAGEMENT AGREEMENT (the "Agreement") is m ade and entered int o thi s
}~ day of J\)f\leltft,WV' , 2021 (the "Effective Date"), by and between the Board of County
Commiss ioners for Co lli e r County , Florida, a political s ubdi vision of t h e State of Florida (referred to herein
co llectively as th e "Owner" or "Co un ty") and Sports Faci lities Management, LLC, a F lorid a limited liability
company (the "Manager" or "Contractor") (collect ively the "Parties").
RECITALS
WHEREAS , Owner owns the infrastructure, buildings, parking, li g h ti ng, s ports play in g s ur faces, s ports
equipm ent, and a ll othe r hard assets associated w ith the athletic comp lex as the same ex is t now or m ay ex ist in
the future inc ludin g improv ements re lated thereto specificall y located at 3940 C ity Gate Blvd North, Naples,
Florida 34 11 7, known as t he Paradi se Coast Sports Comp lex or a ny oth e r name t hat th is faci lity may be id entifi ed
as in th e future (t he "Facility");
WHEREAS , Manager has expertise in providing management serv ice s fo r athletic complex facilities
throughout the Un ited States;
WHEREAS, Owner and Manager desire for Sports Facilities Management, LLC to operate, and m a nage
the Faci lity s ubj ect to the tenn s and co ndit io ns se t forth herein;
NOW THEREFORE, in consideration of the promises and covenants here in contained and other goo d
and valuable cons id erati on, the receipt of wh ich is hereby acknow ledged, Owner and Manager agre e as follows:
ARTICLE 1
DEFINITIONS
1.1. Definitions. For purposes of this Agreement, the following terms have the meanings referred to in
this Section:
Affiliate: A person or company that direct ly or indirectly, through one or more intermedi ar ie s, control s
or is controlled by, o r is und er common control with, a s pecified person or company.
Agreement: The "Agreement" shall mean this Management Agreement, together w ith all exhibits
attached hereto (eac h of which are incorp orat ed herein as an integral part of this Agreement), as amended,
supplemented or restated from tim e to time.
Capital Expenditures: A ll expenditures for building add iti o n s, a lt erati o n s, repairs or improvements
an d for purchases of add iti o na l o r rep lacement furniture, machinery, o r eq uipm ent , where the cost of s uch
expenditure is g reater than Five T h ousand Dollars ($5,000) and the depreciable life of the applicable it e m is,
according to generall y accepted accou ntin g principles , in excess of five (5) years.
Commencement Date : The Commencement Date s ha ll be November 12, 2021 .
Commercial Rights: Pouring rig hts, advertising, sponsors hip s, the branding of food and beverage
products for resale and memorial g ifts at o r with respect to the Faci liti es. Owner a nd Manager will discuss how
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facility naming rights can be incorporated within the definition of Commercial Rights and in the definition of
Revenue in this Article and bring a proposed Amendment to thi s Agreement for the Collier County Board of
County Commissioner's consideration for approval within ninety (90) days of the Execution of this Agreement.
Effective Date: "Effective Date" s h al l have the meaning ascribed to such term in the preamble of this
Agreement.
Emergency Repair: The repair of a condition which, if not performed immediately, creates an imminent
danger to persons or property and /or an unsafe condition at the Fac ili ty threatening persons or property.
Event of Force Majeure: An act of God , fire, earthquake, hurricane, flood, riot, civil commotion,
terrori st act, terrorist threat, storm, washout, wind , li ghtning, landslide, explosion, epidemic, inability to obtain
materials or supplies, accident to machinery or equipment, any law, ordinance, rule , regulation, or order of any
public or military authority stemming from the e x istence of economic or energy controls, hostilities or war, a
labor dispute which results in a strike or work stoppage affecting the Facility or services described in this
Agreement, or any other cause or occurrence outside the reasonable control of the party claiming a n inability to
perform and which by the exercise of due d ili gence cou ld not be reasonably prevented or overcome.
Existing Contracts: Service Contracts, Revenue Generating Contracts, and other agreements relating
to the day-to-day operation of the Facilities exi sting as of the Commencement Date.
Facility: The "Facility" shall have the meaning ascribed to such term in the Recitals to this Agreement.
FF&E: Furniture, fixtures and equipment to be procured for use at the Faci lities .
General Manager: The employee of Manager acting as the full-time on-s ite general manager of the
Facilities.
Laws: Means all applicable laws, statutes, rules , regulations and ordinances.
Management-Level Employees: The General Manager, Marketing Coordinator, Director of
Operations, Business Development and Events Director, Tournament/Sports Coordinator, Local
Programming/Spo1ts Coordinator, Marketing Coordinator, Director of Food & Beverage/Retail, Food Service
Coordinator, Retail Coordinator, Finance Manager, and Administrative Support.
Manager: The term "Manager" shall have the meaning ascribed to such term in the Recitals to this
Agreement.
Operating Account: The Manager's separate interest-bearing account (in the name of the Manager or
its affiliated entity PARA SFM, LLC) at a licensed bank from which actual Operating Expens es are paid.
Operating Budget: A line-item budget established by the Owner for the Facility that includes a
projection of Revenues, Operating Expenses, and Operating Costs, presented on a monthly and annual basis.
Operating Expenses: All expenses incurred by Manager in connection with its operation, promotion,
and management of the Facilities, including but not limited to the fo llo wing :
(i) employee payroll (plan to be approved by Owner), benefits (including payments to any national
benefit system, and related costs , (ii ) cost of operating supplies, including general office supp lie s, (iii) advertising,
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marketing, group sales , and public relations costs, (iv) data processing costs, (v) dues, subscriptions and
membership costs , (vi) printing and stationary costs , (vii) postage and freight costs, (viii) equipment rental costs,
(ix) security expenses, (x) telephone and communication charges, (xi) travel expenses of Manager employees,
within the limits of reimbursement as provided by Florida Statutes , Section 112.061 , (xii) cost of employee
uniforms and identification, (xiii) exterminator and trash removal costs, if applicable (xiv) computer, software,
hardware and training costs, (xv) parking expenses, (xvi) office expenses, (xvii) audit and accounting fees, (xvii)
insurance costs, including but not limited to personal property, general liability, professional liability and worker's
compensation insurance, (xix) commissions and all other fees payable to third parties (e.g. commissions relating
to food, beverage and merchandise concessions services and commercial rights sales), (xvii) cost of complying
with any Laws, (xxii) landscaping maintenance; (xi) janitorial services , (xx) costs of grooming, lining and marking
the playing fields for competitive u se and (xxi) Taxes. The term "Operating Expenses" does not include debt
service on the Facility, Capital Expenditures , minor repairs, maintenance, and equipment servicing, including
expenses relating to performing capital improvements or repairs , utility expenses, (all of which shall be the
responsibility of the Owner).
Operating Year: Each twelve (12) month period during the Tenn , commencing on October 1st and
ending on September 30th , provided that the first Operating Year shall be a shortened year commencing on the
Commencement Date and ending on September 30th of that year and the last Operating Year shall be a shortened
year, ending upon the expiration of this Agreement.
Facility Operations Manual: The document developed by Manager, which shall contain terms
regarding the management and operation of the Facility including detailed policies and procedures to be
implemented in operating the Facility , as agreed upon by both the Owner and the Manager.
Owner: The term "Owner" shall have the meaning ascribed to such term in the Recitals to this
Agreement.
Payroll Account: A separate account in the name of Manager or Manager's affiliated entity at a Florida
licensed bank through which all Facility staff and other personnel employed by Manager (including related payroll
taxes), or engaged by Manager as an independent contractor, are paid.
Pre-Opening: Time period prior to the Grand Opening and beginning of events, programs and activities
operations, and during which the facility is being constructed and the business development, operational
preparations, and organizational development is taking place.
Regulatory Approvals: All applicable governmental or regulatory approvals , authorizations, consents,
licenses or permits.
Revenue: All revenues generated by Manager's operation of the Facility, including but not limited to event
ticket proceeds income, rental and license fee income, merchandise income, gross food and beverage income, gross
income from any sale of Commercial Rights, gross service income, equipment rental fees, box office income , and
miscellaneous operating income, but shall not include event ticket proceeds held by Manager in trust for a third
party and paid to such third party.
Revenue Account: A separate account in the name of Owner or its affiliated entity at a licensed bank
where Revenue is deposited.
Revenue Generating Contracts: Vendor, concessions and merchandising agreements, user/rental
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agreements, booking commitments, licenses, and all other contracts or agreements generating revenue for the
Facility and entered into in the ordinary cours e of operating the Facility.
Service Contracts: Agreements for services to be provided in connection with the operation of the
Facility, including without limitation agreements for consulting services, ticketing, web development and
maintenance, computer support services, FF&E purchasing services, engineering services, electricity, steam , gas,
fuel , general maintenance, HVAC maintenance, telephone, staffing personnel including guards, ushers and ticket-
takers, extermination, elevators, stage equipment, fire control panel and other safety equipment, snow removal
and other services which are deemed by Manager to be either necessary or useful in operating the Facility.
Taxes: Any and all governmental assessments, franchise fees, excises, license and permit fees, levies ,
charges and taxes, of every kind and nature whatsoever, which at any time during the Tenn may be assessed,
levied, or imposed on , or become due and payable out ofor in respect of, (i) activities conducted on behalfof the
Owner at the Facility , including without limitation the sale of concessions , the sale of tickets , and the performance
of events (such as any applicable sales and/or admi s sion s taxes , use taxes , excise taxes , occupancy taxes,
employment taxes , and withholding taxes), or (ii) any payments received from any holders of a leasehold interest
or license in or to the Facility, from any guests, or from any others using or occupying all or any part of the
Facility.
Term: The term "Term" shall have the meaning ascribed to such term in Section 4 .1 of this Agreement.
2.1 Engagement.
ARTICLE 2
SCOPE OF SERVICES
Owner hereby engages Manager during the Term to act as the manager and operator of the Facility,
subject to and as more fully described in this Agreement, and, in connection therewith, to perform the services
described herein and in Exhibit A -Scope of Services; Exhibit A-1, Landscape Scope of Services; Exhibit A-2
Janitorial Scope of Services ; and Exhibit B Performance Criteria attached hereto.
2.1.1 The Manager shall provide services in accordance with the terms and conditions of Invitation to
Negotiate (ITN) #21-7898 , including all the Attachment(s), Schedules, Exhibit(s) and Addenda, Manager's
proposal referred to herein and made an integral part of this Agreement, Exhibit A -Scope of Services; Exhibit
A-1 , Landscape Scope of Services; Exhibit A-2 Janitorial Scope of Services; Exhibit B Performance Criteria;
Exhibit Manager's Compensation ; Exhibit D Operating Budget; Exhibit E Pro-Fonna; and Exhibit F Key
Personnel and Fixed Payroll Compensation, attached to this Agreement.
2.2 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.
ARTICLE3
COMPENSATION
3.1 The Agreement Sum. The County shall pay the Manager for the services to be provided under
this Agreement in Exhibit C Manager's Compens ation , Exhibit D Operating Budget; Exhibit E Pro-Forma; and
Exhibit F Key Personnel and Fixed Payroll Compensation.
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Payment(s) wi ll be made upon receipt of a proper invoice(s) and upon approval by the County's
Contract Administrator or designee, and in compliance with Chapter 218, F la. Stats., otherwise known as the
"Local Government Prompt Payment Act".
3.2 Travel and R e imbursab le Expenses. Travel and Reimbursable Expenses must be approved in
advance in writing by the County. Travel expenses shall be reimbursed per Section 112.061 Fla. Stats ., at the
fo ll owing rates, subject to those statutory rates being updated from time to time.
Mileage $0.44.5 per mile
Breakfast $6.00
L unch $11.00
Dinner $19.00
Airfare Actual ticket cost limited to tourist o r coach class fare
Rental car Actual rental cost limited to compact or standard-s ize
vehic les
Lodging Actual cost of lod g in g at s in gle occup ancy rate with a cap
of no more than $150.00 per ni ght
Parking Actual cost of parking
Taxi or Airpo1i Limousine Actual cost of either tax i or airport limou sine
Reimbursabl e items oth er than trave l expenses shall be limited to t h e follow ing: telephone long-
distance charges, fax charges, photocopying charges, and postage. Reimbursab le it ems w ill be paid only after
Manager has provided all receipts. Manager shall be responsible fo r all other co sts and expen ses assoc iated with
activities and so li citation s undertaken pursuant to this Agreement.
ARTICLE4
TERM; TERMINATION
4.1 Term. The term of this Agreement shall beg in o n the Commencement Date and, unl ess sooner
terminated , pursuant to the provisions of Section 4 .2_be low:
4 .2 The Agreement shall be for a five (5) year period, commencing on November 9, 2021 (the
"Commencement Date", and terminating on five (5) years from th at date .
T h e Co un ty may, at its discretion and wi th th e consent of the Manager, renew the Agreement unde r a ll of th e
term s an d cond it ions contai ned in thi s Agreement fo r one (I ) addit ional five (5) year period. The Co un ty s h a ll
g ive the Manager written notice of the County's inte ntion to renew the Agreeme nt Term no late r th a n 90 days
prior to the end of the Agreement t erm then in effect.
4.3 Termination. Should the Manager be found to have fa il ed to perform his services in a manne r
satisfactory to the County as per this Agreement, the County may terminate said A gree ment for cause. Cause for
termination shall include, but not be limi ted to , Manager's fai lu re to c ure the breach of any material provision in
this Agreement w ithin twenty (20) days after receipt of written notice to cure from County detailing that breach ;
except that in the event that a cure is not objective ly possib le withi n twenty (20) d ays after that notice, Manager
shall commence to cure the noti ced breach as ful ly as possible within that twe nty (20) day period, and thereafter
dili gen tl y and continuously pursue that cure to a successfu l comp let ion wit hin s ixty (60) day s afte r th at notice.
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The County may termina te this Agreement for convenience (without cause) with a ninety (90) day written notice.
The County s hall be the sole judge of non-performance.
4.3.1 In the event that the County terminates this Agreement, Manager's recovery against the
County shall be limited to that po1tion of the Agreement Amount earned through the date of termination. The
Manager 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 .
4.3.2 Upon termination or expiration of this Agreement for any reason, (i) Manager shall
promptly discontinue the performance of all serv ices hereunder, (ii) the Owner shall promptly pay Manager all
fees due Manager up to the date of termination or expiration, including iftenninated for convenience, Manager's
actual costs for time and goods from the Commencement Date, which costs for time and goods have not already
been reimbursed (per Numerical Paragraph 3.2 herein , Exhibit F Key Personnel and Fixed Payroll Compensation
and Exhibit G Manager's Hourl y Rates), (iii) Manager shall make available to the Owner all data, electronic files,
documents, procedures, reports, estimates, su mmaries , and other s uch information and materials with respect to
the Facilities as may have been accumulated by Manager in performing its obligations hereunder, whether
completed or in process, and (iv) without any further action on part of Manager or Owner, the Owner s hall , or
shall cause the successor Facility manager to, assume all obligations arising after the date of such termination or
expiration , under any Service Contracts, Revenue Generating Contracts, booking commitments and any other
Facilities agreements entered into by Manager in furtherance of its duties hereunder. Notwithstanding the
foregoing, Manager is under no duty to provide any of its certain proprietary confidential materials or intellectual
property to the Owner, including but not limited to its proprietary national benchmarking formulas, key
performance indicators reports , Manager's employee performance evaluations, financial forecasting formulas,
and/or other intellectual property developed by and maintained by the Manager and which it may use in its regular
course of business to provide services to other clients similar to Owner. Any obligations of the patties that are
specifically intended to survive expiration or termination of this Agreement shall survive expiration or tennination
hereof.
4.3.3 In the event that this Agreement is terminated for convenience, the Manager's employed
staff may be retained at the Facility at the then current salary structure for an additional one hundred and eighty
( 180) days following the termination period, at the County 's option and expense. If the Manager is asked by the
County , at its sole option, to provide staffing and services during a transition period from the date of termination
to the date that a new facility manager is selected , Manager will be compensated for its time (per Numerical
Paragraph 3.1 herein and Exhibit F Key Personnel and Fixed Payroll Compensation,) in performing its services.
There s hall be no re s triction s on the Manager for maintaining or rehiring of staff at any time after a termination
event.
ARTICLE 5
OWNERSHIP; USE OF THE FACILITY
5.1 Ownership of Facility, Data, Equipment and Materials. Owner will at all times retain
ownership of the Facilities, including but not limited to real estate, technical equipment, furniture, displays ,
fixtures and similar property, includin g improvements made during the Term, at the Facility. Any data,
equipment or materials furnished by Owner to Manager or acquired by Manager as an Operating Expense shall
remain the propetty of Owner a nd s hall be returned to Owner when no longer needed by Manager to perform
under thi s Agreement. Notwithstanding the above, Owner shall not have the right to use any third-party software
licen sed by Manager for general use by Manager at the Facility and other facilities managed by Manager, the
licensing fee for which is propottionately allocated and charged to the Facility as an Operating Expense; such
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software may be retained by Manager upon expiration or termination hereof. Manager shall a l low the Owner
limited administrative rights to access such third-party software as necessary for Owner to complete its audit
function of Manager's records.
5.2 Right of Use by Manager. The Owner hereby gives Manager the right and license to use the
Facility for the Term, and Manager accepts such right of use, for the purpose of performing the services herein
specified, including the operation and maintenance of all physical and mechanical facilities necessary for, and
related to, the operation, maintenance and management of the Facility . The Owner shall provide Manager with
a sufficient amount of suitable office space in the Facility (exact office space to be mutually agreed by the parties)
and with such office equipment as is reasonably necessary to enable Manager to perform its obligations under
this Agreement. In addition, the Owner shall make available to Manager, at no cost, parking spaces adjacent to
the Facility for all of Manager's full-time employees and for the Facility 's event staff. Manager agrees that at the
time of the signing of this Agreement, Owner has provided Manager with a sufficient amount of suitable office
space in the Facility.
5.3 Right of Use of Staff by Manager. Manager shall have the right to utilize its employees as
needed to support Manager's organization to satisfy the terms of this Agreement, inc luding but not limited to
travel for training and temporary staffing coverage. Manager shall have the right to utilize the Facility to host
events for its Facility employees from time to time for the purpose of learning and development, at no cost to
the operational budget other than that incurred by the staff who are regularly stationed at the Facility.
5.4 Observance of Agreements. The Owner agrees to pay, keep, observe and perform all payments,
terms, covenants, conditions and obligations under any leases, bonds, debentures, loans and other financing and
security agreements to which the Owner is bound in connection with its ownership of the Facility.
ARTICLE 6
PERSONNEL
6.1 Genera ll y. All Facility staff and other personnel shall be engaged or hired by Manager in its
so le discretion, except that Owner shall preapprove the employment of the General Manager, and shall be
employees, agents or independent contractors of Manager, and not of the Owner. Manager agrees that upon a
written request by Owner to remove and replace the General Manager, as long as the reasons for the request are
non-discriminatory and not otherwise unlawful, it will engage in cooperative discussions with Owner to remedy
Owner's concerns; failing which, Manager will replace the General Manager within an agreed upon reasonable
period of time. Manager shall select employees, in its sole discretion but subject to Owner's right to approve the
Operating Budget. The Operating Budget shall define the number, function, qualifications, and compensation,
including salary and benefits, of its employees and shall control the terms and conditions of emp loyment
(including without limitation termination thereof) relating to such employees. Manager agrees to use reasonable
and prudent judgment in the selection and supervision of such personnel. Owner specifically agrees that
Manager shall be entitled to pay its employees, as an Operating Expense, bonuses and benefits in accordance
with the approved annual budget. A copy of Manager's current employee manual and any Facility-specific
employee manual supplement shall be provided to Owner. Manager shall provide a full-time on-site General
Manager and other employees as required to meet the operational needs of the Facility, within the budgeted
percentage of labor.
Federal statutes and executive orders require employers to abide by the immigration laws of the United
States and to employ only individuals who are eligible to work in the United States. By executing and entering
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into this Agreement, the Manager is formally acknowledging without exception or stipu lation that it is fully
responsible for complying with the provisions of the Immigration Reform and Contro l Act of 1986 as set forth in
8 U.S.C. § 1324, et seq., and regulations relating thereto, as either may be amended. In addition, Florida state law
incorporates E-Verify eligibility requirements through Florida Statute,§ 448.095, as may be amended. Failure by
the Manager to comply with the laws referenced herein s hall constitute a breach of the Agreement and the County
shall have the discretion to unilaterally terminate the Agreement immediately.
T he Employment E li g ibility Verification System (E-Verify) operated by the Department of Homeland
Security in partnership with the Social Security Administration, provides an Internet-based means of verifying
employment eligibility of workers in the United States; it is not a substitute for any other employment eligibility ·
verific ation requirements . Additional information regarding the E-Verify program can be found at the following
website: http://www.dhs.gov/E-Verify. It shal l be the Contractor 's responsibility to familiarize themselves with all
rules and regulations governing this program.
The Manager is required to enroll in the E-Verify program, and provide acceptab le evidence of it s
enrollment at all times during the term of the Agreement. Acceptable evidence consists of a copy of the Manager's
properly completed E-Verify Company Profile page or a copy of the fully executed E-Verify Memorandum of
Understanding. Add itionall y, the Manager shall require all subcontractors to use the E-Verify system .
6.2 Key Personnel. The Manager'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
Manager shall assign as many people as neces sary to complete the services on a timely basis , and each person
assign ed shall be availab le for an amount of time adequate to meet the required service dates . The Manager shall
not change Key Personnel unless the following conditions are met: (I) Proposed replacements h ave s ubstantially
the same or better qualifications and /or experience, and (2) with advance notice to the County, when possible.
6.3 Employment Matters. The Manager shall present the then current staffing, and all salaries and
payments to employees through the Payroll Account in the Manager 's Annual Budget. It is understood by all
parties that reductions and additions to various positions may be made at Manager's discretion throughout the
year due to busines s tempo , trends , opportunities , and budget requirements. If a change is recommended that
will require expense above the budget, the change wi ll be submitted for Owner's review a nd approval per Section
8.5 of the Agreement.
ARTICLE 7
PROCEDURE FOR HANDLING INCOME
7.1 Revenue Account. Except as otherwise agreed to by the parties in writing all Revenue derived
from operation of the Facility shall be deposited by Manager into the Revenue Account as soon as practicable upon
receipt (but not le ss often than within two (2) business days). The specific procedures (and authorized individuals)
for making deposits shall be set forth in the Facility Operations Manual , which s hall be provided to the County
within 30 days of the Commencement Date of the Agreement and be subject to the County Manager or designee's
approval.
7.2 General Operating Procedures. Manager shall operate and maintain the Facility to the minimum
standards outlined in the Fac ility Operations Manual , which shall be provided to the County within 30 days of the
Commencement Date of the Agreement and be subject to the County Manager or designee's approval. The
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document to be developed by Manager shall contain terms regarding the management and operation of the Facility
including detailed policies and procedures to be implemented in operating the Facility, as agreed upon by both the
Owner and the Manager. The Facility Operations Manual includes but is not limited to: general hours of operation,
food and beverage standard s, standard operating procedures for Facility and recreational staff, minimum
maintenance standards and guidelines , general quality assurance and quality control procedures , guidelines for
merchandise and food and beverage sales, standard workflows for programming and reservations and work
methods and purchas ing of goods and equipment for the Facility.
The County Manager, or his de s ig nee, may, at his /her discretion and with the consent of the Manager,
request that the minimum standards a nd procedures in the Facility Operations Manual be amended/revised based
on programming demand.
7.3 Operations. The Manager shall use point-of-sale (POS) electronic cash machines or other similar
electronic accounting control equipment for the proper control of all payments. All sales transaction must be
accompanied by a receipt to the customer. Dail y Regi ster receipts must be maintained and made available upon
demand during the term of this Agreement. All electronic cash equipment must be reviewed and approved by the
County prior to use.
All financial records with respect to the Facility are to be retained during the entire Term of this
Agreement and for a period of five (5) years following the termination of this Agreement. The financial records
described in the previous sentence consist of records documenting specific receipts/revenues collected by Manager
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 notices , credit and debit card records , receipt ledgers, receipt journal transactions and
vouchers, refund records, bad check records, and other accounts receivable and related documentation.
The Manager may sell any concessions desired as lon g as such items are permitted under Florida state
law and the Manager has obtained the proper licensing/tax permits for s uch sales. Any and all tobacco , Cannabis,
and Cannabis related products are not permitted. The County reserves the right to object to and require the
Manager 's removal from sale any concession that it finds objectionable.
7.4 Accounting Records and Reporting. During the Term, Manager shall maintain professional
accounting records. Manager shall provide the financial statements in a format reasonably specified by Owner, as
well as bank statements, sales tax returns, and quarterly tax filings .
7.5 Financial Review, Records, Audit. The Manager s hall provide, as an operating expense of the
Facility, an annual independent review of the Manager's financial records. The purpose of this review is to
s ubstantiate that the County has been compensated in accordance with this Agreement.
During the term of this Agreement. the Manager s hall 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 Manager grants to the County the right and authority to audit all records.
Documents, and books pertaining to the Facility operation. Such audit will be conducted at a frequency determined
by the County and communicated to the Manager. The Manager 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
Manager 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 ."
7.6 Internal Control. The Manager agrees to develop, in stall, and maintain re aso nably appropriate
accounting, operating, and ad mini strative controls gove rnin g the financial aspects of the Facility, such controls to
be consistent with profession ally accepted accounting practices.
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7.7 Monthly Reporting. All references herein to monthly reporting required by the Manager will be
submitted to the County by the fifteenth ( 15th) day of the following month .
ARTICLES
FUNDING
8.1 Tax Matters. The County and the Manager acknowledge that a portion of the costs of the Facility
were financed with proceeds of certain tax-exempt indebtedness (collectively, the "Bonds") and the County and
the Manager intend for this Agreement to comply in all respects with Revenue Procedure 2017-13, as amended.
Accordingly , and notwithstanding any provision of this Agreement to the contrary. The County
and the Manager agree as follows:
a. The County shall continue to exercise a significant degree of control over the Facility
including, but not limited to, approving the annual budget of the Facility approving any capital expenditures with
respect to the Facility , approving any disposition of assets of the Facility, approving the rates and charges for use
of the Facility and approving the general nature and type of use of the Facility.
b. The County shall continue to the bear the ri s k of loss upon damage or destruction of the
Facility: 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 damages or costs from the Manager or any other party whose actions
or inactions may have caused such loss.
c. The Manager shall not take any tax position that is inconsistent with the Manager's role
as a manager or service provider of the Facility . Without limiting the generality of the foregoing sentence, the
Manager will not claim any depreciation or amortization deduction, investment tax credit or any deduction for any
payment as rent with respect to the Facility.
d. In the event the tax-exempt status of the Bonds is challenged by any federal agency or
any nationally recognized bond counsel expresses the view that the tax-exempt status of the Bonds is in jeopardy
as a result of this Agreement or the operation of the Facility, the County and the Manager will, to the extent
necessary 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.
8.2 Business Income Use, Appropriation, and Calculation. The Facility is expected to generate
programmatic/operating revenue (the "revenue") driven by all aspects of the Facility. This revenue includes, but is
not limited to, service fees , rental fees, usage fees , sponsorships, sales commissions, food and beverage sales,
merchandise sales, and other miscellaneous revenues driven by the operations of the Facility that are outlined in
Exhibit D Operating Budget and Exhibit E Pro-Fortna.
The Facility will also generate programmatic/operating costs (the "costs") that are defined as costs driven
by generating the revenues associated with all aspects described above and outlined in Exhibit D Operating Budget
and Exhibit E Pro-Forma. Thes e costs include, but are not limited to, Cost of Goods Sold (COGS) related to
tournament programming, merchandise, food & beverage, event operations, and sponsorships.
The Revenue, less the COGS (as described in Exhibit E), will comprise the business income ("Business
Income"). Business Income will be managed, collected, recorded, reported, and retained by the Owner, and will
remain distinct and separate from any other projects or operations of the Owner. Business Income is considered
unrestricted funds and will be used for program cash flow or allowable program costs as detailed in the budget.
On a monthly basis the Manager will calculate the Business Income from the Facility (less the Capital
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Reserve Contribution set forth in Section 8.6 below) and Owner will distribute Manager's portion of this Business
Income to the Manager pursuant to the allocations set forth in Exhibit D Operating Budget and Exhibit E Pro-
forma. The County will first use its share of the Business Income to offset the Approved Fixed Costs for the Facility
payable by the County to the Manager pursuant to Numbered Paragraph 8.3 hereof.
8.3 Facilities Fixed Costs Schedule. The Facility is expected to generate fixed costs associated with
the baseline operation of the Facility. These costs include , but are not limited to , landscape maintenance and
janitorial, full time employee salaries , corporate services, and other general administrative expenses (the "Fixed
Costs"). The Budgeted Fixed Costs are outlined in Exhibit D Operating Budget and Exhibit E Pro-Forma, ("Fixed
Costs") and shall not increase without the Manager providing justification therefore and obtaining approval of the
Board of County Commissioners in advance. The Fixed Costs shall be reimbursed by the County to the Manager
monthly upon the provision of a valid invoice and submittal of monthly deliverables report. Payments of invoices
shall be processed and paid in accordance with the timeframes established in the Local Government Prompt
Payment Act and the terms of this Agreement.
8.4 Budget Review and Modification. Budgeted Fixed Costs will be subject to an annual review
and based upon actual costs of the previous year and the business plan proposed by Manager. Modifications of any
of the budget categories defined in Exhibit D Operating Budget and Exhibit E Pro-Forma may only be made if
approved in advance by the County Manager, 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.
8.5 Capital Reserve. Prior to the monthly calculation and distribution of the Business Income
Appropriation pursuant to Section 8.2 hereof, the Owner shall calculate and set aside 5% of the Business Income
as capital reserves for the Facility (the "Capital Reserve Contribution"). Owner shall remit the Capital Reserve
Contribution to be held in trust in a separate capital reserve account for the Facility maintained by the County and
the funds in such account shall be used exclusively for capital improvements, repairs or replacements at the
Facility. The budget, schedule, and plan for capital improvements, repairs and replacement for the Facility will
be administered by the County, with the input of the Manager.
8.6 Account Funding. Subject to the Manager's written notices to Owner as herein, Owner
acknowledges that it is solely responsible for all Operating Expenses and capital expenditures required for or on
behalf of the Facility provided that such Operating Expenses and capital improvements are made in accordance
with the terms of this Agreement. . The Owner shall fund quarterly the Operating Account with the budgeted
COGS for the upcoming quarter pursuant to the approved Operating Budget. Owner's funding of the Operating
Account for the budgeted COGS in each successive quarter shall be reduced by any unused quarterly COGS
funding remaining in the Operating Account from Owner's prior quarterly account funding and shall be deposited
at least five (5) days in advance of the first day of the quarter for which payment is due. Manager shall pay all
items of expense for COGS of the Facility from the funds in the Operating Account.
ARTICLE 9
FACILITY CONTRACTS; TRANSACTIONS WITH AFFILIATES
9.1 Existing Contracts. The Owner shall provide to Manager, on or before the Effective Date, full
and complete copies of all Existing Contracts. Manager shall administer and use reasonable commercial efforts
to assure compliance with such Existing Contracts to the extent provided to Manager.
9.2 Execution of Contracts. Manager shall negotiate, execute (in Manager's own name or in the
name of its affiliated entity, except as otherwise provided herein), deliver and administer any and all
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programming, rental agreements, booking commitments, advertising agreements, concession agreements,
supp lier agreements , service contracts (including, without limitation, contracts for cleaning, decorating and set-
up, general maintenance and maintenance and inspection of HVAC systems, elevators, stage equipment, fire
control panel and other safety equipment, staffing and personnel needs , including guards, and other services
which are necessary or appropriate) and all other contracts and agreements in connection with the management,
promotion, and operation of the Facilities. In addition to the foregoing , the County may prescribe after the date
hereof certain other guidelines pertaining to Manager's contracting rights hereunder which are designed to
preserve the tax-exempt status of the bond s issued to finance the construction of the Facilities or to ensure that
the Facilities is operated in accordance with the County's po licies and applicable law, and in such event, Manager
will comply with those guidelines. In connection with any programming, licens es, agreements, commitments or
contracts for the Facilities, Manager will ensure that such documents provide for the fact that Manager has the
right to assign all of its rights and obligations under such licenses, agreements, commitments and contracts to
the County (or to any successor management company retained by the County) upon the expiration or
termination of this Agreement, and upon such expiration or tennination , Manager shall make such assignment
in a form reasonably acceptable to the County and the County will accept s uch assignment of rights and
assumption of obligations .
9.3 Transactions with Affiliates. In connection with its obligations hereunder relating to the
purchase or procurement of services for the Facility (including without limitation food and beverage services,
ticketing services and Commercial Rights s ales), Manager may purchase or procure such services, or otherwise
transact business with , an Affiliate of Manager, provided that the prices charged and services rendered by such
Affiliate are competitive with those obtainable from any unrelated parties rendering comparable services.
Manager shall, if requested by Owner, provide reas onable evidence establishing the competitive nature of such
prices and services , including if appropriate , competitive bids from other persons seeking to render such services
at the Facility and copies of any agreements with an Affiliate.
ARTICLE 10
AGREEMENT MONITORING AND GENERAL MANAGER
10.1 Contract Administrator. Each party s hall appoint a contract administrator who shall monitor
such party's compliance with the terms of this Agreement. Manager's contract administrator shall be its General
Manager at the Facility unless Manager notifies Owner of a substitute contract administrator in writing. Owner's
contract administrator shall be its Senior Operations Analyst and assigned "Sports Complex Manager" unless
Owner notifies Manager of a s ubstitute contract administrator in writing. Any and all references in this
Agreement requiring Manager or Owner participation or approval shall mean the participation or approval of
such party's contract administrator.
11.1 Insurance.
ARTICLE 11
INSURANCE
11.1.1 The Owner shall be respons ible for obtaining and administering insurance in connection with
the Facility as follows:
(a) Property Insurance. Owner shall also procure and maintain fire and extended coverage casualty
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insurance, and (if appropriate) flood insurance, regarding t he Facility in amounts and with companies acceptable
to Owner in its so le discretion.
(b) Commercial General Liability. Owner shall procure and maintain, at the Owner's sole expense,
a Commercial General Liability policy with a combined single limit of $1,000,000 per occurrence and a general
annual aggregate limit of$3,000,000. All such insurance shall be on an "occurrence" basis.
(c) Commercial Auto Liability (including non-owned and hired). Owner shall procure and maintain
at the Owner's sole expense commercial auto liability coverage (including owned, non-owned and hired) in the
amount of $1,000,000 each occurrence.
(d) Business Interruption. Owner shall procure and maintain, at the Owner's sole expense and
benefit, business interrnption and extra expense insurance in such amounts as Owner shall choose.
11.1.2 The Manager shall provide insurance as follows as a Facility Operating Expense:
A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per
Occurrence, $2,000,000 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 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 Manager to ensure its legal liability for claims
arising out of the performance of professional services under this Agreement. Manager 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.
E. Other: Liquor Liability
Umbrella
$ 1,000,000 Per Occurrence
$ 5,000,000 Per Occurrence
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 Manager's Commercial General Liability
where required. This insurance shall be primary and non-contributory with respect to any other insurance
maintained by, or availab le for the benefit of, the Additional Insured and the Manager's policy shall be endorsed
accordingly.
Current, valid insurance policies meeting the requirement herein identified shall be maintained by
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Manager during the duration of this Agreement. The Manager shall provide County with ce1tificates 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. Manager 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 Manager from its insurer, and nothing contained
herein shall relieve Manager of this requirement to provide notice.
Manager shall ensure that all subcontractors comply with the same insurance requirements that the
Manager is required to meet.
ARTICLE 12
COVENANTS AND REPRESENTATIONS
12.1 Owner's Covenants and Representations. Owner makes the following covenants and
representations to Manager, which covenants, and representations shall, unless otherwise stated herein , survive
the execution and delivery of this Agreement:
(a) Owner's Status. Owner is a political subdivision of the State of Florida duly organized,
validly existing, and in good standing under the laws of the State of Florida with full power and authority to enter
into this Agreement and execute all documents required hereunder.
(b) Authorization. The making, execution , delivery, and performance of this Agreement
by Owner has been duly authorized and approved by requisite action and this Agreement has been duly executed
and delivered by Owner and constitutes a valid and binding obligation of Owner, enforceable in accordance with
its tenns and applicable law.
(c) Effect of Agreement. To Owner's best knowledge, without duty of inquiry, neither the
execution and delivery of this Agreement by Owner nor Owner's performance of any obligation hereunder: (i)
wi 11 constitute a violation of any law , ruling, regulation, or order to which Owner is subject; or (ii) shall constitute
a default of any term or provision or shall cause an acceleration of the performance required under any other
agreement or document (A) to which Owner is a party or is otherwise bound, or (B) to which the Facility or any
part thereof is subject.
(d) Ownership Rights. Owner shall obtain and retain the property interests in the Facility
necessary to enable Manager to perform its duties pursuant to this Agreement peaceably and quietly. Owner
represents and warrants that Manager's performance of the services required by this Agreement shall not violate
the prope1ty rights or interests of any other Person.
(e) Documentation. If necessary to carry out the intent of this Agreement, Owner agrees
to execute and provide to Manager, on or after the Effective Date, any and all other instruments, documents,
conveyances, assignments, and agreements which Manager may reasonably request in connection with the
operation of the Facility.
12.2 Manager's Covenants and Representations. Manager makes the following covenants and
representations to Owner, which covenants and representations shall, unless otherwise stated herein, survive the
execution and delivery of this Agreement:
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(a) Corporate Status. Manager is a limited liability company duly organized, validly
existing, and in good standing under the laws of the State of F lorid a and authorized to transact business throughout
the United States with full corporate power to enter into this Agreement and execute all documents required
hereunder.
(b) Authorization. The making, execution, delivery, and perfonnance of this Agreement
by Manager has been duly authorized and approved by all requisite action of the board of directors of Manager,
and this Agreement has been duly executed and delivered by Manager and constitutes a valid and binding
obligation of Manager, enforceable in accordance with its terms and app lic ab le laws.
(c) Effect of Agreement. To Manager's best knowledge , without duty of inquiry, neither
the execution and delivery of this Agreement by Manager nor Manager's performance of any ob li gation hereunder
(i) will constitute a violation of any law, ruling, regulation , or order to which Manager is subject; or (ii) shall
constitute a default of any term or provision or shall cause an acceleration of the performance required under any
other agreement or document to which Manager is a party or is otherwise bound.
(d) Licenses/Permits/Rules and Regulations. Manager agrees to obtain and maintain
throughout the period of this Agreement all such licenses as are required to do business in the State of F lorid a and
in Collier County, Florida, including, but not limited to, all licenses required by the respective state boards and
other governmental agencies responsible for regulating and licensing the professional services to be provided and
performed by Manager pursuant to this Agreement.
Manager agrees that, when the services to be provided hereunder relate to a professional service which, under
Florida Statutes, requires a license , ce1iificate of authorization or other form of legal entitlement to practice such
services, it shall employ and/or retain only qualified personnel to provide such services to Owner.
Manager represents to Owner that it has expertise in the type of professional services that will be performed
pursuant to this Agreement and has extensive experience with projects similar to the Project required hereunder.
Manager agrees that all services to be provided by Manager pursuant to this Agreement shall be subject to Owner's
review and approval , as provided herein, and shall be in accordance with the generally accepted standards of
professional practice in the State of Florida, as well as in accordance with a ll app licable laws, statutes, including
but not limited to ordinances, codes , rules, regulations and requirements of any governmental agencies, and the
Florida Building Code where applicable, which regulate or have jurisdiction over the Services to be provided and
performed by Manager hereunder, the Local Government Prompt Payment Act (218.735 and 218.76 F.S.), as
amended, and the Florida Public Records Law Chapter 119.
12.3 Indemnification.
To the maximum extent pennitted by F lorida law, the Manager shall defend, indemnify and hold
harmless Collier County , its officers and employees from any and all li abilities, 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 Manager, 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 Manager or anyone employed or utilized by the Manager in the
performance of this Agreement. This indemnification obligation shall not be construed to negate , abr id ge, 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.
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12.3.1 The duty to defend under this Article 12 is independent and separate from the duty to
indemnify, and the duty to defend exists regardless of any ultimate liability of the Manager, County , and any
indemnified party. The duty to defend ari ses immediately upon presentation of a claim by any party and written
notice of such claim being provided to Manager. Manager'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 limit ations.
12.3.2 Survival. The obligations of the parties contained in this Sect ion shall survive the
termination or expiration of this Agreement.
ARTICLE 13
MISCELLANEOUS
13.1 Relationship. Manager and Owner shall not be construed as joint venturers or genera l partners
of each other, and neither shall have the power to bind or obligate the other pa1iy except as set forth in this
Agreement. Manager understands and agrees that the relationship to Owner is that of independent contractor,
and that it will not represent to anyone that it s relationship to Owner is other than that of independent contractor.
Nothing herein shall deprive or otherwise affect the right of e ither party to own, invest in, manage or operate
property , or to conduct business activities, which are competitive with the business of the Facility. Manager
covenants and agrees that even though it may have a management responsibility for other sim ilar properties,
which from "time to time" may be competitive with the Facility, Manager shall always represent the Facility
fairly and deal with Owner on an equitable basis.
13 .2 Assignment. Manager shall not ass ign this Agreeme nt 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 vo id . If Manager does, with approval , assign this Agreement or any part
thereof, it shall require that its assignee be bound to it and to assume toward Manager all of the obligations and
respon sibi liti es that Manager has assumed toward the County.
13.3 Benefits and Obligations . The covenants and agreements herein contained s hall inure to the
benefit of, and be binding upon the parties hereto and their respective heirs , executors, successors, and assigns.
13 .4 Surrender of Premises. Upon termination of this Agreement (termination shall , for all purposes
in this Agreement, include termination pursuant to the terms of this Section 19 and any expiration of the tenn
hereof), Manager sha ll surrender and vacate the Faci lity upon the effective date of suc h termination. The Facility
and al l . equipment and furnishings shall be returned to the County in good repair, reasonable wear and tear
excepted. All reports , records, including financial records, and documents (including computer data) maintained
by Manager at the Facility or elsewhere relating to this Agreement sha ll be immediately surrend ered to the
County by Manager upon termination. The County, at its cost and within thirty (30) days after such expiration
or other termination, sha ll remove a ll signage relating to Manager and its Affiliates.
13 .5 Use of Facility at Direction of County. The County shall have the right to use the Facility or
any part thereof, upon reasonable advance notice and subject to availability in accordance with the procedures
to be estab li shed in the Facility Operating Manuel, which shall be provided to the County within 30 days of the
Commencement Date of the Agreement; and , subject to the County Manager or designee's approval, it being
recognized that booking a County event during times that are reserved and being marketed for possible
tournament s, camps, c linic s, rental s , and other events wi ll lessen the projected revenues and increase the odds
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of operating losses .
13.6 Taxes. Manager shall pay a ll sales , consumer, use and other similar taxes associated with the
services provided under the Agreement or po1iions thereof, which are applicable during the performance of the
Agreement. 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.
13.7 Building Compliance. Manager does not assume and is given no responsibility for compliance
of the Facility or any equipment therein with the requirements of any building codes or with any statute,
ordinance, law , or regulation of any governmental body or of any public authority or official thereof having
jurisdiction, except to notify Owner promptly , or forward to Owner promptly , any complaints, warnings, notices,
or summonses received by Manager relating to such matters. Owner represents that to the best of Owner's
knowledge, the Facility and all such equipment contained therein comp ly with all such requirements, and Owner
authorized Manager to disclose the ownership of the Facility to any such officials.
13.8 Notices. All notices provided for in this Agreement shall be in writing and served by registered
or certified mail, return receipt requested, postage prepaid, at the following addresses until such time as written
notice of a change of address is given to the other party.
If to Owner:
Board of County Commissioners for Collier County, Florida
Division Director: Sean Callahan, Deputy County Manager
Division Name: Office of the County Manager
Address: 3299 Tamiami Trail E., Suite 202
Nap le s, FL 34112
County's Contract Administrator: Marissa Fahey, Senior Operations Analyst
Telephone: 239-252 -4380
E-Mail: Marissa.fahev@col li ercountyfl.gov
lfto Manager:
Attention:
with a copy to :
Sports Facil itie s Management, LLC
Jason Clement, Manager
600 Cleveland Street, Suite 910
Clearwater, FL 33755
Emai l: jclement@sportsfacilities.com
Bruce Rector General Counsel
Sports Facilities Management, LLC 600
C le ve land Street, Suite 910
Clearwater, FL 33755
Emai I: brector@sportsfaci I ities.com
13.9 Headings. All headings and subhead ings employed within this Agreement and in the
accompanying schedules and exhibits are in serted only for convenience and ease of reference and are not to be
considered in the construction or interpretation of any provision of this Agreement.
13.10 Force Majeure. Any delays in the performance of any obligation of Manager under this
Agreement shall be excused to the extent that such delays are caused by Acts of Nature and other causes falling
within the definition of force majeure as defined herein that are not within the control of Manager. In such
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instances, and any time periods required for performance shall be rea sonably extended accordingly, subject to
advance notice and approval by the Owner.
13 .11 Entire Agreement. This Agreement, including any specified attachments, constitutes the entire
agreement between Owner and Manager with respect to the management and operation of the Facility and
supersedes and replaces any and all previous management agreements entered into or /and negotiated between
Owner and Manager relating to the Facility covered by this Agreement. No change to this Agreement shall be
valid unless made by supplemental written agreement executed and approved by Owner and Manager. Except
as otherwise provided herein , any and all amendments , additions , or deletions to this Agreement shall be null
and void unless approved by Owner and Manager in writing. Each party to this Agreement hereby acknowledges
and agrees that the other paiiy ha s made no warranties , representations, covenants , or agreements, express or
implied, to such party, other than those expressly set forth herein, and that each party, in entering into and
executing this Agreement, has relied upon no warranties, representations, covenants, or agreements, express or
implied, to such party , other than those expressly set forth herein .
13.11.1 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: Invitation to Negotiation #21-7898, including attachments
and Addenda, Manager's Proposal , Insurance Certificate(s), Exhibit A Scope of Services; Exhibit A-1 ,
Landscape Scope of Services; Exhibit A-2 Janitorial Scope of Services ; Exhibit B Performance Criteria; Exhibit
C Manager's Compensation; Exhibit D Operating Budget; Exhibit E Pro-Forma; and Exhibit F Key Personnel
and Fixed Payroll Compensation , attached to this Agreement.
13.12 Rights Cumulative; No Waiver. No right or remedy herein conferred upon or reserved
to either of the parties to this Agreement is intended to be exclusive of any other right or remedy, and each and
every right and remedy shall be cumulative and in addition to any other right or remedy given under this
Agreement or now or hereafter legally existing upon the occurrence of an event of default under this Agreement.
The failure of either party to this Agreement to insist at any time upon the strict observance or performance of any
of the provisions of this Agreement, or to exercise any right or remedy shall not be construed as a waiver or
relinquishment of such right or remedy with respect to subsequent defaults. Every right and remedy given by this
Agreement to the parties may be exercised from "time to time" and as often as may be deemed expedient by those
parties.
13.13 Applicable Law . The execution, interpretation , and performance of this Agreement shall in
all respects be controlled and governed by the laws of the State of Florida. Any civil action or legal proceeding
arising out of or relating to this Agreement shall be brought in the courts of record of the State of Florida in
Collier County or the United States District Court , in Fort Myers, Florida. Each party consents to the sole and
proper jurisdiction of such court in any s uch civil action or legal proceeding and waives any objection to the
laying of venue of any such civil action or legal proceeding in such court.
13.14 Acknowledgement. The parties hereto acknowledge that they have been provided with a copy
of this Agreement for review prior to signing it , that they have been given the opportunity to review it prior to
signing it, that they have been given the opportunity to have this Agreement reviewed by their attorney prior to
signing it, and that they understand the purposes and effect of this Agreement.
13.15 Severability. If any provision or provisions of this Agreement shall be held to be invalid or
unenforceable , such invalidity or unenforceability shall not affect any other provisions of this Agreement, and
this Agreement shall be construed and enforced as if such provision or provisions had not been included.
13.16 Intellectual Property. Owner acknowledges that Manager has certain intellectual property,
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trade sec rets and proprietary busines s technique s (" Int e ll ect ual Prope 1iy") that it w ill on beha lf of Ow ner to meet
its ob li gations under thi s Agreement. Owner ack no w led ges that it obtains no ow ne rsh ip rights whatsoever in the
Int ell ect ual Property and, upon termination of this Agreement, Manager shall reta in a ll rights to the Intellectual
Property and remove such Intellectua l Property from the Facility and its operations. For purposes of this
Agreement, the term Intellectual Property shall include , without limit ation, analytical tools and documented
procedures for forecasting, performance tracking, operationa l and marketing systems th at are uniqu e to Manager's
approac h, staff training program s, program curric ulum and agendas, rights to certain discounts or programs that
Manager has negotiated for Manager-operated fac iliti es, and other intellectual property wh ich Manager has
pr ev ious ly int roduced to the Faci lity and of which Manager is an autho r.
13.17 Public Records. To the extent requ ired by law exist in g at the t im e this Agreement is entered,
Manager shall comply with the Florida Public Records laws expressed at F.S. § I 19.0701 (2)(a)-(b) as state d as
fo llo ws:
THE
THE
IF THE CONTRACTOR HAS QUESTIONS REGARDING
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS
AT:
Division of Communications, Government and Public Affairs
3299 Tamiami Trail East, Suite 102
Naples, FL 34112-5746
Telephone: (239) 252-8999
Email: PublicRecordReguest@colliercountyfl.gov
T he Manager must specifica ll y comply with the Florida Public Records Law to :
(a) Keep and maintain public records that ordinari ly and necessarily would be required by the Owner.
(b) Provide the public with access to public records on the same terms and conditions that the Owner would
provide the records and at a cost that does not exceed the cost provided in this chapte r or as oth erw ise provided by
law .
(c) Ensu re that public records that are exempt or confidentia l and exempt from public records disclosure
requirements are not disclosed except as author ized by law .
(d) Meet all req uir ements for retaining pub lic records and transfer , at no cost, to the Owner , a ll public records
in possession of the Manager upon termination or expiration of this Agreement and destroy any duplicate public
records that are exempt or confidentia l and exemp t from pub li c records disclosure re quirem ent s. A ll reco rd s sto red
electronicall y must be provided to the Owner in a format that is compatib le wi th the info rmat ion tec hnol ogy
systems of the Owner.
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13.18. No Improper Use. The Manager 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 Manager or if the
County or its authorized representative s hall deem any conduct on the part of the Manager to be objectionable or
improper, the County shall have the right to suspend the Agreement of the Manager. Should the Manager 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 Manager further agrees not to commence operation during the suspension period until the violation has been
corrected to the satisfaction of the County. In addition, the Manager 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
Manager agrees to comply with all laws governing the responsibility of an employer with respect to persons
employed by the Manager.
13.19 . Dispute Resolution. Prior to the initiation of any action or proceeding permitted by this Agreement
to resolve disputes between the patiies, the parties shall make a good faith effort to resolve any such disputes by
negotiation. The negotiation shall be attended by representatives of Manager 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
an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by
representatives of Manager 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 cou1i order requiring mediation under
section 44.102, Fla. Stat.
13 .20 Order of Precedence. In the event of any conflict between or among the terms of any of the
Contract Documents, the terms of the Agreement and the Additional Term~ and Conditions shall take precedence
over the terms of all other Contract Documents. To the extent any conflict in the terms of the Contract Documents,
including the Owner 's Board approved Executive Summary, cannot be resolved by application of the terms of the
Agreement and Additional Terms and Conditions , the conflict shall be resolved by imposing the more strict or
costly obligation under the Contract Documents upon the Manager at Owner's discretion.
13.21 Security. The Manager is required to comply with County Ordinance 2004-52, as amended.
Background checks are valid for five (5) years and the Manager shall be responsible for all associated costs. If
required, Manager 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. Manager shall be required to maintain records on each employee and make them available to the County
for at least four ( 4) years . All of Manager's employees and subcontractors must wear Collier County Government
Identification badges at all times while performing services on County facilities and properties. Manager ID badges
are valid for one (I) year from the date of issuance and can be renewed each year at no cost to the Manager 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 Manager's business.
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The Manager 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.
13.22 Assumption Clause. In the event of the termination of this Agreement. The County will make best
efforts to accommodate any existing events that have an active reservation at the Facility or another County
facility.
13 .23 Project Publicity. Any news release pertaining to the services performed by the Manager pursuant
to this Agreement must recognize the contribution of the County as a funding source and should be coordinated
with the County's Communications and Customer Relations Division prior to publication. The Manager shall
recognize the County for its contribution in all promotional materials and at any event or workshop for which
County funds are allocated.
13.24 Subcontractors. The Manager shall be responsible for all work and all expenses required to
perform the services set forth in this Agreement, subject to reimbursement from the County pursuant to this
Agreement.
a. The Manager may, as appropriate and in compliance with applicable laws. subcontract the
delivery of the services for the Facility; provided, however, that the Manager will be solely liable to the
subcontractor for all expenses and liabilities incurred during such subcontract subject to appropriate
reimbursement of Manager pursuant to this Agreement.
b. Any and all subcontracts executed for the Facility shall include provisions whereby the Manager
and the subcontractor agree to abide by all local, State, and federal laws and indemnify and ho ld harmless the
County consistent with the same provisions required of the Manager in the Agreement.
13.25 Data & Records Management. The Manager shall keep and maintain records required to operate
and perform services to the Facility. Upon request from the County, the Manager shall make those records
available for inspection.
Upon expiration or termination of this Agreement, the Manager will transfer, at no cost to the County, all records
with respect to the operation of the Facility by Manager that are in possession of the Manager or keep and preserve
public records with respect to the operation of the Facility by Manager during the term of this Agreement that are
required by the County to perform the service. If the Manager transfers all public records to the County upon
expiration or termination of this Agreement, the Manager shall destroy any duplicate public records that are
confidential and exempt from public records disclosure requirements. If the Manager keeps and preserves pub l ic
records upon expiration or termination of this Agreement, the Manager shall meet all applicable requirements for
retaining public records. All records stored electronically must be provided to the County upon request from the
County's custodian of public records in a format compatible with the information technology systems of the
County.
(signature pages to follow)
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IN WITNESS WHEREOF, the Parties hereto, by an authorized person or agent, have executed this
Agreement on the date and year first written above.
ATTEST:
Crystal K. Kinzel , Clerk of the Circuit
Court and C
Date
,,
l:J
sii . on y.
Scott R. Teach, Deputy County Attorney
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
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Manager's Witnesses:
M£~e?
Bob Stout
fType/print witness namet
~~ Matiage?ss nd Witness
Kelly Baine
t TypeJprint witness name t
_ --SPORTS FACILITIES MANAGEMENT, LLC
A Florida limited liability company
Manager
By: 4!'=£';
Sign
Jason Clement. Mana~er
iType/print signature and title t
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Exhibit A
Scope of Services
1.1 The Manager shall be responsible for studying area demographics and associated metrics to provide
input to the Facility's "mix" of facilities and types of events supported. Due to the tremendous
investment, the County will heavily scrutinize business and marketing plans and models to ensure they
are reasonable, realistic, and sustainable.
1.2 The Manager shall conduct a project feasibility study in an effort to determine early issues (i.e., traffic,
parking, location , permitting issues , etc.), identify any features that could adversely affect the
successful operation of the Facility , and communicate it to Owner.
1.3 The Manager shall review and evaluate land /project site options, design and assist the County in
determinin g feature s and amenities on the Facility to ensure positive revenue growth.
1.4 The Manager shall develop an annual analysis of the Facility's economic impact on the local economy ,
the regional economy, and otherwi s e, through added jobs, taxes, tourism, etc .
Consulting and Assistance During De sign and Construction of the Facility
1.5 The Manager shall assist the County delivery team (staff, consultants , engineers, architects, and senior
management) in developing the final project concept and assist in its implementation. The Manager
shall coordinate effo1is and ensure that it promotes and adheres to the final approved concept and
scope of work.
Management, Operation, Advertising and Marketing of the Facility
1.6 The County views its relationship with the Manager as critical to the credibility, viability , and financial
success of the Facility.
1.7 The Manager shall run , market, solicit, advertise, and conduct public relations activities for leagues,
sporting events, concerts, tournaments, and other gatherings, including special events of substantial
size and scope to maximi z e use of the Facility at no e xtra cost to the County .
1.8 Facility is owned and maintained by the County. This will include capital investment and
improvements.
1.9 The Manager shall supply landscape maintenance and janitorial s ervices as an aspect of facilities
maintenance; See Exhibit Al a nd A2.
I. IO Manager shall create an annual marketing plan for the Facility .
1.11 Manager shall follow County travel policies.
1.12 Manager will conduct backend accounting, sales , operations , and marketing support services.
1. 13 Additional hires , beyond that provided for in the Manager's Pro Form a/Proposal , shall require County
approval. Hiring will include everything necessary to run the Facility.
l. 14 Manager will coll a borate and coordinate with the County 's Parks and Recreation Department and
Convention and Visitors Bureau to reduce duplication of efforts.
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1.15 Manager shall manage and run unforeseen additions or changes to the Facility as th ere may be future
amenit ies not in the original plan and it wi ll be expected to manage, operate, and provide oversight.
Add itions may in clude , but are not limited to: obstacle course, beach vo ll eyball cou rse, ho ckey rink ,
o r quiet space.
1.16 Manager shall manage a hotel booking serv ice for Facility events that is capable of securing room
blocks wit h local hotels , which includes an on lin e booking solution, and is capab le of pre and post
event reporting on room nights and revenues. Manager shall provide monthly reports on th e anticipated
expected reve nue to be derived from this platform. The County re serves the right to place cost controls
on room booking mode ls.
1.17 Manager sha ll run , advert ise, and market The Factory, a separate aspect of the whole Fac ili ty, th at
includes :
• National Fitness Court Programming -Free to the pub li c
• Open Air C lassroom
• Membership based: Open Air/Functional Fitness
o Fully functioning fitness-based membership space with full group class offe rin gs
o May sub-contract work as need , with Co un ty approva l, branding must remain intact.
• The Lake trai l wit h workout statio ns
1.18 Manager shall run , advertise, and market The Cove -food truck bar and pavilion, a separate aspect of
the whole Faci li ty, that includes:
• Vendor management
• Health department upkeep
• Food truck management and operations
• Permit/License Management
• Coord in ation wit h tournament/event sc hedu le, a long with normal operating hours best fit
• Concessions fo r other locations -outside of events.
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Exhibit A-1 Landscaping Scope of Services
Full-Service landscaping shall include the following items:
General Services
The work includ es but is n ot limited to: mow in g/edgin g, weed contro l, general site trimming/pruni ng, turf
ferti li zati on, pest control, shrub care, shrub/palm fertilization, irrigation maintenance, aeration/top dress of
spec ifi ed areas, sod rep lacement and installation, tree removal , mulching, special projects, and ad diti onal services
as requested.
Service Schedule
T he frequency of routine service (mowing, edging, trees/shrubs /other plant material maintenance, weedin g, pest
co ntrol and other associated landscape maintenance serv ices outlined under the scope) will be as follows , but is
subject to change as needed :
• May -October (6 months)= Once a week
• November-April (6 months)= Once every other week.
The Manager s hal l deve lop a consistent schedule in which services wi ll be completed in a maximum two-day
t im eframe between Monday and Thursday (no services wi ll be performed on F rid ay -S und ay) unless spec ific
variances are approved in advance by the County 's Contract Administrator o r designee . Monday and Tuesday to
be prefe rred maintenance days.
Fu ll annual schedu les of proposed days for service s hall be submitted to the County at the beginning of th e contract
a nd updated if there are any changes throughout the term(s) of the contract.
Mowing
Prior to mowing, the Manager shall be responsible for the removal and disposing of all trash an d debri s including,
but not limited to , palm fronds, horticultural and non-horticultural debris , leaves , rocks, paper, tree branches and
limb s, shrubbery, and other miscellaneous objects on the ground in the service area to include the ri g ht-of -way.
The number of mowing serv ices may be modified by the County depending upon season a l condition s.
Mowing and edging shal l include park medians and areas along the o utside edge of th e s id ewalk s of adjace nt
properties. The Manager shall e nsure a ll tras h an d debris is disposed of the same day and areas w ith pavement and
curbing shall be c lear of all grass c lipp ings from mowing.
Swale areas shall be mowed throughout the enti re year. If mowing is not possible and the swales are full of water,
the swales mu st be add ressed at every service to reduce the height of the weeds to 12" above the water.
S id e of the road , a full mow ing service shall inc lu de s id e of the roadway mowing a nd edging, a ll swale areas, and
side of right-of-way trash removal. Maintenance of Traffic (MOT) may be requested on an as needed basis. MOT
certification may be requested. Mowing ahead signs are req uir ed w hen mowing services are b e in g perform ed.
It is the responsibility of the Manager to be familiar with the type of grasses and mowing expectations at specified
location.
Bimini Bermuda Sod
Maintain an average height of o ne ( 1) inch . Mow with a reel mower. Mowing freq uency is typically once weekly
in the s umm er months. If areas are des ir ed to be mowed more frequent ly the County's Contract Administrator or
designee s h a ll request an in crease. Scalping (hard cutting of the sod to the thatch layer) annu a ll y is recommended.
Sand app lic ation may be necessary on any low areas discovered durin g the scalp in g of sod . Maintain a clean mowed
e dge. Will not use herbicide to maintain edge treatment of sod .
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Bahia Sod
Mow weekly or every other week during summer as requested by the County. Mowing may be less frequent during
dry season months. Maintain a mowed edge. Will not use herbicide to maintain edge treatment of sod. Bahia grass
shall be cut at a height of 3 .5 inches.
Edging
Edging is required in all turf areas around isolated trees, valve boxes , shrubs, signposts, utility holes, etc. where
they exist. All debris on streets, sidewalks, or other areas, resulting from edging, shall be removed. No herbicide
will be used for edging.
Mechanical edging of the turf shall be done with each mowing along all sidewalk edges, back of concrete curbs,
around all plant beds, utility service boxes, streetlight bases, signposts, headwalls, guardrails, timer pedestals, posts,
and trees.
Trash Removal
Before mowing turf areas, the Manager shall remove all debris trash from the service site. Park trash removal for
each service for all site areas shall be cleaned by removing all trash or debri s which shall include, but not I imited
to the following: paper, bottles, cans, other trash , and ho1iicultural debris. Disposing of trash and debris must be at
a proper landfill or disposal site at no additional cost to Collier County.
Street Cleaning
Sidewalks, curbing, and gutters to include the four (4') foot area from the face of the gutters and curbs, turn lanes,
medians , and sidewalk areas shall be cleaned the same day as the mowing service to remove any accumulation of
debris or objectionable growth to maintain a neat and safe condition. Sidewalks shall be blown clean. Grass
clippings or other debris shall not be blown on other adjacent property or accumulate on right of way areas, paved
areas, traffic, or roadways. Blowing shall be directed toward the existing landscape median or grass.
Weeding
Weeding of plant beds , rock areas , sidewalks (asphalt, concrete paver), guardrail bases, curb joints and other
mulched areas by chemical and/or hand removal and must be performed weekly or as necessary to provide a weed-
free and well-maintained area. The Manager shall remove all weeds by hand with or without using a chemical
treatment. If chemicals are used, they shall be Roundup or equivalent around plants, etc., but to be used in such a
manner as to not damage existing plant material. The Manager will remove all weeds from sodded/grass areas using
appropriate method. The Manager will use chemical treatment along synthetic turf grass edges.
• A Florida Pesticide Applicator Licensed is requested.
Perennial Peanut
Maintain weed free. Hand pull weeds. Edge runners along bed edges with metal edger. Will not apply herbicide or
maintain edges with herbicide.
General Site Trimming/Pruning
General site pruning shall be defined as the pruning of any plant's foliage height that is ten feet (1 O') and below.
Shrub pruning should be done at a minimum of every 6 weeks throughout each park for all shrub types that require
pruning so that landscape gives the appearance of continuity throughout that park project area. Groundcovers and
shrubs shall be maintained at the required height as specified by the County's Contract Administrator or designee
up to a maximum height of thirty-six inches (36"), with the exceptions of sight windows where the height shall be
maintained at a maximum of eighteen to twenty-four inches (18"-24"). Shrubs and plant material shall not grow
over the curbing and into the roadway or parking area. Shrubs and trimming, as described above must be completed.
Will consult an arborist for canopy trimming, thinning and in the event of diseased trees.
A void use of a gas -powered hedge trimmer where possible. Hand clip specimen and ornamental shrubs. The intent
of the s hrubs and ornamental plantings on site is to maintain a natural shape and character. Trees shall not be pruned
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into balls. Hedges shall not be topped or maintained as clipped hed ges or topiary.
Canopy and Ornamental Trees
Shall be pruned to encourage a natural appearance desired shape. Cathedral live oaks sha ll be open branching as
well as clear out the center of the tree to help with air circulation and overcrowding branches. Bridal Veil Trees to
be allowed to develop into their natural vase shape. Pink Tabebu ia s to be allowed to obtain their natural shape. Will
not only trim around the outside circumference of the tree. Recommended annual trimming should be kept to about
25% of the tree canopy. Hard cutting is stressfu l on the tree and does not help them survive storms. Will perform
pruning in spring and summer for best recovery.
Palms
Royal Palms shall be kept clean and free of brown fronds and or boots at all times. Sylvester Palms / Silver
Bismarck Palms and all non-self-shedding palm varieties shall be trimmed once annually to remove the bottom
brown palm fronds. All seed heads shall be removed prior to ripening to prevent falling fruit and staining of surfaces
below.
Flowering trees and shrubs
Shall be trimmed after they have flowered. Hard trimming sha ll occur in the summer months. Trim seasonal grasses
spart ina / muhly / fakahatchee once annually to 6" from the ground in the beginning of rainy season.
Pest Control/Integrated Pest Management (1PM)
Inspect and treat plant material, applying pesticide when pests reach damaging thresholds to include the lake banks.
All pesticides and herbicide s to be applied by a licensed professional and shall follow the application methods and
rates as listed on each individual manufacturer product specification sheet. App ly during cooler hours of the day as
mid-day heat can contribute to burning or damage of plants.
Best Practices to Avoid Disease and Fungus
Florida weather provides year-round opportunities for fungus. The Manager will prevent this by:
• Keeping mulch away from the base of plants and trunks .
• Trimming overgrown plants to allow for air to circulate.
• Monitoring for aphids / mealy bug/ thrip on shrubs, specimen plantings and ornamental grasses.
• Monitoring for webworm or nocturnal caterpillars on bougainvillea -will treat with Orthene or similar
product with caution label.
• Water landscape beds in the morning hours to allow plants to dry throughout the day.
Bimini Bermuda Sod Pest Control Recommendation
Dollar spot is possible but is mostly a problem in bermuda that has low fertility levels. Sod webworms and army
worms are a threat, mostly in warm rainy months and is easily killed but harder to eliminate or prevent. Grass
appears thin and "mowed down " when it has not been mowed, due to worm damage. Bermuda grass mites can
occur some years in the dry winter months. Watch
for mole crickets and grubs in April and Ma y .
Fire ant mounds shall be treated four (4) times per year and will include turf, walkways, and parking medians. Any
spot treatments will be done on an as needed basis.
General Fertilizer Recommendations
T he Manager shall follow all State of Florida and Collier County Fertilizer Ordinances at the following links:
http://www.leg.state.fl.us/statutes /index.cfm?App mode=Display Statute&URL=0500-0599/0576/0576.html
h ttps :/ /www. co 11 i erco untyfl. gov/your-governme nt /div is i ons-s-z/zon in g-d i vis i on/watershed-management-
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p !an s/co llier-county-florida-friendly-ferti I izer-ord in ance
All fert ili zers to be app li ed at rate s as listed by man ufacturer. Will keep ferti li zers off impervio us surfaces.
Fertilize blooming plant materials three (3) times a year at approx im ate ly four-month intervals. S hrubs and
gro undc overs: a minimum 75% slow release , 8-2-12 or 13-3-12 or similar product is recommended.
Fertilizers should have organic nitrogen content of 50% an d contain added sulfur and iron. Palms will benefit from
additi onal application of magnesium sulfate , manganese sul fate, and sulfate potash magnesia on an annua l ba sis.
Will not appl y fert ili ze r close to the trunk; app ly at palm drip line whe re possible. Hibisc us require additional iro n.
Annua l application of chelated iron is recommended. Bird of Paradise and bougainvillea require high concentration
of organic ferti li zer suc h as turke y I itter or compost.
Turf Fertilization
Monthly ferti li zation program will follow Univers ity of Florida IF AS recommendations based on the turf at
specified locat ion. See link below:
http s ://ed is . ifas. ufl. ed u/lh0 14# :-:text=A %20recent%20revis i on%20of0/o20t he, be%20made%20duri ng%20the%2
0fall.
Bimini B ermuda Sod Fertilization R eco mm enda ti on
15 -0 -1 5 or 12-0-12, 50% slow release with minors is a common go lf course rat io. Four pounds of Nitrogen (N) per
l 000 SF annu a ll y, (preferably 4 times per year). During the Co lli er Co un ty summer fertilize r lock out pe ri od fo li ar
iron treatment is help ful. The Manager will follow the Co llier Co unty Fert ili zer Ordinance. Summer rain y seaso n
is an important time to build strong turf when it is growing the most. Spot fert ili zation can be very helpfu l in hi gh
traffic wear spots.
Shrub Fertilization
Annual Fertilizer applicat ion s based on IFAS recommendations .
Palm Fertilization
Annual Ferti li zer app li cations per year based on IF AS recommendations and ge nera l recommend ation s as outlined
above. La nd scaped areas with in 30 feet or large establis hed palms shall be fe1tilized with an 8-2-12-4 Mg with
tungsten (W), potassium (K) and magnesium (Mg) being in slow-release form . The fert ili zer sha ll also co ntain 1-2
percent iron (Fe) and manganese (Mn) plus trace amounts of zinc (Zn), copper (C u) and boron (B). Any product to
be used near palms in landscaped areas shall be approved by the Contract Manager before use .
Shrub IPM
In spect and treat plant material, app lying pesticide when pests reac h damaging thresholds.
Irrigation Maintenance
The Manager sha ll in spec t the irrigation system bi-weekly, per indu stry stand ard . The Man ager shall report any
bro ken spr inkl er system parts or damage to County property fo und immediately to the Co unty's Contract
Administrator or designee for repair. The Manager is responsible for broken systems or pa1ts and is req uired to
repair the damage at no charge to the County.
The Manager shal l inspect and test rain shut-off devices and ot her compo nents and zo nes in t he irri gation syste m
monthly and sha ll reset zone times according ly. Minor adjustments and repairs such as hea d/emitter cleaning or
replacement, filter cleaning , re-aiming of heads to keep water out of the street , small leaks, and minor tim er
adj ustme nt s sha ll be made . The Manager , sha ll in perpetuity , allow for the applicatio n of½ inch -¾ inch of water
per irrigation cyc le. During regu lar service times , the Manager will note and report to the County any symptoms of
inadequate or excess ive irrigation, drainage problems, etc .
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Bimini Bermuda Sod Irrigation R ecomm endations
Typically, three (3) times per week. Watch for hot spots in dry periods and adjust zone timing , or possibly add a
larger flow head if just one (I) area shows hot spots. This will be adjusted seasonally depending on the weather
pattern.
Repairs or system service beyond the above scope will be charged to the County on a time and material basis for
actual repairs only, not for the full monthly check if repairs are made at that time. The Manager will notify the
County of the nature of the problem before repairs are made.
Aeration/Top Dress
Aeration and top dressing of areas shall be done once per year. Depending on traffic and use, high traffic areas may
require this more than 1 x per year.
Aeration and top dress of B ermuda Grass
Aeration and top dress with 518th tine s at 2 -2.5 inch s pacing at least once a year for the first two years. As the
turf ages more organic material or thatch accumulates in the soil profile. The older the grass, the more you should
try and aerate to eliminate compaction and organics from the soil. It would be ideal to pull plugs from aerating
followed with a heavy topdressing . This should also be followed with some sort of drag mat to push the sand into
the aerated holes .
Mulching
Plant Beds , jogging paths , parking lot heads , and all other mulched areas shall be mulched twice per year (once in
October and once in April /May). The mulch product shall be "Pro-Euc" and shall be prepped prior to mulching so
mulch allows percolation . Mulch will not be placed against trunk s of palms , trees , and plants. Mulch shall be kept
six (6) inches away from the trunk of the tree or palm. After application , mulch needs to be removed from
impervious areas. The mulch shall be placed to provide a three-inch (3 " +) non-compacted or unsettled depth
measured from the existing soil grade. Touch ups may be required if there is a heavy rain.
Specialty plant beds in high traffic areas may utilize a mocha brown rubber vigoro mulch for aesthetics.
Native yard areas do not require annual mulching .
Mulching around the lake perimeter , in landscape beds, are also be included in the proposal. Proposal will be
provided if areas keep washing out and we need to replace with stone or other materials.
General Maintenance Recommendations
Royal Palms
Royal Palms shall be kept clean and free of brown fronds and or boots at all times. Support stakes on royal palms
planted with bougainvillea shall be removed in December, following hurricane season to allow bougainvillea to
grow around the trunks. Refer to bougainvillea section below. Fertilize as part of regular fertilizer program .
Brom eliads
Blooming occurs in different stages , seasons and naturally the parent plant will slowly die after blooming. As the
parent plant slowly dies, offsets /pups will also grow to start over. Remove dead parent plans every few months.
Separate and plant new pups in areas where parent plans have expended to infill beds to maintain full appearance .
The Neoregelia and Aechmea species were selected due to their full sun light tolerance. However, extremely dry
conditions can stress and cause blanching, sunburn spots or holes on leaves. Run irrigation during dry conditions
more frequently to keep roots moist and to prevent stress. Hand clip stressed leaves during regular maintenance
activities.
Fe1tilize with dilute , soluble fertilizer at about 1/8 to½ the strength on the label with a 20-10-20 (Peat Lite Special)
or 20-10-30 as per species requirements . Do not over fe1tilize in the winter months. Will not allow bromeliads to
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Packet Pg. 127 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
become completely dried out.
Dombeya
Hard trim up to two times per year due to fast growing rate. Will hard trim at beginning of rainy season to reduce
weight and mass on plants during wind and rain events. Trim to 4 ' from ground. Maintain 6-8' width and diameter
when in full bloom.
Bougainvilla
Train to height of 8'-1 O' feet on Royal Palm Trunks (tallest possible to be maintained without use of ladders) to
create columns of color, foliage to ground . Support with ties around trunk (rope or dark green tie tape). Check ties
annually to ensure no girdling of trunk as palms mature. Power-sheer bougainvillea during the summer. Cut no
more than 1' off the trunk and trimmed at 6 ' to top.
Stop sheering from November until June or beginning of summer rainy season. Cut stems/shoots that extend 18"
from trunk. Keep trimmed away from walkways. Once stakes are off the royal palms, train some of the bottom
vines to the sides (east and west) for full column effect.
Bulbine
Deadhead spent flower stalks as needed. Will not over-water.
Perennial Peanut
Maintain weed free. Hand pull weeds. Edge runners along bed edges with metal edger. Will not apply herbicide or
maintain edges with herbicide. Mow once a year to height of 3 " during rainy season.
Burle Marx Philodendron
Philodendron runners may need to be pruned back from ovetiaking specimen bromeliads or from growing over
landscape lighting from time to time . Will clip with hand pruners.
Stakes
Will remove all large tree and palm stakes and support ties within one year of installation. Remove stakes on
ornamental or specimens six months after installation or following hurricane season. If any shifting or settling of
root ball or trunk occurs inspect tree or shrub for health and quality. Remove and replace any trees/shrubs that have
root rot or defects.
Irrigation Pump System Preventative Maintenance
Work shall be performed four (4) times per year and will include the following:
I. General pump station cleaning -Exterior/Interior = Pressure wash/Vacuum
2. Inspect hydraulic connections and check for proper torque
3. Lubricate centrifugal pump bearings and inspect pump shaft seal for wear / leaks
4. Inspect fan , heater and pressure transducer/gauges and clean air filters
5. Inspect I torque electrical connections on pump controls
6. Test-run pump system to ensure proper operations from min. to max. flows
7. Confirm Variable Frequency Drive (VFD) parameters and tune as required
8. Pressure clean and inspect Auto-Flush Filter System (If equipped)
9. Inspect pump intake/discharge system , cleaning intake screen as needed
Notes:
I. Scope of work is limited to inspection of the irrigation pump system and warranty repairs.
2. Additional repairs identified during each inspection must be authorized by a representative of the County.
3. Each inspection will be documented with a completed check list.
4. The Manager is not responsible for electrical surge or existing damage caused by neglect.
5 . Preventive Maintenance intervals s hall be adjusted based on changes in site conditions.
6. The Manager is not responsible for water source quality (i.e ., debris , pH, staining and etc.).
7. The Manager will respond within 36 hrs.(weekdays) to service requests outside of this agreement.
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Exhibit A-2 Janitorial Scope of Services
P d' C ara 1se oast s ports ac1 1ty a111tona F T J . . I
Location Services Days Sq. Feet !Event Specific; AS NEEDED; Labor/
Supplies
Welcome Center Interior 3xs; MWF 6597 Event Specific: Before, during, & after
Welcome Center Exterior 7xs 848 !Event Specific: Before, during, & after
Restrooms
Market Interior 3xs; MWF 553 Event Specific: Before, during, & after
Market Exterior Restrooms 7xs 798 Event Specific: Before, during, & after
Ticket Booth 3xs; MWF 143 Event Specific: Before, during, & after
Maintenance 3xs; MWF 3015 Event Specific: Before, during, & after
Satellite Restrooms 7xs 1811 Event Specific: Before, during, & after
Cove Restrooms 7xs 132 Event Specific: Before, during, & after
Stadium 1st floor locker rooms 2xs; MF 2146 Event Specific: Before, during, & after
Stadium 1st floor exterior restrooms 2xs; MF 3612 Event Specific: Before, during, & after
Stadium 2 nd Level Restroom s 2xs; MF 271 Event Specific: Before, during, & after
Stadium Suites & Main Corridor 2xs; MF 3919 Event Specific: Before, during, & after
Stadium Elevator vestibules and 2xs; MF 924 Event Specific: Before, during, & after
stairwells
N/S Stadium Concessions TBD 1102 Event Specific: Before, during, & after
Stadium Commissary 2xs; MF 348 Event Specific: Before, during, & after
Stadium First Aid/Security 2xs; MF 393 Event Specific: Before, during, & after
Stadium total TBD 12715 Event Specific: Before, during, & after
Daily General Tasks
• Empty all personal waste baskets, to be disposed ofto the site 's dumpster.
• Clean and vacuum all carpeted areas
• Remove any gum, tar, or other foreign matter from floors within 25' of entrance exterior
• Sweep and damp mop all hard surface floors
• Spot clean walls. Clean light switches, doors , handles , display cases, elevators/panels, counters shelves
and laminated plastic services.
• Clean and sanitize drinking fountains
Restroom Tasks
• Clean sinks with detergent/disinfectant
• Clean counters with detergent/disinfectant
• Supply and resupply paper towels, soap , toilet tissue, seat covers , feminine hygiene products, etc.
• Clean all stall walls, doors , exposed tile, shower walls, and walls around urinals and toilets with
detergent/disinfectant
• Clean out urinal screens on a bi-weekly basis
• Clean toilets under basins, around toilets and urinals using detergent/disinfectant
• Damp wipe ledges
• Clean and polish mirrors , soap dispensers, washbasin, and all plumbing fixtures
• Sweep and then wet mop floors using detergent/disinfectant
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Packet Pg. 129 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
• Clean all door handl es in s id e a nd o ut
• Report any maintenance issues to th e Colli er Co unty Maintenance supervisor
Entry Tasks
• Sweep and pick up ins id e and outside entranc es within a radius of 25 ft.
• E mpty and install new black or white liner bag in trash cans, if necessary.
• Clean entrance doo r handles , inside and outside
• Shake and sweep down exterior/interior floor m ats
• E mpty cigarette receptacles
• All doors, door ha ndl es , sliding and glass panels s h a ll be cleaned with damp c loth
• Vacuum a ll pedigrid systems
• Clean a ll securi ty blue boxes (Security call boxes that are locate d at m ost e ntran ces to county buildings).
Weekly General Tasks as part of the regular daily service
• Dust all horizontal (exc lu ding desktops/monitors/phones) and vertical s urfaces that a re read ily avail ab le
and visibly require it.
• Clean a ll doors, frames , kick and push plates w ith damp cloth
• Clean a ll A/C vents reachable with extensio n rod
• Sweep and damp mop all stairs and land in gs
• Damp wipe ledges
• Clean a nd polish mirrors , soap dispensers, wash basin a nd a ll plumbing fixtures
• Sweep and then wet mop floors using detergent/disinfectant
• Clean all door h and les , in side and out
• Report any maintenance issues to Coll ier County Maintenance Supervisor
Monthly General Tasks
• Dust a ll cei lin g fans, top of bookcases, etc. a nything reachab le with an extensio n rod
• Wash/wipe down bu ildi ng lobby walls and high traffic areas, if necessary
• Wipe down all non-upholstered furniture
• Dust blinds (vetiic a l an d horizontal)
General Tasks: Quarterly (every 3 months) as part of daily service
• Strip and refinish a ll hard floors -including but not limited to hallways, lobbies, elevators, restroom s, and
open offices , etc. (schedule with building occupants)
• Clean all grout in tile flooring to maintain original grout co lor
General Tasks: Bi-yearly (Every 6 months) as part of daily service
• Vacuum office partitions (if ne cessary)
• Clean exterior 1st floor w ind ows and in te ri o r windowpanes on a ll buildings
• Steam clean upholstered furniture as requested by Coun ty personnel w ithin each faci lity .
• Truck mount or backpack hot water o r steam extract al l carpets and pedigrid systems in all buildings or
use dry cleaning method at c lient 's request
Detailed Cleaning Specifications
D et a il ed Specifications -The following information is a d etailed exp lanati on of th e minimum expected on each
task.
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Packet Pg. 130 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
Trash Removal
The Manager shall include the cost of trash removal and the black or white plastic lin ers in its unit price. The
County shall prov id e dumpsters or compactors at each site. The Manager shall provide appropriate equipment for
office trash removal to avoid the possibility of floor damage due to the dragging of trash bags or contain ers through
buildings. Any damage to carpets and floors ca u sed by dragging bags or containers wil l be repaired or replaced at
the Manager's expense. The Manager will immediately clean any dragging stains on carpet or concrete. No drag
lines will appear wh ile emptying inside or outside garbage.
Recyclable Material Removal
T he Manager s hall instruct its employees to ensure that all materials remain separated, as any mixing of materials
s ha ll impair the possibility of recycling. All recycling s hall be placed in o ut side receptacle, loose, not in plastic
bags. All recyclable materials and their revenues are the property of Collie r County . T h e removal of all recyclable
materials s h all conform to a ll app li cab le Federal, State, or Local laws .
Vacuuming Carpets
A ll carpeted areas shall be totally and completely vacuumed each service day( NO EXCEPTIONS) leaving them
free from vis ibl e di1i and debris. Special attention shall be paid to baseboards and corners. A ll carpeted areas shall
be vacuum ed using motorized vacuum with brush/ beater bars with a hepa-filter 0.3 -micron filtratio n system and
dua l motors. The Co unty requires that the system meets or exceeds the stated vacuum requirements. Currently , all
sites have vac u ums that are available for use until replacement is necessary, then the Manager is responsible for
replacement w ith appropriate filtration system and must provide in formation on vacuum model to Facilities for
approval. All stains must be removed each night. If stain cannot be removed , the area stained shall be reported in
writin g to the Maintenance S u pervisor within twenty-four (24) hours.
Basic Cleaning
A ll washab le surfaces , including but not limited to office furn iture, office partitions, counters, stai nless stee l, around
light switc h es, window si ll s, bulletin boards , shelves , display cases, laminated plastic surfaces, elevators and
e levator pane l boards, shall be cleaned using a micro-fiber cloth dampened in an all-purpose cleaner un less
otherwise specified. All stair hand railings shall be cleaned weekly. Stair s shall be swept and wet mopped weekly .
Interior/ Exterior Glass Cleaning
A ll washab le in terior glass surfaces including but not limited to side panels, display case g lass, g lass walls and
doors , a nd security / privacy glass shall be cleaned on service days by a cloth dampened in a window cleaner. A ll
1st Floor exterior windows of each building shall be cleaned every six (6) months, or more ofte n if needed. The
interior panes of windows shall be cleaned every six (6) months; or more often if needed.
Entry Cleaning
Entrance area cleaning shall be performed on service days and shall include but is not li mited to:
A ll doors, s liding glass pane ls , and side windows shall be cleaned with a cloth dampened with g lass c leaner.
A ll deb ri s including but not limited to paper, gum , leaves , cigarette butts and cobwebs s h a ll be removed d a il y, both
on the in s id e and outside of the entrance including all porches up to twenty-five (25) feet in front of EACH
entrance .
All door and window frames , doorknobs and push bars (inside and outside) shall be c leaned with a cloth dampened
with an all-purpose c leaner. A ll pedigrid entry systems shall be vacuumed on service d ays. All pedigrid entry
systems shall be deep extraction c leaned twice per year.
Floor Mats
All floor mats located in either the exterior or interior of the fac ili ty shall be swept on service days.
Drinking Fountains
All drinking fountains are to be cleaned on service days with a germicidal c leaner. T h e ent ire d rinking fo unt ain
shall be free of streaks, stains, s pots, smudges, scale and other obvious removable soi l.
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Packet Pg. 131 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
Sweeping/ Wet Mopping Hard Floors
A ll hard surface floors shall be swept, using a microfiber dust mop and then damp mopped on se rvic e days. This
includ es but is not limited to e levator floors , restroom floor s, office floors, and hallways. A ll Community Center
hard s urface floors shall be swept, and damp mop p ed every service day. Warning barricades (w ith dual lang u age)
shall be used always when any s ur face is damp.
A micro-fiber mop shall be used for sweeping. For damp mopping, an a ll-purpose cleaner or ge rmicid a l c leane r
shall be used.
Ash Receptacles
Wall-mounted as ht rays and floor-type ash receptacles w ithin the area s h a ll be e mpti ed a nd returned to the ir
locations. The wall mounted and floor-type receptacles with removable as htrays in public areas shall be damp
wiped with a cloth to remove evident soi l. Any c igarette butts s urrou nd the receptacle within IO' will be picked up
and di sposed of.
Dusting
A ll horizontal surfaces less than ten feet ( 1 O') above the floor that do not requ ir e being damp wiped shall be dusted
weekly using a microfiber dust cloth. No feather dusting allowed without excepti o n. All picture frames, c lock face
g lass, and any surface under eight feet (8') above the floor s h all be dusted weekly. A ll AC vents (supply/ return)
s ha ll be c lean ed weekly, ifreachab le with an extension rod. All ceilin g fans a nd tops of bookcases (with no ite m s)
s ha ll be c leaned monthly, ifreachab le with an extension rod.
Doors
All doors, door handles (front and back), door frames, and kick and push p lates sh a ll be cl eaned every service day ,
o r more frequent ly if needed , u s ing a dampened micro-fiber cloth.
A ll switch plates shall be cleaned including the area around them.
Spray Buff Hard Floors
A ll hallways, til e and terrazzo floors shall be spray buffed every three (3) months to maintain a hi g h glossy uniform
fini sh on the floor. All movable furniture and objects shall be moved out of the area.
Locker and shower floors sh all be scrubbed every three (3) months . County must be notified at least five (5)
business days prior to scheduled cleaning. A ll furniture, waste receptacles, etc. must be returned to original
positions after floors have been cleaned so employees can begin work the fo ll owing morning.
Vending Machines
The surfaces of all vending machines, including the top, shall be cleaned weekly; or as needed.
Walls/ Baseboards
A ll walls and baseboards shall be spot washed as needed, unl ess otherwise specified in these specification s.
Blinds
All mini-blinds , vertica l bli nds and horizontal blinds shall be d usted monthly using a damp micro-fiber c loth or a
vacuum cleaner with the prop e r attachment to remove all dust, sm ud ges and dirt. No feather dusting permitted
w ith o ut exception. After cleanin g, the min i blinds s hall be st raightened and returned to th e ir original po sition.
Dry Clean Carpets
Dry c leaning may be substituted by extraction at the Facility Manager' s discretion. This is th e preferred method
for c lean ing s m a ll spots d ai ly. County must be notified at least five (5) days prior to sch edule cleaning.
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Strip& Refinish Ha rd Floors
The hard floor s in all closed and open office areas, h a ll ways, lobbies, e levators, and all restrooms s ha ll be stripp ed
and refinished every three (3) months. Hosing of the floor s h a ll not be permitted. County must be notified at least
five (5) days prior to schedule cleaning.
Furniture Fabric Cleaning
All non -uphol stered furniture shall be cleaned monthly. All upholstered furniture sha ll be s team - c leaned semi-
an nu a ll y as n eeded and requested by each individ ua l division . Furniture surfaces and legs shall be cleaned as
required. The fabric found on office partitions s h a ll be vacuumed bi-annually.
Deep Extraction Carpet Cleaning
A ll carpets sh all be clean ed twice (2) a year. A ll depa1tments must be notified at least five (5) days prior to
scheduled c leaning.
Scheduling, Employee Work Hours and Wages
The Manager shall be responsible for the scheduling of its employees to accomplish the tasks and c leaning
requirements specified in the Specified Tasks and Frequency Schedule at t h e times designated by the building-
c leaning schedules found in these specifications. Emp loyee sc hed ulin g shall be enough (7 days) to a ll ow for
comp liance w ith the Spec ified Tasks and frequency schedule as referenced above.
T h e Manager has the prerogative to increase the number of employees on the job to e nsure compli ance with the
contract specifications, at no cost to the County .
Evenin g start-time for the Manager personne l shall be at 5:00 pm, unless otherw ise arranged or designated. The
Manager's empl oyees shall not start earli er without the express consent from the Facility Manager and the
Manager's supervisory perso nn el. In the event of evening meetings being conducted in County fac ili ties, the
Manager s h all be respons ib le for proper cleaning prov id ed the meetings end by 9:00 pm. When meetings end afte r
9:00 pm, the Manager shall be responsible for cleaning the area the next morning, with no deduc ti o n made from
the Manager's invoice.
Recycling
Removal of recycling wi ll take place on service days. All facilities, not on the main government complex, must
have exterior recycling containers , as per County ordinance, for use by the janitorial staff or d ec ide to remove
recycling from the facility. Janitorial staff is not required to separate recycling out of trash / recycling containers
nor breakdown boxes prior to removal. All recyc li ng shall be placed in outside receptacle, loose, not in plastic bags.
Supplies and Equipment Specifications
It s h al l be und erstood and agreed that a ll services , materials and equipment shall comp ly fully w ith all Local, State
and Federal laws and regulations.
General Specifications
A ll eq uipment and supplies shall be Green Seal Certified, where applicable. A ny changes must be approved by the
Facil iti es Director o r his designee. Changes can be requested by the Facilities Director o r his designee. Pro of, by
invoice or packing slip, s h a ll be shown to Facility Manager that acceptab le s up p li es are provided. Through the use
of cleaning products and/ or chemicals, the Manager is representing to the County that it has the experience and
know led ge to prevent use of such supp li es / chemicals singul a rl y or in combination in such a manner to pose or
cause a risk or th reat of actu a l harm to the public, Manager's employees or the County's emp lo yees. Reference of
Green Seal Certified Products: https:// greenseal. org/ certified-products-serv ices.
Supplies
T h e fo ll owin g supp l ies s h a ll be provided by the Manager and installed in the proper locations, and s h a ll conform
to GREEN SEALCERTIFICATION: https :// greenseal. ore/certified-products-services:
a. Toi let tissue s ha ll be two-ply-GS-1
IT N #21-7898 ~
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11.D.a
Packet Pg. 133 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
b. Paper towels shall be multifold , center pull , roll, etc.-GS-1
c. Hand soap. GS-41
d . Trash liners-Black or white liners for trash and clear liners for recycling
e. Urinal floor screens
f. Toilet Seat Covers
g. Feminine Hygiene products-Guards# 147 or equivalent; Women's sanitary product
h. Hand Sanitizer for dispensers
i. Wax bags
j . Batteries for dispensers
Germicidal Cleaner
Germicidal cleaner shall be Green Seal Certified , if appropriate. The product shall not cause any surface
deterioration when used properly and shall not cause color to bleach or bleed. All containers shall be labeled with
the hazardous agent noted and necessary precautions indicated. Bleach may be used at approved locations.
All-Purpose Cleaner
T he cleaner shall be made from high quality s oaps, abrasives and disinfectant agents , uniformly mixed. It s h a ll not
cause colors to bleach or bleed. The all-purpose cleaner shall be Green Seal Certified, if appropr iate.
Stainless Steel Cleaner
Stainless Steel Cleaner shall be Green Seal Certified, if appropriate.
Bowl Cleaner
Bowl cleaner shall be chemically effective for removal of scale, film , plumbers sto ne or organic material. It shall
also clean and deodorize without damaging the finish or fittings.
The bowl cleaner shall be Green Seal Certified , if appropriate.
Glass Cleaner
Glass cleaner shal l be a blend of synthetic organic detergents , alcohols, solvents, and germicidal components; it
s hall not contain any perfume, ammonia or inorganic alkalis.
The glass cleaner shall be Green Seal Certifi ed , if appropriate.
Floor Finish, Sealer, and Stripper
All spec ification s for floor finishes , sealers, and strippers shal l conform to the manufacturer' s instructions. Floor
finish shall be completely waterproof within twelve (12) hours after application. Floor finish shall be non-
yellowing on the floor and should be milk white in the original container rather than tan. Floor finish shall be Green
Seal Certified, if appropriate.
Cleaning Equipment
All rotary machines used for buffing purposes shall be hi-speed machines. When dusting is required, micro-fiber
cloths and equipment shall be us ed. Feather dusting is not permitted. Micro-fiber mops shall be used to eliminate
the scattering of dust.
ITN #2 1-7898 0
11.D.a
Packet Pg. 134 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
Exhibit B
Performance Criteria
The Manager s hall provide the following s upporting docume ntation to s ub stantiate the following
activities for reimbursement:
Deliverable 1: Maintain staff and compensation per Exhibit C Manager's Compensation, Exhibit D
Operating Budget, Exhibit E Pro-Forma and Exhibit F Key Person nel and Fixed Payroll Compensation
and as outlined in the Facility Operations Manual. Progress and detail of thi s deliverable will be
evidenced by providing the County with a monthly payment record , including a direct depos it transaction
detail report for each employee receiving payment during the period.
Deliverable 2: Provide a monthly report of all receipts to s upport the expen ses being submitted for
reimbursement and a transaction detail rep ort.
Deliverable 3: Maintain and update a search engine optimized website and social media accounts that
highli g ht the Facility , Collier Co unty, and the Paradise Coast region . Each month the Manager will
provide an analytics report for th e period along with Deliverables I and 2.
Deliverable 4: Manager shall provide a monthly review of the Facility , including the events held at the
Facility during the monthly, a look ahead to the next quarter, and a profit and loss statement. This
profit and los s statement will calculate the monthly remittances to the County . This report will be
prepared and submitted monthl y to the County. The Manager shall present each quarterly report to the
Tourist Development Council at its next available meeting, or the earliest date thereafter at the
convenience of the Council's agenda.
Deliverable 5: Development and su bmi ss ion of a preliminary annual bud get for the following
fiscal year by May I st of each year for review for inclusion in the County budget process.
Deliverable 6: Submittal of an annual business plan for the Facility by October 31 after theclosing
of each fiscal year. The annual report s hall include a year-end rev iew of the concluding year and
goals, and also outline the bud get , and s trategy for the upcoming fiscal year. The annual business
plan will be pre sented to the Tourist Development Council and Board of County Commissioners at
the next available meeting.
!TN #21-7898 ~
f'.A__C)
11.D.a
Packet Pg. 135 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
Exhibit C
Manager's Compensation
During the Term of this Agreement, Man ager s h a ll receive compensation from the Owner according to the
fo llowing :
1. Deferred Incentive Fee. During the Term, Owner agrees to pay to Manager a Deferred Incentive
Fee based on the Net Operatin g Income (without any a llocati o n for debt, taxes, depreciation, amortization , capi ta l,
maintenance and utilitie s and repres ented as "Net Operating Income" on the attached Exh ibit C) of th e Faci lit y in
a ny given Operating Year once the Facility Net In come is positiv e . The split will be based on the following scale:
• For NOi between $0 -$1,000,000 NOi: 50% to Manager
• For NOi between $1,000,001 -$2,000,000 NOi: 40% to Manager
• For NOI greater than $2,000,000: 20% to Manager
Such calculations shall be made by Manager within thirty (30) days of the ending of each month and then,
following s ubmi ss ion to Owner of a clean invoice, paid to Manage r in accordance with Chapter 2 18, Fla. Stats.,
otherw ise known as the "Local Government Prompt Payment Act" w ith the intent by Owner, however, to pay
Manager as promptly as possible. If any month is a ne gative NO i , Manager w ill cred it the deficit amount back to
the Owner, so the Year-To-Date NO i payment performance equate to the cumulative percentages outlined above .
2. Corporate Services Fee. During the Term , Owner w ill not be responsib le for a ny of Manager's
corporate office service fee . Manager wi ll be responsible for covering all costs of its corporate support services
to the Facility. Manager wil l be reimbursed for its corporate travel for the benefit of t he Facility per policies attached
herein.
3. Payroll Compensation. During the Term Owner s h a ll pay to Manager the E mployment Costs
for a ll emp loyees at the Faci lity (co ll ective ly, the "Pa y roll Compensation"), in accordance with the time
proscribed in the Local Government Prompt Payment Act, however with the intent of Owner to pay Manager as
promptly as possible after receipt by Owner of a c lean invoice for such expen se . Manager will deliver to Owner a n
invoice for its actual Emp lo yment Costs no later than the 5th day of every month. For purposes of thi s Agreement,
the term "Employment Costs" shall mean the total salary and compensation for the Manager's E mpl oyees at the
Faci li ty plus any fringe benefits including hea lt h in s urance , etc.
ITN #2 1-7898 Q ~
11.D.a
Packet Pg. 136 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
FY21-22 Estimated Revenue
Revenue
Rental Baseball/Softball Tournaments
Rental Multi-Purpose Field Tournaments
Outdoor Baseball/Softball
Outdoor Soccer
Outdoor Football
Outdoor Lacrosse
Outdoor Fie ld Rental
Concerts & Special Events
Parking
RV Parking
Adventure/Zip line
The Factory
Hotel Rebates
Food & Beverage
Photography
Merch andise
Sponsorships & Secondary Revenue
Total Revenue
Expenses
Rental Baseball/Softball Tournaments
Rental Multi-Purpose Field Tournaments
Outdoor Baseball/Softball
Outdoor Soccer
Outdoor Football
Outdoor Lacrosse
Outdoor Field Rental
Concerts & Special Events
Parking
Hotel Rebates
RV Parking
Exhibit D
Op e rating Budget
Year0
FY21-22
Year 0
FY21-22
$71,375
$92 ,999
$35,000
$6,000
$10,125
$5,900
$87,846
$25,000
$224,250
$0
$0
$35,000
$161,315
$366,712
$15,000
$75,540
$125 ,000
$1,337,062
$10,706
$13,950
$12,80 0
$2,040
$2,903
$1,822
$4,392
$16,250
$50,456
$0
$0
ITN#21-7898 @
'-...;..
11.D.a
Packet Pg. 137 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
Adventure/Zipline $0
The Factory $7,000
Food & Beverage $190,690
Photography $7,800
Merchandise $52,878
Sponsorships & Secondary Revenue $12,500
Total Cost of Goods Sold $386,187
Business Income $950,875
% of Revenue 71%
Facility Expenses $120,489
Operating Expense $156,705
Management Payroll $476,667
Payroll Taxes /Benefits/Bonus $135,764
Total Operating Expenses $889,625
Net Operating Income $61,249
Landscaping 140,000
Grounds & Maintenance -
Utilities -
EBITDA ($78,751)
ITN #21-7898
11.D.a
Packet Pg. 138 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
T ota IR evenue &E xpenses
Revenue
Rental BasebalVSoftball Tournaments
Rental Multi-Purpose Field Tournaments
Outdoor Baseball/Softball
Outdoor Soccer
Outdoor Football
Outdoor Lacrosse
Outdoor Field Rental
Concerts & Special Events
Parking
RV Parking
Adventure/Zipline
The Factory
Hotel Rebates
Food & Beverage
Photography
Merchandise
Sponsorships & Secondary Revenue
Total Revenue
Expanses
Rental BasebalVSoftball Tournaments
Rental Multi-Purpose Field Tournaments
Outdoor Baseball/Softball
Outdoor Soccer
Outdoor Football
Outdoor Lacrosse
Outdoor Field Rental
Concerts & Special Events
Parking
Hotel Rebates
RV Parking
Adventure/Zipline
The Factory
Food & Beverage
Photography
Merchandise
Sponsorships & Secondary Revenue
Total Cost of Good& Sold
Business Income
% of Revenue
Facility Expenses
Operating Expense
Management Payroll
Pavroll Taxes/Benefits/Bonus
Total Operatina Emenses
Net Operating Income
Landsr.,mina, Grounds and Maintenance
EBITDA
Exhibit E -Pro Fonna
l11J SPORTS FACILITIES
r.1 COMPANIES
YearO Year1 Year2
FY21-22 FY22-23 FY23-24
$71 ,375 $347,709 $621,544
$92,999 $121 ,600 $188,800
$35,000 $86,000 $103,868
$6,000 $63,000 $75,333
$10,125 $28,375 $33,731
$5,900 $22,500 $28,906
$87,846 $111 ,320 $167,174
$25,000 $27,500 $30,250
$224,250 $362,250 $448,500
$0 $0 $0
$0 $0 $0
$35,000 $42,000 $44,100
$161,315 $218,168 $420,735
$366,712 $443,747 $1,296,486
$15,000 $133,650 $357,500
$75,54 0 $180,668 $362,385
$125,000 $150,000 $200 000
$1337062 $2 338 486 $4 379 311
Year0 Year 1 Year2
FY21-22 FY22-23 FY23-24
$10,706 $48,824 $86,566
$13,950 $18,240 $28,320
$12,800 $37,640 $45,460
$2,040 $21 ,090 $25,219
$2,903 $8,2 08 $9,757
$1,822 $7 ,425 $9,539
$4,392 $5,566 $8,359
$16,250 $17,875 $19,663
$50,456 $81,506 $100,913
$0 $0 $0
$0 $0 $0
$0 $0 $0
$7,000 $8,400 $8,820
$190,690 $230,7 48 $674,173
$7,800 $69,498 $185,900
$52,878 $126,467 $253,670
$12 500 $15,000 $20,000
$386187 $696 487 $1476357
$950875 $1642000 $2 902 955
71 % 70% 66%
$120,489 $239,556 $256,398
$156,705 $301 ,859 $336,493
$476,667 $657,000 $683,280
$135,764 $205,774 $288,857
$889625 $1 404188 $1 565 028
$61 249 $237 811 $1337927
140,000 294,000 308,700
1$78 751) ~-189) $1 029227
Year3 Year4 Year5
FY24-25 FY25-26 FY26-27
$726,229 $815,524 $845,332
$302,720 $323 ,840 $406 ,560
$132,280 $146,933 $163,654
$94,946 $104,893 $116,169
$42,253 $46,532 $51 ,363
$39,259 $44,920 $51 ,609
$189,408 $195,090 $210 ,990
$33,275 $36,603 $40,263
$621,000 $638,250 $741 ,750
$0 $0 $0
$0 $0 $0
$46,305 $48,620 $51,051
$713,125 $769,300 $861 ,700
$1,575,179 $1 ,702,753 $1 ,842,541
$480,000 $615,000 $680 ,000
$512,715 $587,655 $677,865
$250,000 $250,000 $300,000
$5 758 694 $6325 912 $7 040 848
Year3 Year4 Year5
FY24-25 FY25-26 FY26-27
$99,704 $110,533 $115,004
$45,408 $48,576 $60,984
$54,763 $60,829 $65,907
$30,699 $33,915 $36,929
$11,875 $13,078 $14,235
$12,955 $14,824 $17,031
$9,470 $9,754 $10,549
$21 ,629 $23,792 $26,171
$139,725 $143,606 $166,894
$0 $0 $0
$0 $0 $0
$0 $0 $0
$9,261 $9,724 $10,210
$819,093 $885,431 $958,121
$249,600 $319,800 $353,600
$358,901 $411,359 $474,506
$25,000 $25,000 $30,000
$1 888084 $2 110 222 $2 340 141
$3 870 610 $4 215 690 $4 700 706
67% 67% 67%
$262,863 $273,632 $282,1 33
$393,148 $418,354 $448,506
$710,611 $739,036 $768,597
$336 886 $358 935 $388 235
$1703509 $1789956 $1887471
$2167 101 $2425 734 $2 813 235
324,135 340,342 357,359
$1 842966 $2085393 $2455876
j DeferredMenagementlnoentiveFee $ 30,625 $ 118,906 $ 635,171 $ 933,420 $ 985,147 $ 1 ,062,647 l
Footnotes:
1. Projections based on estimated phase II opening February 2022 and phase Ill opening December 2022
2. Landscaping, grounds & maintenance revised based on quote provided to county. Phase II and phase Ill estimated from quote & to be updated annually.
11.D.a
Packet Pg. 139 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
Exoense
Janitorial Expenses
Supplies
Turf Main tenance
Field Painlina/Strioino Suoo!ies and Labor
T01al Fac\lltv Exnenae
Fniense
Accounting Fees
Bank. Service Charges
Communications
Employee Uniforms
Marketing and Advertising
Insurance
Legal Fees
Licenses, Permits
Office Supplies
So ftware
Travel and Education
TOtal Ooeratlna .,_,m.ani 9s
M a naaeme nt Position
General Manager
Director ol Operations
Business Development & Events Director
TournamenVSports Coordinator
Local Programm ing / Sports Coordinator
Marl<eti ng Coordinator
Director of Food & Beverage/Retail
Food Service Coordinator
Retajl Coordinator
Finance Manager
Mmlnistratlve Suooort
Total Manaa•ment Pavroll
Exhibit E
Pro Forma
Facility Expenses
Notes Y e ar O
$22 ,549
$33,017
$42,387
$22,536
$120 489
Operating Expenses
Notes Year O
$8,300
$20 ,120
$16,600
$2.490
$88,781
$33 ,293
$8,300
$8 ,300
$4,150
$11,952
$14,525
t.158 705
Ye ar 1
S56,378
$36,551
$105,000
$41,627
$239 558
Yea r 1
$10,500
$43,770
S21,000
$3,150
$93,539
S70, 155
S10,500
$10,500
$5,250
$15,120
$18,3 75
f.301 859
Management Payroll Summary
Note s Y e ar 0 Year 1
Bonus Eligible $91 ,000 $109,200
Bonus Eligible $56,333 $67,600
Bonus Eligible $52 ,000 $62,400
Bonus Eligible $43,333 $52,000
Bonus Eligible $43,333 $52,000
Bonus El igible $39,000 $46,800
Bonus Eligible $56,333 $67,600
$39,000 $46,800
$45,000
Bonus Elig ible $56,333 $67,600
$40,000
$478 667 $657 000
Year 2 Veer 3 Year4 Year 5
$67,078 $70,018 S76 ,05B $79,861
$37,099 $37,655 $38,220 $38,794
$106,575 $108,174 $109,796 $111,4 4 3
$45,646 $47,016 $49,557 $52,035
$256 398 $262 883 $273 632 $282 133 I
I
Ye ar 2 Year 3 Year 4 Y ear 5 I
$10,658 $10,817 $10,980 $1 1 ,144
$83,586 $110,1 74 $121,518 $134,8 17
$21,315 $21 ,635 $21 ,959 $22,289
s, ,500 $1,523 $1,545 $1,569
S87,586 $115,174 S126,518 $140,817
$71,207 $72,275 $73,359 $74.460
S10,658 $10,8 17 $10,980 $11 ,144
$10,658 $10,817 $10,980 $11,144
S5,329 $5,409 $5,490 $5,572
$15,347 $15,577 $15,811 $16,048
$18,651 $18,930 $19,214 $19 ,503
S335 493 S393 148 $418 354 S448 508 I
Year 2 Year 3 Year 4 Y ear 5
$113,568 $118,111 S122,835 $127,749
$70 ,304 $73,116 $76,041 $79 ,0 82
$64,896 $67,492 $70,192 $72,999
$54 ,080 $56,243 $58,493 $60,83 3
$54,080 $56,243 $58.493 $60,833
$48,672 $50,619 $52,644 $54 ,74 9
$70,304 $73,116 $76,041 $79,082
$48,672 $50,619 $52,644 $54 ,749
$46,800 $48,672 $50,619 $52,644
$70,304 $73 ,11 6 $76,041 $79,082
$41,600 $43,264 $44,995 $46,794
$683 280 1710 611 1739 038 $768 597
ITN #2 1-7898
11.D.a
Packet Pg. 140 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
Exhibit F
Key Personnel and Fixed Payroll Compensation
Annual Payroll Compensation:
FY21-22 , FY22-23 FY23-24 FY24-25 FY25-26
$ $ $ $ $
General Manager $91,000 $109,200 $113 ,568 $118,111 $122,835
Director of Operatio $56,333 $67,600 $70,304 $73 ,116 $76,041
Business Developme
& Events Director $52,000 $62,400 $64,896 $67,492 $70,192
Tournament/Sport~
Coordinator $43,333 $52,000 $54,080 $56,243 $58,493
Sports Coordinator 2 $43,333 $52,000 $54,080 $56,243 $58,493
Marketing Coordinat $39,000 $46,800 $48,672 $50,619 $52,644
Director of
F&B/Retail $56,333 $67,600 $70,304 $73,116 $76,041
Food Service
Coordinator $39,000 $46,800 $48,672 $50,619 $52,644
Retail Coordinator $0 $45,000 $46,800 $48,672 $50,619
F inance Manager $56,333 $67,600 $70,304 $73,116 $76,041
Administrative
Support $0 $40,000 $41,600 $43,264 $44,995
Payroll Taxes/Benef $135,764 $205,774 $288,857 $336,886 $358,935
ITN #21-7898 Q
~
11.D.a
Packet Pg. 141 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
Position
Principals
Executives
Directors
Managers
Coordinator/ Analyst/Specialist
Administrative
Exhibit G
Manager's Hourly Rates
Salary
$125 per hour
$85 per hour
$55 per hour
$40 per hour
$25 per hour
$25 per hour
Benefits
$25 per hour
$15 per hour
$15 per hour
$10 per hour
$10 per hour
$10 per hour
*above rates su bject to 3% increase/cos t adjustment per year
Total
$150 per hour
$100 per hour
$70 per hour
$50 per hour
$35 per hour
$35 per hour
ITN #2 1-78 98 0
11.D.a
Packet Pg. 142 Attachment: 21-7898 SFM Contract (27549 : PCSC - United Soccer League)
DocuSign Envelope ID: EF51B278-AD47-4EBE-9932-2F65B86829B1
11/29/2021
11.D.b
Packet Pg. 143 Attachment: 21-7898 SFM - 1st Amendment (27549 : PCSC - United Soccer League)
DocuSign Envelope ID: EF51B278-AD47-4EBE-9932-2F65B86829B1
Manager
11/29/2021
Jason Clement 11/29/2021
11.D.b
Packet Pg. 144 Attachment: 21-7898 SFM - 1st Amendment (27549 : PCSC - United Soccer League)
AMENDMENT TO FACILITIES MANAGEMENT AGREEMENT
THIS AMENDMENT TO FACILTIES MANAGEMENT AGREEMENT (the "Amendment"), is
entered into this 8th day of February 2022, by and between Sports Facilities Management,LLC, a Florida
limited liability company (the "Manager"), and Collier County, a political subdivision of the State of
Florida(the"County") (collectively,the"Parties").
WITNESSETH
WHEREAS,the County and Manager previously entered into a Facilities Management Agreement
related to the management of the Paradise Coast Sports Complex dated November 12, 2021 (the
Agreement"),which is incorporated by reference and made a part hereof to this Amendment; and
WHEREAS, the County and the Manager are desirous of amending the Agreement to extend the
time period that the Parties can bring forth a proposed Amendment addressing the possible incorporation
of facility naming rights as an additional compensated service under the Agreement to allow adequate
time to conduct due diligence as to such an arrangement.
NOW, THEREFORE, in consideration of the covenants and agreements provided within the
Agreement, and other valuable consideration,the Agreement is hereby amended as follows:
1. The above recitals are incorporated into this amendment as if fully set forth herein.
2, The definition of Commercial Rights as set forth in Article 1, Definitions, subsection 1.1 of
the Agreement is amended and replaced as follows:
Commercial Rights: Pouring rights, advertising, sponsorships, the branding of food
and beverage products for resale and memorial gifts at or with respect to the
Facilities. Owner and Manager will discuss how facility naming rights can he
incorporated within the definition of Commercial Rights and in the definition of
Revenue in this Article and bring a proposed Amendment to this Agreement for the
Collier County Board of County Commissioner's consideration for approval within
ninety-(-90) one hundred and ninety-four(1941 days (May 24, 2022) of the Execution
of this Agreement.
3. Except as provided herein, the Agreement remains in full force and effect according to the
terms and conditions contained therein.
Words Strut TiThreugi are deleted; Words Underlined are added,
Signatures appear on the following page.
0
11.D.c
Packet Pg. 145 Attachment: 21-7898 SFM - 2nd Amendment (27549 : PCSC - United Soccer League)
IN WITNESS WHEREOF, the County and Manager have hereto executed this Amendment to the
Facilities Management Agreement on the day and year first above written.
AS TO THE COUNTY:
ATTEST:
Crystal K. Kinzel, Cleric of the Circuit BOARD OF COUNTY COMMISSIONERS,
Court and COMproller .' . COLLIER COU , - .., . . A
0
6.2).ci?, „ , ••.. /.
1 .
C.•
Br. _" i • .._,.
0 : ,, _ BY:
iigjIlit?
ro ed as to form . • . lity:
tt T-ach
Deputy County Attorney
04
CO-
2
11.D.c
Packet Pg. 146 Attachment: 21-7898 SFM - 2nd Amendment (27549 : PCSC - United Soccer League)
AS TO THE MANAGER:
Sports Facilities Management,LLC
a Florida limited liability company
Witness (s‘ature Jason Cl ent, as its Manager
print name) Date: 2 oZ
WI ss (signature)
34q All
print name)
0
3
11.D.c
Packet Pg. 147 Attachment: 21-7898 SFM - 2nd Amendment (27549 : PCSC - United Soccer League)
SECOND AMENDMENT TO.FACILITIES MANAGEMENT AGREEMENT
THIS SECOND AMENDMENT TO FACILTIES MANAGEMENT AGREEMINT(the
Amendment"), is entered into on this *j th day of May 2022, by and between Sports
Facilities Management, LLC, a Florida limited liability company (the "Manager"), and Collier
County, a political subdivision of the State of Florida(the"County")(collectively, the"Parties").
WITNESSETII
WHEREAS, the County and Manager previously entered into a Facilities Management
Agreement related to the management of the Paradise Coast Sports Complex dated November
1.2, 2021 (the "Agreement"), which is incorporated by reference and made a part hereof to this
Second Amendment;and
WHEREAS, the County and the Manager entered into a first Amendment to the
Agreement on February 8, 2022, to extend the time period that the Parties could bring forth a
proposed amendment addressing the possible incorporation of Facility naming rights as an
additional compensated service under the Agreement through and until May 24, 2022, so as to
allow the Parties adequate time to conduct due diligence as to such an arrangement;and
WHEREAS, the Parties both agree that the previously agreed upon May 24, 2022
extension date should he further enlarged through and until December 13, 2022, so that the
Parties can continue to engage in discussions as to the possibility of incorporating facility
naming rights as a service under the Agreement.
NOW, THEREFORE, in consideration of the covenants and agreements provided within
the Agreement, and other valuable consideration, the Agreement is hereby amended to further
extend the period to allow the Parties to further engage in discussions regarding facility naming
rights and to provide further clarification to the definition of Commercial Rights,as follows:
1. The above recitals are incorporated into this Second Amendment as if fully
set forth herein.
2. The definition of Commercial Rights as set forth in Article 1, Definitions,
subsection 1.1 of the Agreement is amended and replaced as follows:
Commercial Rights: All pPouring rights. advertising, sponsorships
including presenting rights- i,e_,_those rights a sponsor acquires to place
presented by" or "presents_ within the name and/or logo of an event), the
branding of retail, (hod,and beverage products tirr resale and memorial gills
at or with respect to the Facilities, excluding, however, facility naming rights
whereby a corporation,person,or other entity its granted therigiitt to have its
name affixed to an entire facility in exchange for a contribution._donation,or
other financial consideration). Owner and Manager will continue to engage
in discussions concerning the opportunity_of how facility naming rights can
0
11.D.d
Packet Pg. 148 Attachment: 21-7898 SFM - 3rd Amendment (27549 : PCSC - United Soccer League)
be incorporated within the definition of Commercial Rights and in the
definition of Revenue in this Article and they will attempt to bring a
proposed Amendment to this Agreement for the Collier County Board of
County Commissioner's consideration for apprucat + it- i+i-t i ed--a!
day -May-- 4 4O221-ofthe utirn-o4 this Agreement on
or before its regular hoard meeting on December 13. 2022.
Words Struck hrough are deleted; Words Underlined are added.
3. Except as provided herein, the Agreement remains in full force and effect
according to the terms and conditions contained therein.
IN WITNESS WHEREOF, the County and Manager have hereto executed this Second
Amendment to the Facilities Management Agreement on the day and year first above written.
AS TO THE COUNTY:
ATTEST; .04R 4Q
Crystal .. Kindel, (iiki7fjlthe Circuit BOARD OF COUN ' COMMISSIONERS,
Court and om troll
4. .•
COI.I,II;R COU 0
2)
BY: BY:
yJs •. e ('le Willi n L. McDaniel,Jr., Chairman
test as to taxi 's
A roved to fo d le lity:
Scott R.Teac
Deputy County Attorney
11.D.d
Packet Pg. 149 Attachment: 21-7898 SFM - 3rd Amendment (27549 : PCSC - United Soccer League)
AST8 THE MANAGE R:
Sports Facilities Management, L[C
a;FlorSida *mited Ii bility, ompany
Witness(signature)a
print name) Date:
Witness(signature)
piintnumc)
11.D.d
Packet Pg. 150 Attachment: 21-7898 SFM - 3rd Amendment (27549 : PCSC - United Soccer League)
THIRD AMENDMENT TO FACILITIES MANAGEMENT AGREEMENT
THIS THIRD AMENDMENT TO FACILTIES MANAGEMENT AGREEMENT (the
Amendment"), is entered into on this 28th day of June 2022, by and between Sports Facilities
Management, LLC, a Florida limited liability company (the "Manager"), and Collier County, a
political subdivision of the State of Florida(the"County")(collectively,the"Parties").
WITNESSETH
WHEREAS, the County and Manager previously entered into a Facilities Management
Agreement related to the management of the Paradise Coast Sports Complex dated November
12, 2021 (the "Agreement"), which is incorporated by reference and made a part hereof to this
Third Amendment; and
WHEREAS, the County and the Manager entered into a First Amendment to the
Agreement on February 8, 2022,to extend the time period that the Parties could bring a proposed
amendment addressing the possible incorporation of Facility naming rights as an additional
compensated service under the Agreement through and until May 24, 2022, so as to allow the
Parties adequate time to conduct due diligence as to such an arrangement; and
WHEREAS, the County and the Manager entered into a Second Amendment to the
Agreement on May 24, 2022, extending the time period that the Parties could bring a proposed
amendment addressing the possible incorporation of Facility naming rights as an additional
compensated service under the Agreement through and until December 13, 2022, and providing
clarification to the definition of Commercial Rights under the Agreement; and
WHEREAS, the Parties both desire and agree that the Agreement should be further
amended to incorporate revised exhibits that: (1) increase the budget line item for the actual
Cost of Goods Sold by $185,700 (due to the inflationary increased costs of goods and labor), and
2) to present an updated Fiscal Year 2022 to 2023 budget for County approval as required by
the Agreement; and
WHEREAS, the revisions proposed in the attached updated exhibits are the result of
unanticipated inflationary increases in costs, as well assumptions that were made based on the
anticipated completion of construction of additional features at the Sports Park, including but not
limited to additional recreational fields.,which could have been marketed for additional events.
NOW, THEREFORE, in consideration of the covenants and agreements provided within
the Agreement, and other valuable consideration, the Agreement is hereby amended to increase
the budget line item for the Cost of Goods Sold, and to accept and approve the proposed Fiscal
Year 2022 to 2023 budget for the management of the Paradise Coast Sports Complex, as follows:
1. The above recitals are incorporated into this Third Amendment as if fully set
forth herein.
11.D.e
Packet Pg. 151 Attachment: 21-7898 SFM - 4th Amendment (27549 : PCSC - United Soccer League)
2. Exhibit D to the Agreement, the Fiscal Year 2021 to 2022 Operating Budget,
is replaced in its entirety by the attached "Exhibit D-0, Operating Budget -
Revised," which includes an additional $185,700 reflecting the upwards adjusted
Costs of Goods Sold in managing and operating the Paradise Coast Sports
Complex in Fiscal Year 2021-2022 as noted by the strikethrough/addition
notations.
3. Exhibit D-1, the Fiscal Year Operating Budget for Fiscal Year 2022-2023, is
attached hereto, and is agreed upon and adopted by the Parties and incorporated
into the Agreement, and supersedes any prior proposed or estimated operating
budget for Fiscal Year 2022 to 2023.
4. Exhibit E-l, the Pro Forma, is attached hereto, and is agreed upon and adopted
by the Parties and incorporated into the Agreement, and replaces and supersedes
the existing Exhibit E Pro Forma, and the prior proposed or estimated operating
budget for Fiscal Years 2021 to 2022 and 2022 to 2023. Exhibit E-1 reflects the
incorporated revisions shown in the attached Exhibit D-0 Fiscal Year 2021 to
2022 Operating Budget, and the adopted Fiscal Year Operating Budget for Fiscal
Year 2022-2023 shown in attached Exhibit D-1.
5. Except as provided herein, the Agreement remains in full force and effect
according to the terms and conditions contained therein.
IN WITNESS WHEREOF, the County and Manager have hereto executed this Third
Amendment to the Facilities Management Agreement on the day and year first above written.
AS TO THE COUNTY:
ATTEST:
Crystal K. Kinzel,'Clerl,of the Circuit BOARD OF COUNTY COMMISSIONERS,
Court and Comptroller.,f.', COLLIER COU , DA
62)93BY: BY:
Deputy r Wil m L. McDaniel, Jr., Chairman
Attest as to Chairman's
sign re only.
A ro ed a to fo d legality:
Sco . Teach
Deputy County Attorney
2
11.D.e
Packet Pg. 152 Attachment: 21-7898 SFM - 4th Amendment (27549 : PCSC - United Soccer League)
AS TO THE MANAGER:
Sports Facilities Management,
a Florida limited I' bilit company
73
Witness(si is ure) — Tint Name: 3 cuo h t.rri e.riT_
Its: ___trvy[,L rn 4.6ti2
print name) Date: l°- t ' 2,2-
Witness signatu •
k _rt
print name)
3
1
11.D.e
Packet Pg. 153 Attachment: 21-7898 SFM - 4th Amendment (27549 : PCSC - United Soccer League)
Exhibit U-0,Operating Budget-Revised
FY21-22 Estimated Revenue
Revenue Year 0
FY21-22
Rental Baseball/Softball Tournaments 71,375
Rental Multi-Purpose Field Tournaments 92,999
Outdoor Baseball/Softball 35,000
Outdoor Soccer 6,000
Outdoor Football 10,125
Outdoor Lacrosse 5,900
Outdoor Field Rental 87,846
Concerts&Special Events 25,000
Parking 224,250
12V Parking 0
Adventure/Lipline 0
The Factory 35,000
Hotel Rebates 161,315
Food& Beverage 366,712
Photography 15,000
Merchandise 75,540
Sponsorships&Secondary Revenue 125,000
Total Revenue 81,337,062
Expenses Year 0
FY21-22
Rental Baseball/Softball Tournaments 10,706
Rental Multi-Purpose Field Tournaments 13,950
Outdoor Baseball/Softball 12,800
Outdoor Soccer 2,040
Outdoor Football 2,903
Outdoor Lacrosse 1,822
Outdoor Field Rental 4,392
Concerts&Special Events 16,250
Parking 50,456
Hotel Rebates 0
RV Parking 0
r:,lw0
ITN 021-7898
11.D.e
Packet Pg. 154 Attachment: 21-7898 SFM - 4th Amendment (27549 : PCSC - United Soccer League)
Adventure/Zipline 0
The Factory 7,000
Food&Beverage 4-90690$200.690.
Photography 7,800
Merchandise 52,878
Sponsorships&Secondary Revenue 12,500
Hourly Labor 140,700
Special Event Equipment Rentals 35 000
Total Cost of Goods Sold 571,887
Business Income 765,175
of Revenue 57%
Facility Expenses 120,489
Operating Expense 156,705
Management Payroll 476,667
Payroll Taxes/Benefits/Bonus 135,764
Total Operating Expenses 889,625
Net Operating Income 124,450)
landscaping 140,000
Grounds&Maintenance
Utilities
Elti lIM 264,450)
ITN 1121-7898
11.D.e
Packet Pg. 155 Attachment: 21-7898 SFM - 4th Amendment (27549 : PCSC - United Soccer League)
Exhibit U-I Operating Budget
FY22-23 Estimated Revenue
Revenue Year 1
FY22-23
Rental Baseball/Softball Tournaments 73,875
Rental Multi-Purpose Field Tournaments 102,400
Outdoor Baseball/Softball 0
Outdoor Soccer 63,000
Outdoor Football 28,375
Outdoor Lacrosse 22,500
Outdoor Field Rental 91,476
Concerts&Special Events 27,500
Parking 215,625
RV Parking 0
Adventure/Zipline 0
The Factory 42,000
Hotel Rebates 113,906
Food& Beverage 398,036
Photography 0
Merchandise 61,050
Sponsorships&Secondary Revenue 150,000
Total Revenue 1,389,743
Expenses Year 1
FY22-23
Rental Baseball/Softball Tournaments 472
Rental Multi-Purpose Field Tournaments 7,028
Outdoor Baseball/Softball 0
Outdoor Soccer 7,920
Outdoor Football 810
Outdoor Lacrosse 8,510
Outdoor Field Rental 0
Concerts&Special Events 0
Parking 5,625
Hotel Rebates 0
RV Parking 0
Ii
is
C
ITN#21-7898
11.D.e
Packet Pg. 156 Attachment: 21-7898 SFM - 4th Amendment (27549 : PCSC - United Soccer League)
Adventure/Zipline 0
The Factory 7,000
Food&Beverage 117,050
Photography 0
Merchandise 30,216
Sponsorships&Secondary Revenue 23,061
Hourly Labor 224,907
Special Event Equipment Rentals 56,329
Total Cost of Goods Sold 488,928
Business income 900,815
of Revenue 65%
Facility Expenses 54,594
Operating Expense 203,475
Management Payroll 657,280
Payroll Taxes/Benefits/Bonus 155,424
Total Operating Expenses 1,070,773
Net Operating Income 169,958)
Landscaping/Grounds&Maintenance/Utilities 300,621
EBITDA 470,579)
ITN N21-7898 111)
11.D.e
Packet Pg. 157 Attachment: 21-7898 SFM - 4th Amendment (27549 : PCSC - United Soccer League)
16F3
FIFTH AMENDMENT TO FACILITIES MANAGEMENT AGREEMENT
THIS FIFTH AMENDMENT TO FACILTIES MANAGEMENT AGREEMENT (the
Amendment"), is entered into on this ,1,5},day of April 2023, by and between Sports Facilities
Management, LLC, a Florida limited liability company (the"Manager"), and Collier County, a political
subdivision of the State of Florida(the"County")(collectively,the"Parties").
WITNESSETH
WHEREAS, the County and Manager previously entered into a Facilities Management
Agreement related to the management of the Paradise Coast Sports Complex (the "Facility") dated
November 12,2021 (the"Agreement"),which is incorporated by reference and made a part hereof to this
Fifth Amendment;and
WHEREAS, the County and the Manager entered into an administrative Amendment to the
Agreement on November 29, 2021, to clarify the commencement date of the Agreement and correct a
scrivener's error pertaining to the reimbursement rate for mileage-related expenses;and
WHEREAS, the County and the Manager further amended the Agreement on February 8, 2022,
to extend the time period that the Parties could bring a proposed amendment addressing the possible
incorporation of Facility naming rights as an additional compensated service under the Agreement
through and until May 24, 2022, so as to allow the Parties adequate time to conduct due diligence as to
such an arrangement,and
WHEREAS, the County and the Manager further amended the Agreement on May 24, 2022,
extending the time period that the Parties could bring a proposed amendment addressing the possible
incorporation of Facility naming rights as an additional compensated service under the Agreement
through and until December 13,2022, and providing clarification to the definition of Commercial Rights
under the Agreement;and
WHEREAS, the County and the Manager further amended the Agreement on June 28, 2022, to
incorporate revised exhibits that: (1) increase the budget line item for the actual Cost of Goods Sold by
185,700 (due to the inflationary increased costs of goods and labor), and (2) present an updated Fiscal
Year 2022 to 2023 budget for County approval as required by the Agreement;and
WHEREAS, the Parties both desire and agree that the Agreement should be further amended to
amend the Fiscal Year 2022-2023 budget to reflect the increased cost of goods and revenue earned.
NOW, THEREFORE, in consideration of the covenants and agreements provided within the
Agreement,as amended,and other valuable consideration,County and the Manager agree as follows:
1. The above recitals are incorporated into this Fourth Amendment as if fully set forth herein.
2. Exhibit D-2, Operating Budget for Fiscal Year 2022-2023, is attached hereto, and is agreed
upon and adopted by the Parties and incorporated into the Agreement, and supersedes any prior
proposed or estimated operating budget for Fiscal Year 2022 to 2023 as most recently reflected in
Exhibit D-1 to the Agreement.
3. Exhibit E-2, Pro Forma, is attached hereto, and is agreed upon and adopted by the Parties
and incorporated into the Agreement, and supersedes the existing Exhibit E-1, Pro Forma, and
CAQ
CAO
11.D.f
Packet Pg. 158 Attachment: 21-7898 SFM - 5th Amendment (27549 : PCSC - United Soccer League)
16F3
any prior proposed or estimated operating budget for Fiscal Year 2022-2023. Exhibit E-2 reflects
the incorporated revisions shown in the attached Exhibit D-2 revised Fiscal Year Operating
Budget for Fiscal Year 2022-2023.
4. Except as further provided herein, the Agreement, as previously amended, remains in full
force and effect according to the terms and conditions contained therein.
IN WITNESS WHEREOF, the County and the Manager have hereto executed this Fifth
Amendment to the Facilities Management Agreement on the day and year first above written.
AS TO THE COUNTY:
ATTEST:
Crystal K.Kinzel,Clerk of the Circuit BOARD OF COUNTY COMMISSIONERS,
Court and Comptroller COLLIER COUNTY, FLORIDA
BY: Y" BY:
Deputy Clerk Rick LoCastro, Chairman
Attest as to Chairman's
signature only
A rove as to f.
LL
egality:
Ga /
Scott R. e.ch
Deputy County Attorney
2
CQ1'
11.D.f
Packet Pg. 159 Attachment: 21-7898 SFM - 5th Amendment (27549 : PCSC - United Soccer League)
I F3
1` iO iHII' 1.1\.1(il R
ports Facilities ? 1anapcmcnt..
i Florida limited v company
its: !-oG'
Jack Adams
i1):Int i iu c 1 I)ate:1. 13
nc,N ts11211.1uuc
hrint n,+mei
CAO
11.D.f
Packet Pg. 160 Attachment: 21-7898 SFM - 5th Amendment (27549 : PCSC - United Soccer League)
I6F' 3
Exhihll I)-2 operating Iludl,ct
FY22-23 Estimated Revenue
Revenue Year 1
FY22-23
Rcnlal Ilascball/Sollball'Tournaments 25,375
Rental Multi-Purpose Field Tournaments 209,200
Outdoor Baseball/Soliball 0
Outdoor Soccer 110,251)
Outdoor Football 49,656
Outdoor Lacrosse 39,375
Outdoor Field Rental 160,0113
Concerts&Special Events 04,125
Parking
31,501)
I(V Parking 0
Adventure/Ziplinc 0
The Factory 35,001)
I Iute1 Rebates 25,001)
Food& Beverage 796,072
Photography
0
Merchandise 96,838
Sponsorships&Secondary Revenue 250,000
Total Revenue 1,922,474
Expenses Year 1
EV22-23
Rental I tasebal I/.Sollb;ll'l'ottrnaments 472
Rental Multi-Purpose Field Tournaments 83,001)
Outdoor Ilaseball/Sollball 0
Outdoor Soccer 7,921)
Outdoor Football 810
Outdoor Lacrosse 8,510
Outdoor Field Rental 0
Concerts&Special Events 11
Parking
0
Intel Rebates
0
It Parking
0
GQ'0
ITN 021-7898
11.D.f
Packet Pg. 161 Attachment: 21-7898 SFM - 5th Amendment (27549 : PCSC - United Soccer League)
16F3
Adventure/Ziplinc 0
The Factory 0
Food&Beverage 300,000
Photography 0
Merchandise 45,324
Sponsorships&Secondary Revenue 35,000
Hourly Labor 352,000
Special Event Equipment Rentals 56,329
Total Cost of Goods Sold 889,366
Business Income 1,033,109
of Revenue 65%
Facility Expenses 54,594
Operating Expense 203,475
Management Payroll 657,280
PayrollTaxes/Benetits/Bonus 155,424
Total Operating Expenses 1,070,773
Net Operating Income 37,664)
Landscaping/Grounds&Maintenance/Utilities 300,621
EBITIIA 338,286)
160
ITTI1121-7898
11.D.f
Packet Pg. 162 Attachment: 21-7898 SFM - 5th Amendment (27549 : PCSC - United Soccer League)
I 6 F 3
Exhibit E-2 Pro Forma
1'.„4 SPORTS FACILITIES
Total Revenue& Expenses '
COMPANIES
Revenue Year 1-Revlied Year 1-2nd Rev
FY22-23 FV22-23
Rental Baseball/Softball Tournaments 73,875 25,375
Rental Multi-Purpose Field Tournaments 102,400 209,200
Outdoor Baseball/Softball 0 0
Outdoor Soccer 63,000 110,250
Outdoor Football 28,375 49,656
Outdoor Lacrosse 22,500 39,375
Outdoor Field Rental 91,476 160,083
Concerts&Special Events 27,500 94,125
i Parking 215,625 31,500
I RV Parking 0 0
Adventure/Zipline 0 0
The Factory 42,000 35,000
Hotel Rebates 113,906 25,000
Food&Beverage 390,036 796,072
Photography 0 0
Merchandise 61,050 96,838
Sponsorships&Secondary Revenue 150,000 _ $250,000
Total Revenue 1,389,743 $1,922,474
Expenses
Year 1 Year 1-2nd Rev
FY22-23 FY22-23
Rental Baseball/Softball Tournaments 472 472
Rental Multi-Purpose Field Tournaments 7,028 83,000
Outdoor Baseball/Softball 0 0
Outdoor Soccer 7,920 7,920
Outdoor Football 810 810
Outdoor Lacrosse 8,510 8,510
Outdoor Field Rental 0 0
Concerts&Special Events 0 0
Parking 5,625 0
Hotel Rebates 0 0
RV Parking 0 0
Adventure/Ziplino 0 0
The Factory 7,000 0
Food&Beverage 117,050 300,000
Photography 0 0
Merchandise 30,216 45,324
Sponsorships&Secondary Revenue 23,061 35,000
Hourly Labor 224,907 352,000
Special Event Equipment Rentals 56,329 58,329
Total Cost of Goods Sold 488,920 809,365
Business Income(Revenue minus COGS) 900,015 $1,033,109
of Revenue 65% 54%
Facility Expenses 54,594 54,594
Operating Expense 203,475 203,475
Management Payroll 657,280 657,280
Payroll Taxes/Benefits/Bonus 155,424 155,424
Total Operating Expenses 1,070,773 $1,070,773
Net Operating Income 169,958)37,664)
Landscaping,Grounds and Maintenance,Janitorial 300,621 300,621
EBITDA 470,679) ($330,206)
Deferred Management Incentive Fee
Footnotes:
1.Projections made on 5 months of actuals,Including not having the now fields available until late Spring.
11.D.f
Packet Pg. 163 Attachment: 21-7898 SFM - 5th Amendment (27549 : PCSC - United Soccer League)
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2.
3. County Attorney Office County Attorney Office
Q3
4. BCC Office Board of County
Commissioners RC q/Iy
5. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees
above,may need to contact staff for additional or missing information.
Name of Primary Staff
Q
Contact/Department May sso' .X i 939 -aal-q u-4
Agenda Date Item was '
I Z/ZO
Agenda Item Number ( + ,
f,Approved by the BCC 6p
Type of Document 1.r,w,
111
Q
Number of Original
Attached t{J f PYwh r kD SAC (Vl1'tfC\ Documents Attached I ' lOm QMdlYta'/`
PO number or account N/A
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. Initial) Applicable)
1. Does the document require the chairman's original signature? MQ
2. Does the document need to be sent to another agency for additional signatures? If yes,
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be
signed by the Chairman,with the exception of most letters,must be reviewed and signed (v1.cip
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's ,
2
Office and all other parties except the BCC Chairman and the Clerk to the Board 5
5. The Chairman's signature line date has been entered as the date of BCC approval of the
document or the final negotiated contract date whichever is applicable. 14;
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's,,
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip
should be provided to the County Attorney Office at the time the item is input into SIRE.
ribSomedocumentsaretimesensitiveandrequireforwardingtoTallahasseewithinacertain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC and all changes made N/A is not
during the meeting have been incorporated in the attached document. The County 1 5 an option for
Attorney's Office has reviewed the changes,if applicable. R i 121 Z o 3 this line.
9. Initials of attorney verifying that the attached document is the version approved by the N/A is not
BCC,all changes directed by the BCC have been made,and the document is ready for the vAVN an option for
Chairman's signature. this line.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
11.D.g
Packet Pg. 164 Attachment: 21-7898 SFM - 6th Amendment (27549 : PCSC - United Soccer League)
SIXTH AMENDMENT TO FACILITIES MANAGEMENT AGREEMENT
THIS SIXTH AMENDMENT TO FACILTIES MANAGEMENT AGREEMENT (the
Amendment"), is entered into on this 120' day of September 2023, by and between Sports Facilities
Management, LLC, a Florida limited liability company (the "Manager"), and Collier County, a political
subdivision of the State of Florida(the"County")(collectively,the"Parties").
WITNESSETH
WHEREAS, the County and Manager previously entered into a Facilities Management
Agreement related to the management of the Paradise Coast Sports Complex (the "Facility") dated
November 12, 2021 (the"Agreement"),which is incorporated by reference and made a part hereof to this
Sixth Amendment;and
WHEREAS, the County and the Manager entered into an administrative Amendment to the
Agreement on November 29, 2021, to clarify the commencement date of the Agreement and correct a
scrivener's error pertaining to the reimbursement rate for mileage-related expenses; and
WHEREAS, the County and the Manager further amended the Agreement on February 8, 2022,
to extend the time period that the Parties could bring a proposed amendment addressing the possible
incorporation of Facility naming rights as an additional compensated service under the Agreement
through and until May 24, 2022, so as to allow the Parties adequate time to conduct due diligence as to
such an arrangement;and
WHEREAS, the County and the Manager further amended the Agreement on May 24, 2022,
extending the time period that the Parties could bring a proposed amendment addressing the possible
incorporation of Facility naming rights as an additional compensated service under the Agreement
through and until December 13, 2022, and providing clarification to the definition of Commercial Rights
under the Agreement; and
WHEREAS, the County and the Manager further amended the Agreement on June 28, 2022, to
incorporate revised exhibits that: (1) increase the budget line item for the actual Cost of Goods Sold by
185,700 (due to the inflationary increased costs of goods and labor), and (2) present an updated Fiscal
Year 2022 to 2023 budget for County approval as required by the Agreement; and
WHEREAS, the County and the Manager further amended the Agreement on April 25, 2023, to
incorporate revised exhibits that: (1) increase the budget line item for the actual Cost of Goods Sold(due
to the inflationary increased costs of goods and labor), and (2) present an updated Fiscal Year 2022 to
2023 budget for County approval as required by the Agreement; and
WHEREAS, the Parties both desire and agree that the Agreement should be further amended to
revise the Fiscal Year 2022-2023 budget to: (1) reflect the increased Cost of Goods Sold by providing an
additional $105,000 in funding,(2)reflect increased revenue earned (in the amount of$2,053,349) similar
to the last two amendments to the Agreement, and (3)to make an adjustment of funds by decreasing the
line item for Operating Expenses by $62,600 ($203,475 to $140,875) and adding that $62,600 to the line
item for Management Payroll($657,290 to$719,880),to ensure sufficient cashflow.
NOW, THEREFORE, in consideration of the covenants and agreements provided within the
Agreement, as amended, and other valuable consideration, County and the Manager agree as follows:
co
11.D.g
Packet Pg. 165 Attachment: 21-7898 SFM - 6th Amendment (27549 : PCSC - United Soccer League)
1. The above recitals are incorporated into this Sixth Amendment as if fully set forth herein.
2. Exhibit D-3, Operating Budget for Fiscal Year 2022-2023, is attached hereto, and is agreed
upon and adopted by the Parties and incorporated into the Agreement, and supersedes any prior
proposed or estimated operating budget for Fiscal Year 2022 to 2023 as most recently reflected in
Exhibit D-2 to the Agreement.
3. Exhibit E-3, Pro Forma, is attached hereto, and is agreed upon and adopted by the Parties
and incorporated into the Agreement, and supersedes the existing Exhibit E-2, Pro Forma, and
any prior proposed or estimated operating budget for Fiscal Year 2022-2023. Exhibit E-3 reflects
the incorporated revisions shown in the attached Exhibit D-3 revised Fiscal Year Operating
Budget for Fiscal Year 2022-2023.
4. Except as further provided herein, the Agreement, as previously amended, remains in full
force and effect according to the terms and conditions contained therein.
IN WITNESS WHEREOF, the County and the Manager have hereto executed this Sixth
Amendment to the Facilities Management Agreement on the day and year first above written.
AS TO THE COUNTY:
ATTEST:
Crystal K. Kinzel,Clerk of the Circuit BOARD OF COUNTY COMMISSIONERS.
Court and Comptroller COLLIER COUNTY, FLORIDA
BY: BY:
Depttty Clerk Rick LoCastro, Chairman
Attest as to Chaitnian's
signature
A••ro ed as t fo d I gality:
ScT. Te
Deputy County Attorney
1,
1(
C•
2
11.D.g
Packet Pg. 166 Attachment: 21-7898 SFM - 6th Amendment (27549 : PCSC - United Soccer League)
AS TO THE MANAGER:
Sports Facilities Management, LLC
a Florida limited lia ' ' ompany
a '
Witne (signature By .son Clement, CEO
Robert Stout
print name) Date: 08/29/2023
ness (signature)
Eric Sullivan
print name)
CAO
3
11.D.g
Packet Pg. 167 Attachment: 21-7898 SFM - 6th Amendment (27549 : PCSC - United Soccer League)
I;thibit l)-3 Operating Budget
FV22-23 Estimated Revenue
Revenue Year 1
FY22-23
Rental Baseball/Softball Tournaments 25,375
Rental Multi-Purpose Field Tournaments 209,200
Outdoor Baseball/Softball 0
Outdoor Soccer 110,250
Outdoor Football 49,656
Outdoor Lacrosse 39,375
Outdoor Field Rental 160,083
Concerts&Special Events 60,000
Parking 31,500
RV Parking 0
Ads enture/Zipline 0
The Factory 35,000
Hotel Rebates 25,000
Food& Beverage 986,072
Photography 0
Merchandise 121,838
Sponsorships&Secondary Revenue 200,000
Total Revenue 2,053,349
Expenses 1"ear I
FY22-23
Rental Baseball/Softball Tournaments 472
Rental Multi-Purpose Field Tournaments 95,000
Outdoor Baseball/Softball 0
Outdoor Soccer 7,920
Outdoor Football 810
Outdoor Lacrosse 8,510
Outdoor Field Rental 0
Concerts&Special Events 0
Parking 0
Hotel Rebates
RV Parking 0
CAO
ITN#21-7898
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Adventure/Zipline 0
The Factory 0
Food&Beverage 395,000
Photography 0
Merchandise 57,824
Sponsorships&Secondary Revenue 25,000
hourly Labor 352,000
Special Event Equipment Rentals 51,829
Total Cost of Goods Sold 994,365
Business Income 1,058,984
of Revenue 52%
Facility Expenses 54,594
Operating Expense 140,875
Management Payroll 719,880
Payroll Taxes/Benefits/Bonus 155,424
Total Operating Expenses 1,070,773
Net Operating Income 11,789)
Landscaping/Grounds&Maintenance/Utilities 300,621
EBITDA 312,410)
CAO
ITN#21-7898
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Exhibit E-3 Pro Forma
SPORTS FACILITIES
Total Revenue & Expenses
COMPANIES
Revenue Year 1-Revised Year 1-2nd Rev Year 1-3rd Rev
FY22-23 FY22-23 FY22-23
Rental Baseball/Softball Tournaments 73,875 S25,375 25,375
Rental Multi-Purpose Field Tournaments 102,400 209,200 S209,200
Outdoor Baseball/Softball SO SO SO
Outdoor Soccer S63,000 S110,250 S110,250
Outdoor Football 28,375 S49,656 49,656
Outdoor Lacrosse 22,500 39,375 39,375
Outdoor Field Rental 91,476 160,083 S160,083
Concerts&Special Events 27,500 S94,125 S60,000
Parking 215,625 31,500 S31,500
RV Parking SO SO SO
Adventure/Zipline SO SO SO
The Factory 42,000 35,000 S35,000
Hotel Rebates 113,906 S25,000 S25,000
Food&Beverage 398,036 S796,072 S986,072
Photography SO SO 0
Merchandise 61,050 96,838 121.838
Sponsorships&Secondary Revenue 150,000 250,000 200,000
Total Revenue 1,389,743 $1,922,474 $2,053,349
Expenses
Year 1 Year 1-2nd Rev Year 1-2nd Rev
FY22-23 FY22-23 FY22-23
Rental Baseball/Softball Tournaments 472 S472 472
Rental Multi-Purpose Field Tournaments S7,028 83,000 95,000
Outdoor Baseball/Softball S0 0 SO
Outdoor Soccer S7,920 S7,920 7,920
Outdoor Football S810 810 810
Outdoor Lacrosse S8,510 8,510 8,510
Outdoor Field Rental 0 S0 SO
Concerts&Special Events 0 0 SO
Parking 5,625 SO S0
Hotel Rebates S0 SO
RV Parking SO SO SO
Adventure/Zipline SO SO SO
The Factory 7,000 0 SO
Food&Beverage 117,050 300,000 395,000
Photography SO SO SO
Merchandise S30,216 S45.324 S57,824
Sponsorships&Secondary Revenue 23,061 35,000 S25,000
Hourly Labor 224,907 352,000 S352,000
Special Event Equipment Rentals 56,329 S56,329 51,829
Total Cost of Goods Sold 488,928 889,365 994,365
46% 48%
Business Income(Revenue minus COGS) 900,815 $1,033,109 $1,058,984
of Revenue 65% 54% 52%
Facility Expenses 54,594 54,594 54,594
Operating Expense 203,475 203.475 140,875
Management Payroll 657,280 657,280 719,880
Payroll Taxes/Benefits/Bonus 155,424 S155,424 S155,424
Total Operating Expenses 1,070,773 $1,070,773 $1,070,773
Net Operating Income 169,958)37,664)11,789)
Landscaping,Grounds and Maintenance,Janitorial 300,621 300,621 300,621
EBITDA 470,579) ($338,285) ($312,410)
Deferred Management Incentive Fee S
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11.D.iPacket Pg. 175Attachment: Facility License Agreement - FINAL (27549 : PCSC - United Soccer League)
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