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HomeMy WebLinkAboutAgenda Packet - CC - 03/16/20202006 HERITAGE WALK, MILTON, GA 30004 ǀ 678.242.2500 ǀ WWW.CITYOFMILTONGA.US Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. Joe Lockwood, Mayor CITY COUNCIL Peyton Jamison Paul Moore Laura Bentley Carol Cookerly Joe Longoria Rick Mohrig CITY COUNCIL CHAMBERS City Hall Monday, March 16, 2020 Regular Council Meeting Agenda 6:00 PM 1)CALL TO ORDER 2) ROLL CALL 3) PLEDGE OF ALLEGIANCE (Led by Mayor Joe Lockwood) 4) APPROVAL OF MEETING AGENDA (Add or remove items from the agenda)(Agenda Item No. 20-070) 5) PUBLIC COMMENT (General) MILTON CITY COUNCIL REGULAR COUNCIL MEETING MARCH 16, 2020 Page 2 of 5 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 6) CONSENT AGENDA 1.Approval of the February 19, 2020 Regular City Council Meeting Minutes. (Agenda Item No. 20-071) (Sudie Gordon, City Clerk) 2.Approval of the Byrd House License and Use Agreement between the City of Milton and the Senior Services North Fulton, Inc. (Agenda Item No. 20-072) (Robert Drewry, Public Works Director) 3.Approval of a Professional Services Agreement between the City of Milton and App Zoro for the Building of a Smart Phone App for the City’s Smart Communities Challenge Project. (Agenda Item No. 20-073) (Parag Agrawal, Community Development Director) 4.Approval of Change Order #3 to an Agreement between the City of Milton and Tri Scapes, Inc. to Change the Facility Landscaping Services and Sport Field Maintenance and to Add Sport Field Maintenance of the Sports Complex at Cox Road. (Agenda Item No. 20-074) (Jim Cregge, Parks & Recreation Director) 5.Approval of a Task Order between the City of Milton and Lowe Engineers, LLC to Provide Short-Term Plan Review Support for Land Development Activities. (Agenda Item No. 20-075) (Parag Agrawal, Community Development Director) 6.Approval of a Subscription/License between the City of Milton and Earth Networks, Inc. for the Installation of Lightning Detection System. (Agenda Item No. 20-076) (Jim Cregge, Parks & Recreation Director) 7.Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Davis Educational Services LLC. to Provide Educational Camps. (Agenda Item No. 20-077) (Jim Cregge, Parks & Recreation Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING MARCH 16, 2020 Page 3 of 5 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 8.Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Milton Tennis Center to Offer Youth and Adult Tennis Programming. (Agenda Item No. 20-078) (Jim Cregge, Parks & Recreation Director) 9.Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and North Georgia Recreation, Inc. To Provide Youth Boys Lacrosse. (Agenda Item No. 20-079) (Jim Cregge, Parks & Recreation Director) 10.Approval of an Athletic Association Organizational Manual Agreement & Facility Use Agreement between the City of Milton and North Atlanta Football League. (Agenda Item No. 20-080) (Jim Cregge, Parks & Recreation Director) 11.Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Rhythm N’ Shoes to Provide Youth Dance Programming. (Agenda Item No. 20-081) (Jim Cregge, Parks & Recreation Director) 12.Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Halftime Sports, LLC to Provide Youth Basketball Programming. (Agenda Item No. 20-082) (Jim Cregge, Parks & Recreation Director) 13.Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Starr Petronella Photography, LLC to Provide Recreation Photography Classes. (Agenda Item No. 20-083) (Jim Cregge, Parks & Recreation Director) 14.Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Wavelength Learning Group, Inc., d/b/a Bach to Rock to Provide Youth and Adult Music Classes and Camps. (Agenda Item No. 20-084) (Jim Cregge, Parks & Recreation Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING MARCH 16, 2020 Page 4 of 5 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 15.Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Milton Mustangs to Provide the Swim Team Program at the Milton City Pool. (Agenda Item No. 20-085) (Jim Cregge, Parks & Recreation Director) 7)REPORTS AND PRESENTATIONS 8)FIRST PRESENTATION (None) 9)PUBLIC HEARING (None) 10)ZONING AGENDA (None) 11)UNFINISHED BUSINESS (None) 12)NEW BUSINESS MILTON CITY COUNCIL REGULAR COUNCIL MEETING MARCH 16, 2020 Page 5 of 5 Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. 13)MAYOR AND COUNCIL REPORTS STAFF REPORTS EXECUTIVE SESSION (if needed) 14)ADJOURNMENT(Agenda Item No. 20-087) MILTON*t ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: March 10, 2020 FROM: Steven Krokoff, City Manager 0 AGENDA ITEM: Approval of Byrd House License and Use Agreement between the City of Milton and the Senior Services North Fulton, Inc. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (,IVES () NO CITY ATTORNEY REVIEW REQUIRED: (,IBES () NO APPROVAL BY CITY ATTORNEY: (,APPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 031161 ZG ib 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Robert W. Drewry, Public Works Director Date: Submitted on March 5, 2020 for the March 16, 2020 Regular City Council Meeting Agenda Item: Approval of Byrd House License and Use Agreement between the City of Milton and the Senior Services North Fulton, Inc. _____________________________________________________________________________________ Project Description: On June 1, 2015, the City of Milton entered into an agreement with the Senior Services North Fulton, Inc. to provide various services to the senior citizens of Milton at the City owned Byrd House. The agreement has since expired. Since staff is pleased with the services they provide, staff has initiated a renewal of the agreement. Minor amendments were made to the original agreement including updating the city provided inventory. This agreement, if approved, should extend through 2024. Procurement Summary: N/A Financial Review: N/A Legal Review: Sam VanVolkenburgh – Jarrard & Davis (February 20, 2020) Concurrent Review: Steven, Krokoff, City Manager Attachment(s): Byrd House License and Use Agreement HOME OF 'THEBEST QUALITY OF LIFE IN GEORGIA' M1 tTON* ESTABLISHED 2006 BYRD HOUSE LICENSE AND USE AGREEMENT This Byrd House License and Use Agreement, hereinafter referred to as the Agreement, is made this day of , 2020, between: THE CITY OF MILTON, a municipal corporation organized and operating under the laws of the State of Georgia, with a business address of 2006 Heritage Walk, Milton, Georgia 30004, hereinafter referred to as the "CITY." and SENIOR SERVICES NORTH FULTON, INC. hereinafter referred to as "PROVIDER". CITY and PROVIDER may hereinafter collectively be referred to as "the Parties". In consideration of the mutual obligations of the Parties described herein and for good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1 Use of Premises 1.1 PROVIDER shall be entitled to use of the property known as the Byrd House, 15690 Hopewell Road, Milton, GA 30004, hereinafter described as the "Byrd House" according to the terms and conditions described herein. 1.1.1 CITY hereby grants to PROVIDER a license for the use of the OFFICE SPACE as shown in red on the floor plan attached hereto as Exhibit "A," attached hereto and incorporated herein by reference, for the term described herein for so long as PROVIDER shall comply with the terms and conditions of this Agreement. The license for the OFFICE SPACE shall be considered exclusive insofar as no other entity or individual shall be allowed use of the OFFICE SPACE during the pendency of this Agreement. 1. 1.2 In addition to the license granted in paragraph 1.1.1, above, PROVIDER shall be entitled to exclusive use of the PUBLIC SPACE as shown in blue in Exhibit "A" for the times described in Exhibit `B," attached hereto and incorporated herein by reference, and for so long as this Agreement is in effect. PROVIDER shall vacate mvyouim eiop�iou PHONE: 678.242.2500 FAX: 678.242.2499 Green * C�aifidCityof infoCscit ofmilton a.us www.ci ofmilton a.us w�R Community �Ethice j Y 9 tY 9 �.. b s ,� �. ., 13000 Deerfield Parkway, Suite 107 1 Milton GA 30004 ��� - CERTIFIED BRONZE - 'SBA`' the PUBLIC SPACE at all times other than as described in Exhibit `B" and understands and agrees that the CITY may grant other groups or individuals the right to use the PUBLIC SPACE at any time other than as described in Exhibit «B 1.2 The CITY shall provide for utility services for the Byrd House, including, electricity, water, sewer, telephone, wireless internet, and trash removal; however, the CITY shall not have any liability to PROVIDER arising out of the level of service or lack thereof. 1.3 Although PROVIDER will be expected to return the PUBLIC SPACE to the same condition as it was delivered at the end of every period during which PROVIDER has use of the PUBLIC SPACE, the CITY will provide general maintenance and cleaning services for the Byrd House, including the PUBLIC SPACE, the OFFICE SPACE and the grounds around the structure. 1.4 PROVIDER shall not attach anything to the walls of the PUBLIC SPACE without the prior written permission of the City Manager or his/her designee, hereinafter referred to as the "DEPARTMENT." ARTICLE 2 PROVIDER's Services and Responsibilities 2.1 In exchange for use of the Byrd House as described in Article 1 above, PROVIDER shall pay to the CITY, at 2006 Heritage Walk, Milton, GA 30004, or at such other place as the CITY shall designate in writing to PROVIDER, the amount of $100.00 payable in advance upon the execution of this Agreement and on the first day of each month during the pendency of this Agreement. The CITY may, in its sole discretion, waive the rental payment obligation if it determines that the services provided under Section 2.2 are generating substantial value to the CITY as a service to Milton residents. 2.2 In addition to the payments described in paragraph 2. 1, above, PROVIDER shall provide services to the citizens of Milton, Georgia generally described as Senior Services at the Byrd House. PROVIDER shall coordinate the schedule of all required and permitted services with the DEPARTMENT. 2.2.1 At a minimum, PROVIDER shall provide those services described in Exhibit "C," attached hereto and incorporated herein by reference, hereinafter referred to as the REQUIRED SERVICES. 2.2.2 In addition to the REQUIRED SERVICES, PROVIDER may provide those services described in Exhibit "D," attached hereto and incorporated herein by reference, hereinafter referred to as the PERMITTED SERVICES. 2.2.3 If PROVIDER desires to provide additional services, PROVIDER shall obtain the written consent of the DEPARTMENT prior to the provision of said additional services. N 2.3 PROVIDER warrants to CITY that it is not insolvent, it is not in bankruptcy proceedings or receivership, nor is it engaged in or threatened with any litigation or other legal or administrative proceedings or investigations of any kind which would have an adverse effect on its ability to perform its obligations under this Agreement. 2.4 PROVIDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement other than those identified in Article 1. PROVIDER stipulates and certifies that it is qualified to provide the services it is hired to provide, maintains the education and required licenses or permits necessary to provide the services, and shall continue to maintain such licenses or permits during the term of this Agreement. 2.5 This Agreement is considered a limited non-exclusive Agreement between the Parties insofar as the CITY shall have the right to purchase the same kind of services to be provided by PROVIDER from other sources during the term of this Agreement and the CITY may allow the use of the PUBLIC SPACE to other entities or individuals at times other than when reserved for PROVIDER. PROVIDER is not precluded from providing the same or similar services for other entities or individuals so long as such other engagements do not interfere with PROVIDER'S provision of services to the CITY. 2.6 PROVIDER shall not promote any privately owned business in a CITY park/facility or solicit any participant in a CITY park/facility activity for any privately owned business. PROVIDER may not use said facilities to conduct personal business including workshops, clinics, seminars, camps, private sessions, or any other activities that are outside the scope of service described in Exhibits "C" and "D" or as authorized by the DEPARTMENT under Section 2.2.3. It is further understood that such action(s) may result in immediate termination of the Agreement. 2.7 PROVIDER shall abide by the policies, procedures, rules and regulations of the DEPARTMENT and the CITY promulgated from time to time. PROVIDER understands and aPrees that the DEPARTMENT shall have Trst Priority for use of the PUBLIC SPACE outside of oneratinz hours listed in Exhibit B. 2.8 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the senior services programs obey all applicable policies, procedures, rules and regulations. 2.9 The DEPARTMENT or CITY may require that PROVIDER not be permitted to utilize specific assistants, substitutes, or subcontractors of PROVIDER who have failed to follow any policies, procedures, rules or regulations applicable to the use of the facility. 2.10 Although the CITY shall not control PROVIDER's techniques, methods, procedures, or sequence of instruction, PROVIDER will comply with the CITY's and DEPARTMENT's policies, rules, regulations and procedures, and shall not interfere with 3 their operation, nor harm or damage the equipment or facilities afforded to PROVIDER for his/her programs. 2.11 PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under PROVIDER's charge. 2.12 PROVIDER shall, prior to commencing services under this Agreement, comply with the CITY's policy regarding criminal background screening. The CITY will furnish PROVIDER with a background release form for all of PROVIDER's counselors, volunteers, subcontractors, employees or any other individuals, at PROVIDER's sole expense. A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER's employees or any individual who will come in contact with program participants through PROVIDER or at PROVIDER's direction, such form authorizing the CITY to conduct a search of each such individual's criminal background. The result of such inquiry may be deemed acceptable by the CITY in its sole and complete discretion, and the CITY may reject any individual from participating in any program based upon such results. If PROVIDER has recently had a background screening conducted by another agency, the CITY, at its sole discretion, may accept that background screening and waive the requirement of a new background screening. PROVIDER and its employees must also execute a Waiver and Release of Liability holding the CITY harmless. 2.13 The PROVIDER shall require all participants in all programs to sign a Waiver and Release of Liability exempting the City from Liability. 2.14 PROVIDER shall only use the facilities identified by the CITY, and such use shall be limited to activities as described herein. 2.15 PROVIDER shall not allow any other entity or individual to use any CITY facilities in PROVIDER's stead without the prior written consent of the DEPARTMENT. ARTICLE 3 Equipment & Materials 3.1 The City has furnished the Byrd House with furniture and furnishing as described in Exhibit "E," attached hereto and incorporated herein by reference, hereinafter described as CITY FF&E. PROVIDER may use the CITY FF&E; however, CITY FF&E located in PUBLIC SPACE shall remain in the PUBLIC SPACE and shall not be removed to the OFFICE SPACE. CITY FF&E shall remain the property of the City and PROVIDER will be responsible for any damage to CITY FF&E. PROVIDER may place and keep additional furniture in the OFFICE SPACE. 3.2 PROVIDER shall inspect the premises and CITY FF&E, and if PROVIDER finds anything wrong with the premises or CITY FF&E that cannot be corrected by the DEPARTMENT before each program commences, the program shall be canceled and the matter reported to the DEPARTMENT for correction. If PROVIDER elects to hold its 4 programs in the facility provided, it will be presumed that PROVIDER has inspected the premises and CITY FF&E provided for such programs and has accepted same as being safe and suitable for the use intended. 3.3 All program materials and equipment needed or pertaining to the above stated senior services programs will be provided by PROVIDER at its own cost and expense. However, PROVIDER may require participants to obtain certain materials required in the programs by providing a list of such materials (with approximate costs) to the participants. If PROVIDER makes such materials available to participants, they must be sold at PROVIDER's cost. All equipment provided by PROVIDER shall be used in strict accordance with equipment manufacturer's instructions and in accordance with all applicable laws. 3.4 The CITY will not be responsible for any lost, stolen, or broken equipment or supplies from the PUBLIC SPACE during the operating hours listed in Exhibit B. The CITY will not be responsible for any lost, stolen, or broken equipment or supplies from the OFFICE SPACE at any time. ARTICLE 4 Independent Provider 4.1 This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that PROVIDER is an independent contractor under this Agreement and not a CITY employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Workers Compensation Act, and the State unemployment insurance law. PROVIDER shall retain sole and absolute discretion in the judgment of the manner and means of carrying out PROVIDER's activities and responsibilities hereunder. PROVIDER agrees that it is a separate and independent enterprise from the CITY, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums. 4.2 PROVIDER warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person, company, corporation, individual or firm any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, the CITY shall have the right to terminate the Agreement without liability at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission, percentage, gift or consideration. 5 ARTICLE 5 Insurance 5.1 PROVIDER shall not provide any service until all insurance required under this paragraph has been obtained and approved by the CITY. 5.2 Certificates of Insurance reflecting evidence of the required insurance shall be filed with the CITY prior to the commencement of this Agreement. Policies shall be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A -VI" in the latest edition of "Best Key Rating Guide," published by A.M. Best Guide. 5.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreement, then in that event, PROVIDER shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. PROVIDER shall not provide any service pursuant to this Agreement unless all required insurance remains in full force and effect. 5.4 PROVIDER shall maintain commercial general liability insurance during the pendency of this Agreement to cover liability bodily injury and property damage covering premises, operations, products/completed operations, and certain contracts. Coverage must be written on an occurrence basis, with the following limits of liability: $1,000,000 Combined Single Limit — each occurrence, and $1,000,000 Personal Injury PROVIDER shall have its insurer name the City of MILTON as an additional insured on its General Liability policy. 5.5 PROVIDER shall maintain worker's compensation insurance during the pendency of this Agreement to comply with the statutory limits for all employees, and in the case any work is sublet, PROVIDER shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees are covered by the protection afforded by PROVIDER. PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability Insurance. The following limits must be maintained: Workers Compensation Statutory Employer's Liability $100,000 each accident, $500,000 Disease -policy limit, and $100,000 Disease -each employee. G If PROVIDER or its subcontractor claims to be exempt from this requirement, PROVIDER shall provide CITY proof of such exemption along with a written request for CITY to exempt PROVIDER, written on PROVIDER or subcontractor's letterhead. 5.6 PROVIDER shall also maintain Auto Liability and Directors and Officers insurance with limits reasonably acceptable to CITY during the term of this Agreement. 5.7 The CITY shall be named as an additional insured and loss payee on the general liability policy required by this Agreement. ARTICLE 6 Term and Termination 6.1 The term of this Agreement shall commence upon the date of execution hereof and shall remain in effect until December 31, 2020, unless terminated sooner as provided in this Article, hereinafter referred to as the INITIAL TERM. At the end of the INITIAL TERM, and on December 31 of each renewal term thereafter, this Agreement shall terminate absolutely and without further obligation on the part of the CITY, provided that this Agreement shall automatically renew for another one (1) year term on January 1, 2021, and for up to four (4) additional subsequent one (1) year terms on January 1 of each year thereafter, absent at least ninety (90) days written notice of non -renewal provided by the CITY to PROVIDER or by PROVIDER to the CITY. Notwithstanding any other terms contained in this paragraph, this Agreement shall terminate absolutely on December 31, 2024 if not terminated earlier pursuant to the other terms of this Agreement. 6.2 This Agreement may be terminated by the City immediately by written notice to PROVIDER upon any willful, reckless, or grossly negligent act or omission by PROVIDER or any of its officers, agents, employees, or volunteers. ARTICLE 7 Indemnification 7.1 PROVIDER agrees to indemnify and hold harmless the CITY, its trustees, elected and appointed officers, agents, servants and employees, from and against any and all claims, demands, or causes of action of whatsoever kind of nature, and the resulting losses, costs, expenses, reasonable attorneys' fees, including paralegal fees, liabilities, damages, orders, judgments, or decrees, sustained by the CITY or any third party arising out of, or by reason of, or resulting from the will full or negligent acts, errors, or omissions of PROVIDER or its agents, officers, volunteers or employees. 7.2 The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to PROVIDER's responsibility to indemnify. ARTICLE 8 7 Non -Discrimination 8.1 PROVIDER shall not discriminate against any person in its operation and activities in its use or expenditure of the funds or any portion of the funds provided by this Agreement and shall affirmatively comply with all applicable provisions of the Americans With Disabilities Act ("ADA"), in the programs while providing any services funded in whole or in part by the CITY, including Titles I and II of the ADA and all applicable regulations, guidelines, and standards. 8.2 PROVIDER's decisions regarding the delivery of services under this Agreement shall be made without regard to or consideration of race, age, religion, color, gender, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully or appropriately used as a basis for delivery of service. 8.3 PROVIDER, in accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U. S. C. § 12132, and all other provision of Federal law, PROVIDER agrees that, during performance of this Agreement, Provider, for itself, its assignees, and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, belief, political affiliation, national origin, gender, age, or disability. In addition, Provider agrees to comply with all applicable implementing regulations and shall include the provisions of this Section 8.3 to every subcontract for services contemplated under this Agreement. ARTICLE 9 Miscellaneous 9.1 No modification, amendment, or alteration of the terms and conditions contained shall be effective unless contained in a written document executed with the same formality and equal dignity herewith. 9.2 This Agreement is non -transferable or assignable, and PROVIDER agrees not to transfer or assign the performance of services called for in the Agreement. 9.3 This Agreement sets forth the full and complete understanding of the Parties as of the effective date, and supersedes any and all negotiations, agreements, and representations made or dated prior to this Agreement. 9.5 Time is of the essence of this Agreement. 9.6 Each of the individuals who executes this Agreement agrees and represents that he is authorized to execute this Agreement on behalf of the respective entity. Accordingly, the N. CITY and PROVIDER both waive and release any right to contest the enforceability of this Agreement based upon the execution and/or approval thereof. IN WITNESS OF THE FOREGOING, the Parties have set their hands and seal the day and year first written above. ATTEST: SUDIE GORDON, CITY CLERK WITNESS: CITY: fix JOE LOCKWOOD, MAYOR PROVIDER: BY:7c<,,I�-cam [AFFIX CORPORATE SEAL] ACORO, �� CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD YYYY) 2/24/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Eric Whitt, eric®gillmanins.com PHONE (678)297-7977 FAX (678)297-9S75 Exft AIC, No Gillman Insurance Problem Solvers AnnRless:admin®diycerts.COm 11375 Southbridge Parkway INSURERS AFFORDING COVERAGE NAIC N Suite 100 INSURER A: Alliance of Nonprofits for Insurance 10023 Alpharetta GA 30022 INSURED INSURERB:TAN - ProSi nt Specialty Ins. Cc INSURER C: Senior Services North Fulton, Inc. INSURER D: 11381 Southbridge Parkway INSURER E INSURERF: Alpharetta GA 30022 COVERAGES CERTIFICATE NUMBER:MASTER 1-1-20/21 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL SUER POLICY NUMBER EFF MM/DD/YYYY MLICY LICY EXP IDDfYYYY M LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 11000, 000 A CLAIMS -MADE � OCCUR DAMAGE PREM SESOEaEoccu"ence S 500, 000 MED EXP (Any one person) S 20,000 X Y 2020-21461 1/1/2020 1/1/2021 PERSONAL & ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 X PRO- POLICY PRO 7 LOC PRODUCTS - COMP/OPAGG $ 2,000,000 uquo,Liab,lRr S 11 000,000 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT S 1, 000, 000 Ea acciden BODILY INJURY (Per person) $ A ANYAUTO ALL OWNED SCHEDULED AUTOS AUTOS X Y 2020-21461 1/1/2020 1/1/2021 BODILY INJURY (Per accident) S PROPERTY DAMAGE $ Per accident NON -OWNED X HIRED AUTOS X AUTOS S X UMBRELLALIAB HCLAIMS-MADE OCCUR EACH OCCURRENCE $ 3,000,000 AGGREGATE $ 3, 000,000 A EXCESS LIAR DED I X I RETENTION S 10,000. S X Y 2020 -21461 -LIMB 1/1/2020 1/1/2021 WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN X PER OTH- STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ 1, 000, 000 OFF ICER/MEMBER EXCLUDED9 ❑ N I A B (Mandatory In NH) WC202000018666 1/1/2020 1/1/2021 E.L. DISEASE - EA EMPLOYEE S 11 000, 000 E.L. DISEASE - POLICY LIMIT S 1, 000,000 If yes, describe under DESCRIPTION OF OPERATIONS below A Social Service Prof 2020-21461 1/1/2020 1/1/2021 Each Occurr $1,000,000 Aggregate $2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101. Additional Remarks Schedule, may be attached if more space is required) ADDITIONAL INSURED ENTITIES: City of Milton CERTIFICATE HOLDER CANCELLATION ACORD 25 (2014101) INS025 Izolan © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Milton THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 2006 Heritage Walk ACCORDANCE WITH THE POLICY PROVISIONS. Milton, GA 30004 AUTHORIZED REPRESENTATIVE Ed Gillman/LR ACORD 25 (2014101) INS025 Izolan © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD TO: FROM: MILTON*t ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager AGENDA ITEM: Approval of a Professional Services Agreement between the City of Milton and App Zoro for the Building of a Smart Phone App for the City's Smart Communities Challenge Project. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (1PPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (,IYES () NO CITY ATTORNEY REVIEW REQUIRED: (1YES () NO APPROVAL BY CITY ATTORNEY: (1 PPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 0311(01 tcLU 2006 Heritage Walk Milton, GA 0000 P: 678.242.25001 r: 678.242.2499 info@cityofmiltongo.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted March 10, 2020 for the March16, 2020 Regular City Council Meeting Agenda Item: Approval of a Professional Services Agreement between the City of Milton and App Zoro for the Building of a Smart Phone App for the City’s Smart Communities Challenge Project. _____________________________________________________________________________________ Department Recommendation: Approval. Executive Summary: In Spring of 2019, the City of Milton was selected as one of only four communities in Georgia to participate in the GA Smart Communities Challenge program (GA Smart) class of 2019. A $50,000 grant from GaTech via the Atlanta Regional Commission was awarded to the City of Milton in support of this project. Milton’s GA Smart challenge is to build an App for smart phones that would encourage more kids to walk to school by giving parents the ability to coordinate and schedule groups of kids from nearby neighborhoods to form a walking school bus with a parent volunteer as the lead/chaperone. The App will also seek to assist in incentivizing more walk trips by providing walk trip data or step counts for rewards. The wider application of this project is to alleviate some of the non-essential car trips to the school which lessens the traffic build up and carbon emissions on Birmingham Highway. Walking to school also promotes physical activity and social interaction with other neighborhood kids and parents. As we encourage kids and parents to walk and use the Milton sidewalk and trail system leads to a vibrant walkable community. Funding and Fiscal Impact: $32,850 (It will be reimbursed from the grant) The total price for building the App will be invoiced to the grant fund. Alternatives: None. Procurement Summary: Purchasing method used: Bid Award-ITB (Over $50,000) Account Number: 340-7410-521200004 Requisition Total: $32,850 Vendor DBA: Other quotes or bids submitted (vendor/$): N/A Vendor/Firm Quote/Bid Black Airplane $52,500.00 Vdart Incorporated $588,560.00 SingaReddy Info Tech $48,000.00 Financial Review: Bernadette Harvill, March 10, 2020 Legal Review: Jarrard and Davis, Sam VanVolkenburgh, March 4, 2020 Concurrent Review: Steve Krokoff, City Manager Attachment: Contract PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this_____ day of _____________, 20___ (the “Effective Date”), by and between the CITY OF MILTON, GEORGIA, a municipal corporation of the State of Georgia, acting by and through its governing authority, the Mayor and City Council (hereinafter referred to as the “City”), and AppZoro Technologies, Inc, a Georgia corporation, (herein after referred to as the "Consultant"), collectively referred to herein as the "Parties." WITNESSETH: WHEREAS, City desires to retain Consultant to provide certain services in the completion of a Project (defined below); and WHEREAS, City finds that specialized knowledge, skills, and training are necessary to perform the Work (defined below) contemplated under this Agreement; and WHEREAS, Consultant has represented that it is qualified by training and experience to perform the Work; and WHEREAS, Consultant desires to perform the Work as set forth in this Agreement under the terms and conditions provided in this Agreement; and WHEREAS, the public interest will be served by this Agreement; and WHEREAS, Consultant has familiarized itself with the nature and extent of the Agreement, the Project, and the Work, and with all local conditions and federal, state and local laws, ordinances, rules and regulations that may in any manner affect cost, progress or performance of Work. NOW, THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein, and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties do mutually agree as follows: I. SCOPE OF SERVICES AND TERMINATION DATE A. Agreement. The Agreement shall consist of this Professional Services Agreement and each of the Exhibits hereto, which are incorporated herein by reference, including: Exhibit “A” – City Solicitation Documents Exhibit “B” – Consultant Response Exhibit "C" — Scope of Work Exhibit "D" — Contractor Affidavit Exhibit "E" — Subcontractor Affidavit Exhibit "F.1" Federal Requirements Exhibit "F.2" — Grant Agreements D. Project Description. The "Project" at issue in this Agreement is generally described as: development of a smartphone application useful in increasing walkability to the three schools in the Crabapple area of Milton, Georgia. This project is partially funded by a grant from the Georgia Department of Transportation/US Department of Transportation via the Atlanta Regional Commission and Georgia Institute of Technology as part of the Georgia Smart Communities Challenge Program C. The Work. The Work to be completed under this Agreement (the "Work") includes, but shall not be limited to, the work described in the Scope of Work provided in Exhibit "C", attached hereto and incorporated herein by reference. Unless otherwise stated in Exhibit "C", the Work includes all material, labor, insurance, tools, equipment, machinery, water, heat, utilities, transportation, facilities, services and any other miscellaneous items and work necessary to complete the Work. Some details necessary for proper execution and completion of the Work may not be specifically described in the Scope of Work, but they are a requirement of the Work if they are a usual and customary component of the contemplated services or are otherwise necessary for proper completion of the Work. D. Schedule, Completion Date, and Term of Agreement. Consultant understands that time is of the essence of this Agreement and warrants and represents that it will perform the Work in a prompt and timely manner, which shall not impose delays on the progress of the Work. The term of this Agreement ("Term") shall commence as of the Effective Date. The Work shall begin within 10 days of the Effective Date and shall follow the schedule set forth in Exhibit "A", except as modified with the written permission of the City's Representative. Tasks 1 and 2 (as specified in Exhibit "A") shall be completed on or before September 1, 2020. Services required by Task 3 shall be provided thereafter in accordance with Exhibit "A", except that all services under Task 3 shall be completed no later than October 31, 2020 as required by the City's grant agreements. Additional services following completion of Task 3 may be added for additional charge through Change Orders. A. Change Order Defined. A "Change Order" means a written modification of the Agreement, signed by representatives of City and Consultant with appropriate authorization. D. Right to Order Changes. City reserves the right to order changes in the Work to be performed under this Agreement by altering, adding to, or deducting from the Work. All such changes shall be incorporated in written Change Orders and executed by Consultant and City. Such Change Orders shall specify the changes ordered and any necessary adjustment of compensation and completion time. If the Parties cannot reach an agreement on the terms for performing the changed work within a reasonable time to avoid delay or other unfavorable impacts as determined by City in its sole discretion, City shall have the right to determine reasonable terms, and Consultant shall proceed with the changed work. C. Change Girder Requirement. Any work added to the scope of this Agreement by a Change Order shall be executed under all the applicable conditions of this Agreement. No claim for additional compensation or extension of time shall be recognized, unless contained in a written Change Order duly executed on behalf of City and Consultant. D. Authority to Execute Change Order. The City Manager has authority to execute, without further action of the Mayor or City Council, any number of Change Orders so long as their total effect does not materially alter the terms of this Agreement or materially increase the Maximum Contract Price, as set forth in Section III(B) below. Any such Change Orders materially altering the terms of this Agreement, or any Change Order affecting the price where the Maximum Contract Price (as amended) is in excess of $50,000, must be approved by resolution of the Mayor and City Council. Amendments shall not result in a variance in price exceeding ten percent of the original contract amount. A. Payment Terries. City agrees to pay Consultant for the Work performed incurred by Consultant upon certification by City that the Work was actually performed in accordance with the Agreement. Compensation for Work performed and, if applicable, reimbursement for costs incurred shall be paid to Consultant upon City's receipt and approval of invoices, setting forth in detail the services performed, along with all supporting documents requested by City to process the invoice. Invoices shall be submitted on a monthly basis, no later than the Stn of the month following the work in question (this is a critical requirement for compliance with the City's grant reimbursement obligations). Any material deviations in tests or inspections performed, or times or locations required to complete such tests or inspections, and like deviations from the Work described in this Agreement shall be clearly communicated to City before charges are incurred and shall be handled through Change Orders as described in Section lI above. City shall pay Consultant within thirty (30) days after approval of the invoice by City staff. B. Maximum Contract Price. The total amount paid under this Agreement as compensation for Work performed and reimbursement for costs incurred shall not, in any case, exceed $_32,850.00_ (the "Maximum Contract Price"), except as outlined in Section II(C) above, and Consultant represents that this amount is sufficient to perforin all of the Work set forth in and contemplated by this Agreement. The compensation for Work performed shall be based upon a flat fee. A. Expertise of Consultant; Licenses, Certification and Permits. Consultant accepts the relationship of trust and confidence established between it and City, recognizing that City's intention and purpose in entering into this Agreement is to engage an entity with the requisite capacity, experience, and professional skill and judgment to provide the Work in pursuit of the timely and competent completion of the Work undertaken by Consultant under this Agreement. Consultant shall employ only persons duly qualified in the appropriate area of expertise to perform the Work described in this Agreement. Consultant covenants and declares that it has obtained all diplomas, certificates, licenses, permits or the like required of Consultant by any and all national, state, regional, county, or local boards, agencies, commissions, committees or other regulatory bodies in order to perform the Work contracted for under this Agreement. Further, Consultant agrees that it will perform all Work in accordance with the standard of care and quality ordinarily expected of competent professionals and in compliance with all federal, state, and local laws, regulations, codes, ordinances, or orders applicable to the Project, including, but not limited to, any applicable records retention requirements and Georgia's Open Records Act (O.C.G.A. § 50-18-71, et seq.). Any additional work or costs incurred as a result of error and/or omission by Consultant as a result of not meeting the applicable standard of care or quality will be provided by Consultant at no additional cost to City. This provision shall survive termination of this Agreement. B. Budeetary Limitations. Consultant agrees and acknowledges that budgetary limitations are not a justification for breach of sound principals of Consultant's profession and industry. Consultant shall take no calculated risk in the performance of the Work. Specifically, Consultant agrees that, in the event it cannot perform the Work within the budgetary limitations established without disregarding sound principles of Consultant's profession and industry, Consultant will give written notice immediately to City. C. City's Reliance on the Work. Consultant acknowledges and agrees that City does not undertake to approve or pass upon matters of expertise of Consultant and that, therefore, City bears no responsibility for Consultant's Work performed under this Agreement. Consultant acknowledges and agrees that the acceptance of Work by City is limited to the function of determining whether there has been compliance with what is required to be produced under this Agreement. City will not, and need not, inquire into adequacy, fitness, suitability or correctness of Consultant's performance. Consultant further agrees that no approval of designs, plans, specifications or other work product by any person, body or agency shall relieve Consultant of the responsibility for adequacy, fitness, suitability, and correctness of Consultant's Work under professional and industry standards, or for performing services under this Agreement in accordance with sound and accepted professional and industry principles. D. Consultant's Reliance on Submissions by City. Consultant must have timely information and input from City in order to perform the Work required under this Agreement. Consultant is entitled to rely upon information provided by City, but Consultant shall provide immediate written notice to City if Consultant knows or reasonably should know that any information provided by City is erroneous, inconsistent, or otherwise problematic. E. Consultant's Representative. SSM GSW �L shall be authorized to act on Consultant's behalf with respect to the Work as Consultant's designated representative, provided that this designation shall not relieve either Party of any written notice requirements set forth elsewhere in this Agreement. F. Assienment of Agreement. Consultant covenants and agrees not to assign or c,y� transfer any interest in, or delegate any duties of this: Agreement, without the prior express written consent of City. As to any approved subcontractors, Consultant shall be solely responsible for reimbursing them, and City shall have no obligation to them. G. Responsibility of Consultant and Indemnification of City. Consultant covenants and agrees to take and assume all responsibility fortheWork rendered in connection with this Agreement. Consultant shall bear all losses and damages directly or indirectly resulting to it and/or City on account of the performance or character of the Work rendered pursuant to this Agreement. Consultant shall indemnify and hold harmless City and City's elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys and volunteers (individually an "Indemnified Party" and collectively "Indemnified Parties") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expenses and liability of any kind whatsoever, including but not limited to attorney's fees and costs of defense ("Liabilities"), to the extent Liabilities are caused by or result from the negligence, recklessness, or intentionally wrongful conduct of the Consultant or other persons employed or utilized by the Consultant in the performance of this Agreement.. This indemnity obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision. In any and all claims against an Indemnified Party, by any employee of Consultant, its subcontractor, anyone directly or indirectly employed by Consultant or subcontractor or anyone for whose acts Consultant or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for Consultant or any subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. This obligation to indemnify and hold harmless the Indemnified Party(ies) shall survive expiration or termination of this Agreement, provided that the claims are based upon or arise out of actions or omissions that occurred during the performance of this Agreement. H. Independent Contractor. Consultant hereby covenants and declares that it is engaged in an independent business and agrees to perform the Work as an independent contractor and not as the agent or employee of City. Nothing in this Agreement shall be construed to make Consultant or any of its employees, servants, or subcontractors, an employee, servant or agent of City for any purpose. Consultant agrees to be solely responsible for its own matters relating to the time and place the Work is performed and the method used to perform such Work; the instrumentalities, tools, supplies and/or materials necessary to complete the Work; hiring of consultants, agents or employees to complete the Work; and the payment of employees, including benefits and compliance with Social Security, withholding and all other regulations governing such matters. Consultant agrees to be solely responsible for its own acts and those of its subordinates, employees, and subcontractors during the life of this Agreement. There shall be no contractual relationship between any subcontractor or supplier and City by virtue of this Agreement with Consultant. Any provisions of this Agreement that may appear to give City the right to direct Consultant as to the details of the services to be performed by Consultant or to exercise a measure of control over such services will be deemed to mean that Consultant shall follow the directions of City with regard to the results of such services only. It is further understood that this Agreement is not exclusive, and City may hire additional entities to perform the Work related to this Agreement. Inasmuch as City and Consultant are independent of each other, neither has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other, unless otherwise expressly agreed to in writing signed by both Parties hereto. Consultant agrees not to represent itself as City's agent for any purpose to any party or to allow any employee of Consultant to do so, unless specifically authorized, in advance and in writing, to do so, and then only for the limited purpose stated in such authorization. Consultant shall assume full liability for any contracts or agreements Consultant enters into on behalf of City without the express knowledge and prior written consent of City. I. Insurance. (1) Requirements; Consultant shall have and maintain in full force and effect for the duration of this Agreement, commercially -reasonable insurance covering claims for improper work, breach of personal information, and injuries to persons or damages to property which may arise from or in connection with the performance of the Work by Consultant, its agents, representatives, employees or subcontractors. Without restricting the foregoing, Consultant's insurance shall meet any minimum coverages stated in Exhibit "A. J. Emtsloyment of Unauthorized Aliens Prohibited —E -Verify Affidavit. Pursuant to O.C.G.A. § 13-10-91, City shall not enter into a contract for the physical performance of services unless: (1) Consultant shall provide evidence on City -provided forms, attached hereto as Exhibits "D" and "E" (affidavits regarding compliance with the E - Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and Consultant's subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. 5 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period, or (2) Consultant provides evidence that it is not required to provide an affidavit because it is an individual (not a company) licensed pursuant to Title 26 or Title 43 or by the State Bar of Georgia and is in good standing. Consultant hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "D", and submitted such affidavit to City or provided City with evidence that it is an individual not required to provide such an affidavit because it is licensed and in good standing as noted in sub -subsection (2) above. Further, Consultant hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IBCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02. In the event Consultant employs or contracts with any subcontractor(s) in connection with the covered contract, Consultant agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13-10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "E", which subcontractor affidavit shall become part of the Consultant/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit because it is an individual licensed and in good standing as noted in sub -subsection (2) above. If a subcontractor affidavit is obtained, Consultant agrees to provide a completed copy to City within five (5) business days of receipt from any subcontractor. Where Consultant is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the City Manager or his/her designee shall be authorized to conduct an inspection of Consultant's and Consultant's subcontractors' verification process at any time to determine that the verification was correct and complete. Consultant and Consultant's subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. Further, where Consultant is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the City Manager or his/her designee shall further be authorized to conduct periodic inspections to ensure that no City Consultant or Consultant's subcontractors employ unauthorized aliens on City contracts. By entering into a contract with City, Consultant and Consultant's subcontractors agree to cooperate with any such investigation by making their records and personnel available upon reasonable notice for inspection and questioning. Where Consultant or Consultant's subcontractors are found to have employed an unauthorized alien, the City Manager or his/her designee may report same to the Department of Homeland Security. Consultant's failure to cooperate with the investigation may be sanctioned by termination of the Agreement, and Consultant shall be liable for all damages and delays occasioned by City thereby. Consultant agrees that the employee -number category designated below is applicable to Consultant. [Information only required if a contractor affidavit is required pursuant to O.C.G.A. 13-10-91.1 500 or more employees. 100 or more employees. Fewer than 100 employees. Consultant hereby agrees that, in the event Consultant employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, Consultant will secure from the subcontractor(s) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of state and federal law, and shall be construed to be in conformity with those laws. (1) Records: (a) Books, records, documents, account legers, data bases, and similar materials relating to the Work performed for City under this Agreement ("Records") shall be established and maintained by Consultant in accordance with applicable law and requirements prescribed by City with respect to all matters covered by this Agreement. Except as otherwise authorized or required, such Records shall be maintained for at least three (3) years from the date that final payment is made to Consultant by City under this Agreement. Furthermore, Records that are the subject of audit findings shall be retained for three (3) years or until such audit findings have been resolved, whichever is later. (b) All costs claimed or anticipated to be incurred in the performance of this Agreement shall be supported by properly executed payrolls, time records, invoices, contracts, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents pertaining in whole or in part to this Agreement shall be clearly identified and readily accessible. (2) Reports and Information: Upon request, Consultant shall furnish to City any and all Records in the form requested by City. All Records provided electronically must be in a format compatible with City's computer systems and software. (3) Audits and Inspections: At any time during normal business hours and as often as City may deem necessary, Consultant shall make available to City or City's representative(s) for examination all Records. Consultant will permit City or City's representative(s) to audit, examine; and make excerpts or transcripts from such Records. Consultant shall provide proper facilities for City or City's representative(s) to access and inspect the Records, or, at the request of City, shall make the Records available for inspection at City's office. Further, Consultant shall permit City or City's representative(s) to observe and inspect any or all of Consultant's facilities and activities during normal hours of business for the purpose of evaluating Consultant's compliance with the terms of this Agreement. In such instances, City or City's representative(s) shall not interfere with or disrupt such activities. L. Ethics Code: Conflict of Interest. Consultant agrees that it shall not engage in any activity or conduct that would result in a violation of the City of Milton Code of Ethics or any other similar law or regulation. Consultant certifies that to the best of its knowledge no circumstances exist which will cause a conflict of interest in performing the Work. Should Consultant become aware of any circumstances that may cause a conflict of interest during the Tenn of this Agreement, Consultant shall immediately notify City. If City determines that a conflict of interest exists, City may require that Consultant take action to remedy the conflict of interest or terminate the Agreement without liability. City shall have the right to recover any fees paid for services rendered by Consultant when such services were performed while a conflict of interest existed if Consultant had knowledge of the conflict of interest and did not notify City within five (5) business days of becoming aware of the existence of the conflict of interest. Consultant and City acknowledge that it is prohibited for any person to offer, give, or agree to give any City employee or official, or for any City employee or official to solicit, demand; accept, or agree to accept from another person, a gratuity of more than nominal value or rebate or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contract or subcontract, or to any solicitation or proposal therefor. Consultant and City further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub -consultant under a contract to the prime Consultant or higher tier sub - consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. M. Confidentiality. Consultant acknowledges that it may receive confidential information of City and that it will protect the confidentiality of any such confidential information and will require any of its subcontractors, consultants, and/or ,staff to likewise protect such confidential information. Consultant agrees that confidential information it learns or receives or such reports, information, opinions or conclusions that Consultant creates under this Agreement shall not be made available to, or discussed with, any individual or organization, including the news media, without prior written approval of City. Consultant shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City information whether specifically deemed confidential or not. Consultant acknowledges that City's disclosure of documentation is governed by Georgia's Open Records Act, and Consultant further acknowledges that if Consultant submits records containing trade secret information, and if Consultant wishes to keep such records confidential, Consultant must submit and attach to such records an affidavit affirmatively declaring that specific information in the records constitutes trade secrets pursuant to Article 27 of Chapter I of Title 10, and the Parties shall follow the requirements of O.C.G.A. § 50-18-72(a)(34) related thereto. N. Key Personnel. All of the individuals identified in Exhibit "B", attached hereto, are necessary for the successful completion of the Work due to their unique expertise and depth and breadth of experience. There shall be no change in Consultant's Project Manager or members of the Project team, as listed in Exhibit "B", without written approval of City. Consultant recognizes that the composition of this team was instrumental in City's decision to award the Work to Consultant and that compelling reasons for substituting these individuals must be demonstrated for City's consent to be granted. Any substitutes shall be persons of comparable or superior expertise and experience. Failure to comply with the provisions of this paragraph shall constitute a material breach of Consultant's obligations under this Agreement and shall be grounds for termination. O. Meetings. Consultant is required to meet with City's personnel, or designated representatives, to resolve technical or contractual problems that may occur during the Term of this Agreement at no additional cost to City. Meetings will occur as problems arise and will be coordinated by City. City shall inform Consultant's Representative of the need for a meeting and of the date, time and location of the meeting at least three (3) full business days prior to the date of the meeting. Face-to-face meetings are desired. However, at Consultant's option and expense, a conference call meeting may be substituted. Consistent failure to participate in problem resolution meetings, two consecutive missed or rescheduled meetings, or failure to make a good faith effort to resolve problems, may result in termination of this Agreement for cause. P. Authority to Contract. The individual executing this Agreement on behalf of Consultant covenants and declares that it has obtained all necessary approvals of Consultant's board of directors, stockholders, general partners, limited partners or similar authorities to simultaneously execute and bind Consultant to the terms of this Agreement, if applicable. Q. Ownership of Work. All reports, designs, drawings, plans, specifications, schedules, work product and other materials, including, but not limited to, those in electronic form, prepared or in the process of being prepared for the Work to be performed by Consultant ("Materials") shall be the property of City, and City shall be entitled to full access and copies of all Materials in the form prescribed by City. Any Materials remaining in the hands of Consultant or subcontractor upon completion or termination of the Work shall be delivered immediately to City whether or not the Project or Work is commenced or completed; provided, however, that Consultant may retain a copy of any deliverables for its records. Consultant assumes all risk of loss, damage or destruction of or to Materials. If any Materials are lost; damaged or destroyed before final delivery to City, Consultant shall replace them at its own expense. Any and all copyrightable subject matter in all Materials is hereby assigned to City, and Consultant agrees to execute any additional documents that may be necessary to evidence such assignment. R. Nondiscrimination. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C'. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6.102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, Consultant, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed or belief, political affiliation, national origin, gender, age or disability. In addition, Consultant agrees to comply with all applicable implementing regulations and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. Q. Consultants Assisting with Procurement. As required by O.C.G.A. § 36-80-28, if the Agreement requires the Consultant to prepare, develop, or draft specifications or requirements for a solicitation (including bids, requests for proposals, procurement orders, or purchase orders) or to serve in a consultative role during a bid or proposal evaluation or negotiation process: (a) the Consultant shall avoid any appearance of impropriety and shall follow all ethics and conflict-of-interest policies and procedures of the City; (b) the Consultant shall immediately disclose to the City any material transaction or relationship, including, but not limited to, that of the Consultant, the Consultant's employees, or the Consultant's agents or subsidiaries, that reasonably could be expected to give rise to a conflict of interest, including, but not limited to, past, present, or known prospective engagements, involvement in litigation or other dispute, client relationships, or other business or financial interest, and shall immediately disclose any material transaction or relationship subsequently discovered during the pendency of the Agreement; and (c) the Consultant agrees and acknowledges that any violation or threatened violation of this paragraph may cause irreparable injury to the City, entitling the City to seek injunctive relief in addition to all other legal remedies. S. Federal Requirements. In order to enable the City to comply with applicable grant funding requirements, Consultant shall comply with the requirements set forth in Exhibits "H.1" - "H.2", attached hereto and incorporated herein. A. Right of Entry. City shall provide for right of entry for Consultant and all necessary equipment as required for Consultant to complete the Work; provided that Consultant shall not unreasonably encumber the Project site(s) with materials or equipment. B. City's Representative. Shubha Jangam shall be authorized to act on City's behalf with respect to the Work as City's designated representative on this Project. ►� r� ENV [11a A. For Convenience. City may terminate this Agreement for convenience at any time upon providing written notice thereof at least seven (7) calendar days in advance of the termination date. B. For Cause. Consultant shall have no right to terminate this Agreement prior to completion of the Work, except in the event of City's failure to pay Consultant within thirty (30) calendar days of Consultant providing City with notice of a delinquent payment and an opportunity to cure. In the event of Consultant's breach or default under this Agreement, City may terminate this Agreement for cause. City shall give Consultant at least seven (7) calendar days' written notice of its intent to terminate for cause and the reasons therefor. If Consultant fails to cure the breach or default within that seven (7) day period, or otherwise remedy the breach or default to the reasonable satisfaction of City, then City may, at its election: (a) in writing terminate the Agreement in whole or in part; (b) cure such default itself and charge Consultant for the costs of curing the default against any sums due or which become due to Consultant under this Agreement; and/or (c) pursue any other remedy then available, at law or in equity, to City for such default. C. Statutory Termination. If the City's payment obligations continue beyond the calendar year in which this Agreement is executed, the Parties agree that this Agreement, as required by O.C.G.A. § 36-60-13, shall terminate absolutely and without further obligation on the part of City on December 31 each calendar year of the Term, and further, that this Agreement shall automatically renew on January 1 of each subsequent calendar year absent City's provision of written notice of non -renewal to Consultant at least five (5) days prior to the end of the then current calendar year. Title to any supplies, materials, equipment, or other personal property (to the extent any transfers under this Agreement) shall remain in Consultant until fully paid for by City. Further, this Agreement shall terminate immediately and absolutely at such time as appropriated or otherwise unobligated funds are no longer available to satisfy the obligation of City. D. Palment Upon Termination. Upon termination, City shall provide for payment to Consultant for services rendered and, where authorized, expenses incurred prior to the termination date; provided that, where this Agreement is terminated for cause, City may deduct from such payment any portion of the cost for City to complete (or hire someone to complete) the Work, as determined at the time of termination, not otherwise covered by the remaining unpaid Maximum Contract Price. E. Conversion to Termination for Convenience. If City terminates this Agreement for cause and it is later determined that City did not have grounds to do so, the termination will be converted to and treated as a termination for convenience under the terms of Section VI(A) above, F. Requirements Upon Termination. Upon termination, Consultant shall: (1) promptly discontinue all services, cancel as many outstanding obligations as possible, and not incur any new obligations, unless the City directs otherwise; and (2) promptly deliver to City all data, drawings, reports, summaries, and such other information and materials as may have been generated or used by Consultant in performing this Agreement, whether completed or in process, in the form specified by City. G. Reservation of Rights and Remedies. The rights and remedies of City and Consultant provided in this Article are in addition to any other rights and remedies provided under this Agreement or at law or in equity. H. Survival. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, confidentiality obligations and insurance maintenance requirements. I. Suspension. If a source of grant funding suspends funding for this Agreement under the terms of the applicable grant agreement, the City shall have the right to similarly require Consultant to suspend performance until a determination regarding resumption of funding or cancellation of the Agreement can be made. A. Entire Agreement. This Agreement, including any exhibits hereto, constitutes the complete agreement between the Parties and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter of this Agreement. No other agreement, statement or promise relating to the subject matter of this Agreement not contained in this Agreement (other than subsequent, valid Change Orders) shall be valid or binding. This Agreement may be modified or amended only in a writing signed by representatives of both Parties with appropriate authorization. B. Successors and Assigns. Subject to the provision of this Agreement regarding assignment, this Agreement shall be binding on the heirs, executors, administrators, successors and assigns of the respective Parties. C. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without regard to choice of law principles. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, or the U.S. District Court for the Northern District of Georgia — Atlanta Division, and Consultant submits to the jurisdiction and venue of such court. D. Captions and Severability. All headings herein are intended for convenience and ease of reference purposes only and in no way define, limit or describe the scope or intent thereof, or of this Agreement, or in any way affect this Agreement. Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible as if this Agreement had been executed with the invalid portion hereof eliminated, it being the intention of the Parties that they would have executed the remaining portion of this Agreement without including any such part, parts, or portions that may for any reason be hereafter declared in valid.. E. Business License. Prior to commencement of the Work to be provided hereunder, Consultant shall apply to City for a business license, pay the applicable business license fee, and maintain said business license during the Term of this Agreement, unless Consultant provides evidence that no such license is required. F. Notices. (1) Communications Relating to Dal -to -Day Activities. All communications relating to the day-to-day activities of the Work shall be exchanged between City's Representative (named above) for City and Consultant's Representative (named above) for Consultant. (2) Official Notices. All other notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received, and shall be effective, when: (1) personally delivered, or (2) on the third day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith. NOTICE TO CITE' shall be sent to: Procurement Manager City of Milton, Georgia 2006 Heritage Walk Milton, Georgia 30004 NOTICE TO CONSULTANT shall be sent to: AppZoro Technologies, Inc. Attn: Sam Agarwal 1730 Cumberland Point Dr, Ste 12 Marietta, GA 30067 G. Waiver of Agreement. No failure by City to enforce any right or power granted under this Agreement, or to insist upon strict compliance by Consultant with this Agreement, and no custom or practice of City at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect City's right to demand exact and strict compliance by Consultant with the terms and conditions of this Agreement. Further, no express waiver shall affect any Term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. H. Survival. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, confidentiality obligations and insurance maintenance requirements. I. No Third Party Rights. This Agreement shall be exclusivelyfor the benefit of the Parties and shall not provide any third parties with any remedy, claim, liability, reimbursement, cause of action or other right. J. Sovereign Iimmunity; Ratification. Nothing contained in this Agreement shall be construed to be a waiver of City's sovereign immunity or any individual's qualified, good faith or official immunities. Ratification of this Agreement by a majority of the Mayor and City Council shall authorize the Mayor to execute this Agreement on behalf of City. K. No Personal Liability. Nothing herein shall be construed as creating any individual or personal liability on the part of any of City's elected or appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys or volunteers. No such individual shall be personally liable to Consultant or any successor in interest in the event of any default or breach by City or for any amount which may become due to Consultant or successor or on any obligation under the terms of this Agreement. Likewise, Consultant's performance of services under this Agreement shall not subject Consultant's individual employees, officers, or directors to any personal contractual liability, except where Consultant is a sole proprietor. The Parties agree that, except where Consultant is a sole proprietor, their sole and exclusive remedy, claim, demand or suit for contractual liability shall be directed and/or asserted only against Consultant or City, respectively, and not against any elected or appointed official, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys and volunteers. L. Counterparts; Agreement Construction and Interpretation. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. Consultant represents that it has reviewed and become familiar with this Agreement and has notified City of any discrepancies, conflicts or errors herein. In the event of a conflict in the terms of this Agreement and/or the exhibits attached hereto, the terms most beneficial to City shall govern. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the interest of brevity, the Agreement may omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. Words or terms used as nouns in the Agreement shall be inclusive of their singular and plural forms, unless the context of their usage clearly requires contrary meaning. M. Force Majeure, Neither City nor Consultant shall be liable for its respective non - negligent or non -willful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a failure to perform) any of its respective duties or obligations under this Agreement or for any delay in such performance due to: (i) any cause beyond its respective reasonable control; (ii) any act of God; (iii) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (iv) earthquake, fire, explosion or flood; (v) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of Consultant; (vi) delay or failure to act by any governmental or military authority; or (vii) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection or invasion. In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. N. Material Condition. Each term of this Agreement is material, and Consultant's breach of any term of this Agreement shall be considered a material breach of the entire Agreement and shall be grounds for termination or exercise of any other remedies available to City at law or in equity. IN WITNESS WHEREOF City and Consultant have executed this Agreement, effective as of the Effective Date first above written. WA, MIN 11 1C. UNIMETTV1 Owl I Signature: Print Name: Title: PresidentNice President (Corporation) [CORPORATE SEAL] (required if corporation) Attest/Witness: Signature: _ Print Name: Title: (Assistant) Corporate Secretary (required if corporation) By: Joe Lockwood, Mayor [CITY SEAL] Signature: Print Name: _ Title: City Clerk Approved as to form: City Attorney EXHIBIT "A" HOME OF'THFRFV(<1I1P,I,T, r111' . CITY OF MILTON MILTON* INVITATION TO BID ESTABLISI IED 2M, (THIS IS NOT AN ORDER) Bid Number: Project Name: 20-CD04 Walking School Bus Smartphone Application Development Due Date and Time: City of Milton February 20, 2020 Number of Pages: 52 Local Time: 2:00pm Special Instructions: ISSUING DEPARTMENT INFORMATION Issue Date: February 7, 2020 City of Milton Community Development Department 2006 Heritage Walk Milton, GA 30004 Phone: 678-242-2500 Fax: 678-242-2499 Website: www.cityofmiltonga.us INSTRUCTIONS TO BIDDERS Return Submittal to: Mark Face of Envelope/Package: Bidder Phone Number: Bid Number: 20-CD04 City of Milton Name of Company or Firm Attn: Honor Motes, Purchasing Office BID RESPONSE Special Instructions: 2006 Heritage Walk Milton, GA 30004 Deadline for Written Questions February 11, 2020 at 5:00 pm Email questions to Honor Motes at honor. motes@cit ofmilfon ga. us BIDDERS MUST COMPLETE THE FOLLOWING Bidder Name/Address: Authorized Bidder Signatory: (Please print name and sign in ink) Bidder Phone Number: Bidder FAX Number: Bidder Federal I.D. Number: Bidder E-mail Address: BIDDERS MUST RETURN THIS COVER SHEET WITH BID RESPONSE ITB 20-CD04 1 I Page Topic _ Page Invitation to Bid 3 Schedule of Events 5 Bidding Instructions (What must be submitted) 6 Insurance Requirements 7 Bid Form and Addenda Acknowledgement 10 Qualifications Signature and Certification 12 List of Subcontractors 13 Contractor Affidavit and Agreement (eVerify) 14 Disclosure Form 15 Project Specifications 16 Bid Submittal Form 22 Sample Contract Agreement 23 ITB 20-CD04 2 1 Page Invitation to Bid 20-CD04 The City of Milton is accepting sealed bids from qualified firms for the Walking School Bus Smart phone Application Development. All bidders must comply with all general and special requirements of the bid information and instructions enclosed herein. Sealed bids will be received no later than 2:00 PM Local Time on February 20, 2020. Sealed bids shall be submitted to: City of Milton Attn: Honor Motes, Purchasing Office, 2006 Heritage Walk Milton, GA 30004. At approximately 2:05 PM Local Time on the last day bids are received the bids will be publicly opened and the bidder's name and total bid amount will be read aloud at: City of Milton City Hall, 2006 Heritage Walk, Milton, GA 30004. Bids received after the above time or in any location other than the Purchasing Office will not be accepted. Bids shall be presented in a sealed envelope with the bid number (20-CD04) and the name of the company or firm submitting clearly marked on the outside of the envelope. ONE (1) ORIGINAL (PAPER) AND TWO (2) COPIES (PAPER) AND A PDF COPY OF THE BID ON CD or FLASH DRIVE MUST BE SUBMITTED. Bids will not be accepted verbally, by fax, or email. Questions must be in writing. For questions, please email Honor Motes at honor.motes@cityofmiitonga.us. Deadline for questions is February 11, 2020 at 5:00pm. Official answers to questions and potential changes to the ITB (Addendums) will be posted at the same web locations as the ITB on or about February 13, 2020. Any other form of interpretation, correction, or change to this ITB will not be binding upon the City. It is the bidder's responsibility to check the websites for potential updates. Please refer to Bid (20- CD04) and bid name (Walking School Bus Smartphone Application Development) when requesting information. The City of Milton reserves the right to reject any or all bids and to waive technicalities and informalities, and to make award in the best interest of the City of Milton. The selected contractor must be able to start work within ten (10) calendar days after the "Notice to Proceed" is issued. The time of completion for the project is to be determined prior to the issuance of the "Notice to Proceed." ITB 20-CD04 3 1 Page *Important to remember when submitting digital files: 1. Mark all CD's or Flash Drives with Bidder's name and ITB number and title. 2. All digital files must be in either (unless otherwise specified within this document): a. Microsoft Office file format or b. Portable Document Format (PDF). 3, Use caution in creating the electronic files. If the City is unable to open files due to data -corruption, password or encryption error, etc., the Bidder's proposal may be considered incomplete. 4. TE: All digital copies must include exactly the same information as provided in the hard copy "Original ITB 20-CD04 4 1 Page SCHEDULE OF EVENTS FOR REFERENCE ONLY - DO NOT SUBMIT WITH BID RESPONSE EVENT ITB Issue Date DATE February 7, 2020 Deadline for Receipt of Written Questions 5 PM on February 11, 2020 Posting of Written Answers by City to Websites on or about February 13, 2020 ITB DUE No Later than 2:00 PM on February 20, 2020 Tentative Contract Award (on/about) Notice to Proceed (on/about) March 2, 2020 To be coordinated with the Contractor NOTE: PLEASE CHECK THE CITY WEBSITE (htfp://www.cityofmgtonga.us) FOR ADDENDA AND SCHEDULE UPDATES. ITB 20-CD04 5 1 Page FAILURE TO RETURN THE FOLLOWING BID DOCUMENTS COULD RESULT IN THE BID BEING DEEMED NON-RESPONSIVE AND BEING REJECTED: Item Description Po (s) 1 Filled out and Signed Invitation to Bid (Cover Sheet) 1 2 Bid Form and Addenda Acknowledgement (2 pages) 10-11 3 Qualifications Signature and Certification 12 4 List of Subcontractors 13 5 Contractor Affidavit and Agreement (eVerify) 14 b Disclosure Form 15 7 Bid Submittal Form 22 The purpose of this solicitation is to enter into a lump sum price "purchasing contract" with one firm to be the primary supplier of the Walking School Bus Smartphone Application Development, ITB 20-CD04. No specification expressed or implied shall be construed as any type of restrictive specification that would limit competition. Unless clearly shown as "no substitute" or any words to that effect, any items in these contract documents which have been identified, described or referenced by a brand name or trade name are for reference only. Such identification is intended to be descriptive but not restrictive and is to indicate the general quality and characteristics of products that may be offered. Each bid item for which an equivalent item is proposed must be individually identified on the bid sheet with the following information: brand name, model or manufacturer's number or identification regularly used in the trade. Photographs, specifications and cut sheets shall be provided of the proposed alternative. The City shall be the sole judge of the suitability of the proposed alternative and may consider function, design, materials, construction, workmanship, finishes, operating features, overall quality, local service facilities, warranty terms and service or other relevant features. The City reserves the right to cancel the contract at any time with 30 days written notice. ITB 20-CD04 6( Page Title to any supplies, materials, equipment or other personal property shall remain the Contractors until fully paid for by the City. All items to be bid FOB, Milton, Georgia. No sales taxes are to be charged. The City intends to evaluate the ITB on the lowest, responsible, and responsive bidder. Bids may be found nonresponsive at any time during the evaluation or contract process: if any of the required information is not provided; the submitted price is found to be inadequate; or the proposal is not within the specifications described and required in the ITB. If a bid is found to be non- responsive or non-qualified, it will not be considered further. All qualified bidders will receive consideration without regard to age, handicap, religion, creed or belief, political affiliation, race, color, sex or national origin. The City hereby notifies all bidders that it will affirmatively ensure that disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation. The Contractor shall maintain commercially -reasonable policies of insurance from licensed companies with an A.M. Best Rating A-6 or higher. Insurance shall provide workers' compensation coverage (as required by law), technology errors & omissions insurance (at least $100,000); and cyber liability insurance (at least $500,000). Reasonable exceptions to these requirements will be considered if proposed during the question/answer phase. The costs for developing and delivering responses to this ITB and any subsequent presentations of the proposal as requested by the City are entirely the responsibility of the bidder. The City is not liable for any expense 'incurred by the ITB 20-CD04 7 1 Page bidder in the preparation and presentation of their proposal. All materials submitted in response to this ITB become the property of the City of Milton. CERTIFICAIONS REGARDING j O ' F INTEREST, TAX DELINQUENCY, LOBBYING By submitting a proposal, each firm certifies that to the best of its knowledge no circumstances exist which will cause a conflict of interest in performing the services required by this ITB, that no employee of the City, nor any member thereof, nor any public agency or official affected by the proposed contract for services has any pecuniary interest in the business of the firm or its subcontractor(s), and that no person associated with the firm or its subcontractor(s) has any interest that would conflict in any manner or degree with the performance of the proposed contract. By submitting a proposal, the bidder certifies the accuracy of the following two statements: (1) The bidder represents that it is not a corporation that has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. (2) The bidder represents that it is not a corporation that was convicted of a criminal violation under any Federal law within the preceding 24 months. By submitting a proposal, the bidder certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the bidder, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, Loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form -LLL, "Disclosure Form to Report Lobbying," ITB 20-CD04 8( Page in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all sub -awards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all sub -recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.. ITB 20-CD04 9 1 Page I LTCB Nj'l� ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID FORM and ADDENDA ACKNOWLEDGEMENT TO: PURCHASING OFFICE CITY OF MILTON MILTON, GEORGIA 30004 Ladies and Gentlemen: In compliance with your Invitation To Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Milton, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for: Bid Number 20-CD04 Walking School Bus Smartphone Application Development The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Milton in full conformance with the Contract Documents. The Bidder agrees that the cost of any work performed, materials furnished, services provided, or expenses incurred, which are not specifically delineated in the Contract Documents, but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid. The Bidder further proposes and agrees hereby to promptly commence the Work with adequate forces within ten (10) calendar days from the Notice to Proceed, and to complete all Work as scheduled. Bidder acknowledges receipt of the following addenda: Addendum No. Date viewed ITB 20-CD04 10 1 Page MILTON -1� ESTABLISHED 2006 Bidder further declares that the full name and resident address of Bidder's Principal is as follows: Signed, sealed, and dated this day of 20. Bidder (Seal) Company Name Bidder Mailing Address: Signature: Print Name: Title: ITB 20-CD04 11 1 Page I TC-) NT ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] QUALIFICATIONS SIGNATURE AND CERTIFICATION I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, including but not limited to Title 32, Chapter 4, Article 4, Part 2 and Sections 45-10-20 et seq. have not been violated and will not be violated in any respect. Authorized Signature Print/Type Name. Print/Type Company Name Here CORPORATE CERTIFICATE I, , certify that I am the Secretary of the Corporation named as Contractor in the foregoing bid; that who signed said bid in behalf of the Contractor, was then (title) of said Corporation; that said bid was duly signed for and in behalf of said Corporation by authority of its Board of Directors, and is within the scope of its corporate powers; that said Corporation is organized under the laws of the State of This (Signature) day of 20 (Seal) ITB 20-CD04 12 1 Page I LTCB► ►� ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] LIST OF SUBCONTRACTORS I do , do not , propose to subcontract some of the work on this project. I propose to Subcontract work to the following subcontractors: Company Name:. ITB 20-CD04 13 1 Page MILTON ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13- 10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: eVerify Number Date of Authorization Name of Contractor Walking School Bus Application Development Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on _, 201 _ in (city), (state). Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF 201. NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: ITB 20-CD04 14 1 Page M I LTON it ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] DISCLOSURE FORM This form is for disclosure of campaign contributions and family member relations with City of Milton officials/employees. Please complete this form and return as part of your bid package when it is submitted. Name of Bidder Name and the official position of the Milton Official to whom the campaign contribution was made (Please use a separate form for each official to whom a contribution has been made in the past two (2) years.) List the dollar amount/value and description of each campaign contribution made over the past two (2) years by the Applicant/Opponent to the named Milton Official. Amount/Value Description Please list any family member that is currently (or has been employed within the last 9 months) by the City of Milton and your relation: ITB 20-PW02 15 1 Page The City of Milton, Georgia was chosen to receive Grant Funding from the Georgia Smart Communities Challenge Program for its project in May 2019. Milton's smart community project involves making routes to school safer and smarter. To support this objective, the City wishes to build a smartphone app that will be used in the Crabapple area to increase walkability to the three schools in that area. For this project the City is partnering with researchers from Georgia Institute of Technology's (Ga -Tech) School of Civil and Environmental Engineering. The City is seeking software developers to build the above-mentioned smartphone app. The qualified software developer would possess the resources and technical expertise to complete the tasks specified in this scope of work. The developer will undertake the following three main tasks for development of the smartphone app: 1. Build a smartphone app compatible with the iOSTm and Android TM systems (latest version as well as the last 2 recent versions of iOS and Android) with the following key features: a. Secure registration and Login to the app for users b. Different access levels for different user types c. Grouping and regrouping of users d. Scheduling capability inside the app e. GPS tracking of app user designated "WSB driver" f. Display position of student's WSB g. Display maps with set routes and stops; maps should be zoomable and show location of current device (if available) h. Push notification (from School or City) and reminder (from app) capability i. Data logging and retrieval capability (to support research) 2. Testing the App a. Manual testing inhouse b. Support consumer testing c. Security audit of code and basic security testing 3. Support, update and maintain the App for one year after delivery a. Backend databases for app ITB 20-PW02 16 1 Page b. Secure back up of logs and databases c. Maintenance and support in case of app malfunction/bug Project Understanding The developer will build a smartphone app under the supervision of Milton's project management team. This app will be used by the parents with students attending three Fulton County Schools located in the Crabapple area in the City of Milton. The concept of the app is to provide a digital platform for parents to easily connect and create walking groups with designated volunteer supervisors. Supervisors would then walk the students to and from the school. Each walking trip is likely to have different supervisors from the parent volunteer pool. Parents will be able to contact and track the appropriate supervisor for an ongoing or upcoming walk -trip through this app. The developer will work closely with the project management team to identify the business and functional requirements of the app before the start of development. The project management team will conduct community engagement and will provide feedback to the developer regarding components and ideas relevant to the app. The developer will meet (in-person or over the phone) with the project management team every two weeks to provide progress status. The following tasks are required to be performed by developer for making of this app. A tentative meeting schedule is also provided for reference. The app should be available in a pilot version to test approximately in 14-16 weeks of beginning of the project. The official launch of the app will be at the beginning of School Year 2020-21 (August 2020). The app should be fully functional by August 2020 for parents to use. No information developed as part of this project should be proprietary or restricted and it should be maintained as open source. (If not open source, all necessary licenses/rights to use any background intellectual property must be acquired, so that the proposed project can be made available to the public at no cost.) The app must have sufficient security features to protect the information of its users. Required u lific ti ns ® Expertise on HTML5 or cross platform mobile development ® Experience with cross -platform mobile solutions design and development ® Proven track record of successful smartphone application project delivery ® Rigorous quality assurance (QA) testing before "Go -Live" events ® Collaborative, transparent and communicative business processes ® Experience with Apple@ App Store and Google Play Store approval process ® In-house native app developers and graphic design resources ® Experience with short delivery timeline ITB 20-PW02 17 1 Page 2 reference letters from past job or client ® Evidence of smart phone app production completed in past 2 years Use Case Parents of students in Crabapple Elementary, Northwestern Middle and Milton Highschool get an invitation -only email to sign-up for the app. Then a parent registers himself/herself and his/her student in the app. Parent's email is validated through Fulton County Schools to complete the registration. Ahead of their walk to school, the parent logs -in to look for a preexisting group in the neighborhood scheduled to walk. If the desired group is found, the parent can assign his/her student to that group. Group supervisor gets a notification and parent gets supervisor's information. Number of students per supervisor will be limited. Parents can create a new group and be the supervisor of that group. There can be maximum 20 groups within a neighborhood. Before the walk begins the members can see the designated stop locations on the map in the app. In addition,: they receive notifications about the time they should be at the stop to catch the group. In an ideal situation, supervisor walks towards the school collecting assigned students. The app could optimize the route for the supervisor based on the location of students in that neighborhood. In the app, Supervisor confirms the arrival/presence of each student at the stop and confirms arrival of the group at school with push button in the app. Parents can take turn to be supervisor of the same group. Parents can change the group association of their students anytime they want. Parents can assign their kids to many different groups,if necessary. Stakeholders Parents will be using the app and they will be providing feedback to .the City of Milton staff that are part of project team. The team will also get input from the school district and teachers. Project team members will be responsible for decision making in the app development. ITB 20-PW02 18 1 Page Task 1 The software development team will work with the project team to establish the structure/wireframe for the app as wells as establish the business and functional requirements for the app including graphics, data security and privacy, etc. The software development team will engage the project team to gain feedback throughout the development process. Software developers will work with the City's GIS team to obtain information that needs to be incorporated in the maps in the app. Crh,nrli ilA of Tack 1 Meeting type Time frame Tasks to be completed App making meeting 1 Week 1 Set the structure and App making meeting 8 Week 17 vocabulary App making meeting 2 Week 3 Check on user log -in and App making meeting 10 Week 21 re istration part App making meeting 3 Week 6 Check on graphics and security App making meeting 4 Week 9 Check on grouping and tracking App making meeting 5 Week 12 Work on Notifications and Safe routes maps App making meeting 6 Week 14 Check on completeness and Preliminary testing Task 2 Software development team will conduct testing of the app in parts and in full as it is being built. Before the end of school year 2019-20, the app may be made available to a select group of parents for pilot testing. Software developer will provide reasonable support for testing by the pilot group which might require some limited direct customer service. Cr'hPrll don of Tnck 7 Meeting type Time frame Tasks to be completed App making meeting 7 Week 15 Inhouse testing review App making meeting 8 Week 17 Consumer testing review App making meeting 9 Week 19 Review of routes App making meeting 10 Week 21 Update function after testing ITB 20-PW02 19 1 Page Task 3 Software development team will maintain and backup the database for the app during development. The developer will support the City in updating and maintaining the app for one year post -delivery. The developer should also provide an Application Programming Interface (API) after the app is developed in order to allow for future interoperability. SrhPrli iIP of Track Meeting type Time frame Tasks to be completed App making meeting 11 Week 22 Getting ready to launch the app App making meeting 12 Week 23 Customer service plan App making meeting 13 Week 28 Review and report App making meeting 14 Week 32 Update and backup Ian Additional services Additional services such as addition or upgrading may be performed on request of the City. Developer may use their current hourly rate for additional services. SPECIAL PROVISIONS The contract is being funded by a federal grant, and compliance with grant requirements (as specified in the contract to be signed) is essential. PROSECUTION AND PROGRESS The City desires to have all work completed by August 1, 2020, with potential further work to update/modify the app after that. Please indicate on the Bid Sheet your projected response time and calendar days to complete the project. This information will be considered when awarding this contract. Work shall begin no later than ten (10) calendar days following the Notice to Proceed. The Contractor will mobilize with sufficient forces such that all work identified as part of this contract shall be substantially completed within the calendar days indicated on the Bid Schedule. The work will require bidder to provide all labor, administrative forces, equipment, ITB 20-PW02 20 1 Page materials and other incidental items to complete all required work. The Contractor shall provide all materials, labor, and equipment necessary to perform the work without delay until completion. The Contractor shall procure all permits and licenses, pay all charges, taxes and fees, and give all notices necessary and incidental to the due and lawful prosecution of the work. ITB 20-PW02 21 1 Page '1� MILTON ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] Bid Submittal Form - Walking School Bus Smartphone Application Development The undersigned, as bidder, declares and represents that it has examined the scope of the work and informed himself/herself fully in regard to all conditions pertaining to the work. The bidder has examined and read the Bidding Document and has satisfied himself/herself that the Bidding Document is an adequate and acceptable reflection of the work which is required to be performed and that the bidder is willing and able to perform all of the work necessary. The bidder further certifies that no additional information is required to complete the work encompassed by this bid within the cost and schedule established and agreed upon within this bidding document. In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY ADDRESS AUTHORIZED SIGNATUR PRINT / TYPE NAME TITLE Total Bid Price Print Total Bid Price Number of days to fully complete project ITB 20-PW02 22 1 Page ��, r �; � � .. � MILTON*k ESTABLISHED 2006 ACKNOWLEDGEMENT RECEIPT OF ADDENDUM #1 ITB 20-CD04 Upon receipt of documents, please email, fax or mail this page to: City of Milton Attn: Honor Motes, Purchasing Office 2006 Heritage Walk Milton, GA 30004 Phone: 678-242-2500 Fax: 678-242-2499 Email: honor.motes@cityofmiltonga.us I hereby acknowledge receipt of documents pertaining to the above referenced ITB. COMPANY NAME: CONTACT PERSON: ADDRESS: CITY: STATE: ZIP: PHONE: FAX: EMAIL ADDRESS: Signature ADDENDUM #1 Date I I P a g e I T B 2 0 - C D 0 4 Addendum # I ADDENDUM #1 ITB 20-CD04 Questions and Answers 1. Would there be control panel for the software? Yes, a separate administrative account would be necessary. 2. Students registered to multiple group with matching stop locations in between - How would the logic stand of this situation for which group student would take part in. Multiple groups could be on same/similar route to school since all roads lead to school. The parent/student will choose/subscribe to the group with which they want to travel. The selection needs to be confirmed/updated frequently. 3. Would there be dual way confirmation both from supervisor and parent for arrival of student and completion of the trips for that student? Yes. The supervisor will update the status for each child and the parent will receive confirmation in the app that the student has reached. 4. Changing supervisors of the group - What would be the standard for that would that be done from control panel as who will decide finalization of the supervisor. Parents can decide which group to join or withdraw. Supervisors are going to be parents who are volunteering for the job. They can choose not to any time they wish and dissolve the group. Notifications will go when members join or leave the group. There will be a manageable number of groups say 1-10 groups for each subdivision (depending on the size of the subdivision) with several supervisor volunteers per group. A supervisor will be assigned (voluntarily) for each day the group walks to school; each day can have a different supervisor. 5. Who will be responsible for creating, enabling and maintaining the infrastructure for development, testing and production environment? The vendor is primarily responsible for all infrastructure during the development phase. For production delivery, the vendor will either set up the backend on a Georgia Tech server or a Cloud/MBaaS server. 6. Will the city provide necessary hardware/software and logistic supplies for development? �Jo 7. Where is the database going to be hosted meant for the app? TBD 8. Are you open to having some part of work being delivered remotely? Or do you expect the development team to be collocated with your staff? Remote delivery is acceptable. Development team does not need to be on the City of Milton premises. However, a representative from the development team needs to be present for face to face meetings on a bi-weekly basis or more frequently if needed during some phases. 2 1 P a g e ITB20-CD04 Addendum 4 1 9. What support city GIS team will provide in GPS and navigation functionalities? Limited support such as providing local data and shape files. 10. We would like clarity about the navigation route for walking school bus whether the supervisor receives the students from a designated stop near their booking location or they receive them exactly from their booking location? From a designated stop. We may revisit this decision based on the customer feedback. 11. If the student is not present at the stop, is the supervisor supposed to wait or perform any action in the app? They can wait for few minutes and notify (text) the parent of student arrival or absence. 12. It is mentioned in the document that parents can assign students to multiple groups. What happens to journey of other groups if the student starts their journey with one of the assigned groups? Parents cannot assign same student to multiple groups for the same day. A student can be part of multiple group for different days. When parents have kids at elementary and middle or high school level, they can be part of different groups on the same day as departure times vary. 13. There is statement stating that parents can change the group association of their student anytime. Is our following interpretation correct? Yes a. Parents can change the group association anytime before a student is accepted by anyone of the scheduled group supervisor in their journey b. Once a student starts their journey with a supervisor, parents cannot change the association until the journey gets completed 14. Suppose a high school student stops in the middle of the journey and doesn't walk along with supervisor. What action can a supervisor take in that case? Notify (text) parent. 15. Can you please clarify about app development approach city is inclining towards? Is it native or Hybrid or cross platform mobile app development? Cross platform mobile app development is preferred but open to Native and Hybrid if required by functionality constraints. 16. Are the following statements true? a. Any parent can become a supervisor b. Every supervisor must be a parent Both are true with a condition that they are registered in the app. 17. Can you please elaborate on direct customer service in pilot phase? We plan to work with a group of parents that can use / test this app, you will have to provide customer service to them when they try to reach out for help. 18. Will students get access to the app through a separate login to view their scheduled journey? This decision is yet to be made. 31Pa`� ITB20-CD04 Addendum 41 19. Will school perform an action on mobile app when a supervisor drops/receives a group? This decision is yet to be made. 20. Are there any expectations for analytics dashboard by the school and county? Not at this time. 21. Who will define the maximum size of the group? Supervisor or school or city? Project Development Team, with the help of input from parents. 22. What will be the role of Georgia Institute of Technology's (Ga -Tech) School of Civil and Environmental Engineering? They are research patterners for this project. They will be part of Project Team that will lead the app development making decisions. 23. Are there any data compliance regulations in place or any recommendations? Since there are some personally identifiable information in the data, normal security protocols or data encryption, secure authentication, etc. are required to be followed to ensure data security. 24. In case of emergency, who will be point of contact for supervisor, parents and students? Parents and supervisors will be listed as point of contact in case of emergency in the journey. For school related emergencies the School district has its own separate emergency notification system for parents. 25. Is school going to monitor all the trips in real time and what functionalities they are expecting? We don't expect schools to monitor the trips. Any functionalities school wants may be considered after input from the school district and school principals. 26. Our firm is headquartered in INDIA and are we allowed to bid for this RFP Or Does your organization accept Bids outside of the country? Yes. We will accept a complete bid document. a) Do we need any special permissions or Specific Country Identification Number ? (Did not find such clause in RFP doc) N/A 27. Does this RFP have a clause on EMD, Insurance, Liability pre or post awarding the Bid a mandatory criteria? (Did not find such clause in RFP doc) N/A 28. Does it require a hard copy submission? Yes, as specified in the ITB document. 29. Is local presence a mandate for this project however we do understand some onsite work will be involved which we are okay with, however is it mandate to have local presence for this RFP? No. However, a few in person meetings are expected. 30. 1 am unable to locate the BID documents, so if you can send me the BID documents or give me instructions from where to download it in ENGLISH? Solicitation documents must be obtained via the BidNet Direct link on our website. This process provides an audit trail and maintains transparency. 41Page ITB20-CD04 Addendum 4 1 If you are not currently a member of BidNet Direct, it's free to join (statewide) and will alert you to solicitation opportunities not only with Milton, but with other government entities who are part of the Georgia Purchasing Group. 51Page ITB20-CDO4 Addendum #I No Text H°h,EOF CITY OF MILTON M I LTONINVITATION TO BID SI ILD 1W(. (THIS IS NOT AN ORDER) Bid Number: Project Name: 20-CD04 Walking School Bus Smartphone Application Development Due Date and Time: City of Milton February 20, 2020 Number of Pages: 52 Local Time: 2:00pm Special Instructions: I ISSUING DEPARTMENT INFORMATION I Issue Date: February 7, 2020 City of Milton Phone: 678-242-2500 Community Development Department Fax: 678-242-2499 2006 Heritage Walk Website: www.cityofmiltonga.us Milton, GA 30004 INSTRUCTIONS TO BIDDERS Return Submittal to: Mark Face of Envelope/Package: (Please print name and sign in ink) Bid Number: 20-CD04 City of Milton Name of Company or Firm Attn: Honor Motes, Purchasing Office Bidder Federal I.D. Number: g�- 5z�gg6 Special Instructions: 2006 Heritage Walk Milton, GA 30004 Deadline for Written Questions February 11, 2020 at 5:00 pm Email questions to Honor Motes at honor. motes@ciofmilton a.us BIDDERS MUST COMPLETE THE FOLLOWING Bidder Name/Addres : Aw7ov-0 ^-�. Authorized Bidder Signatory: ILI— 0 t 3,0 W""wUJ (Please print name and sign in ink) CA 30o(o�- . Bidder Phone Number: 40y LJ21S-y32— Bidder FAX Number: Aill Bidder Federal I.D. Number: g�- 5z�gg6 Bidder E-mail Address: /'1 tPZOV-0-co" l�," BIDDERS MUST RETURN THIS COVER SHEET WITH BID RESPONSE ITB 20-CD04 1 1 Page ES[ABLISI ILD 1006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID FORM and ADDENDA ACKNOWLEDGEMENT TO: PURCHASING OFFICE CITY OF MILTON MILTON, GEORGIA 30004 Ladies and Gentlemen: In compliance with your Invitation To Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Milton, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for: Bid Number 20-CD04 Walking School Bus Smartphone Application Development The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Milton in full conformance with the Contract Documents. The Bidder agrees that the cost of any work performed, materials furnished, services provided, or expenses incurred, which are not specifically delineated in the Contract Documents, but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid. The Bidder further proposes and agrees hereby to promptly commence the Work with adequate forces within ten (10) calendar days from the Notice to Proceed, and to complete all Work as scheduled. Bidder acknowledges receipt of the following addenda: Adden, V m No. Date vi wed ,-1 2 A Zt) ITB 20-CD04 10 1 Page } , > ): ESTABLISHED \, Attn:City of Milton Honor Motes,Purchasing Heritage Walk dl+c GA 3**0 Phone: 678-242-2500 Fax: 678-242-2499 referenced ITB. 2#f>Te-&W�o�d±X2<\fS» � �� COMPANY *� CONTACT PERSON: k-('� »» * f w: »«:» ADDRESS: «, <: O » `}� STATE: a. &o094-._ °� PHONE: $^ \\ ryy. MAI ADDRESS: ,_ Date I I P a g ITa20,£ D 0 4 Addendum x! ��� 1 .TCS►N 't ES MUSH ED AX16 Bidder further declares that the full name and resident address of Bidder's Principal is as follows: Signed, sealed, and dated this day of 20-W— Bidder PZoQo o n, iSeal) Company Name Bidder Mailing Address: �"�O Cc�wt� IC�+�d1 tDinl ��- r 12 Signature: (� Print Name: JCUA L -- Title: C'EU ITB 20-CD04 11 1 Page MABLISHED2006 I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the some materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, including but not limited to Title 32, Chapter 4, Article 4, Part 2 and Sections 45-10-20 et seq. have not been violated and will not be violqted in any respect. Authorized Sig Print/Type M Print/Type Company Name Her M CORPORATE CERTIFICATE P 2e-0 certify that I am the 5ecretary of the Corporation named as Contractor in fh�loregoing bid; that 'SOLM fAx.1ftW m' who signed said bid in behalf of the Contractor, was then (title) 6 C-0 of said Corporation; that said bid was duly signed for and in behalf of said Corporation by authority of its Board of Directors, and is within the scope of its corporate powers; that said Corporation is organized C W R XAIA- This 2�o day of _F". under the laws of the State of ---(Seal) (5@e6ture) 20�? ITB 20-CD04 12 1 Page MITTONIP ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] LIST OF SUBCONTRACTORS I do , do not , propose to subcontract some of the work on this project. I propose to Subcontract work to the following subcontractors: NN Company Name: ITB 20-CD04 13 1 Page MILTO N ,-IN ESTABLISHED 2006 11 111111 l: By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13- 10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: eVerify Number 30 61 Date of Authorize ion Rye I Name of Contractor Walking School Bus Aoplication Development Name of Project City of Milton, Georgia Name of Public Employer ITB 20-CDO4 I hereby declare under penalty of perjury that the foregoing is true and correct. r— '� Q1� e`� Executed on � , C 2( in 11 (city), Itt (state). Signature 9f Author' ed Officer or Agent Printed Name and Title of Authorized Officer or Agent sp'M c1 w � CEO SUBSCRIBED AND SWOR B ORE ME ON THIS THE G DAY OF Uesr 2Qap NOTARY PUBLIC ®�,�oaetaao®eP d A,SQUF®®o [NOTARY SEAL] ®®® 5� 5 NON Eia7• My Co issi Expires: (D _® G U 41 14 � p a�g°&�OUN® ®a�® 'I N'1 I LTO ESTABLISIILU 1006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] DISCLOSURE FORM This form is for disclosure of campaign contributions and family member relations with City of Milton officials/employees. Please complete this form and return as part of your bid package when it is submitted. Name of Bidder Zo f -o Te G[1(j LA (,j ,-c— 'i Name and the official position of the Milton Official to whom the campaign contribution was made (Please use a separate form for each official to whom a contribution has been made in the past two (2) years.) 0 List the dollar amount/value and description of each campaign contribution made over the past two (2) years by the Applicant/Opponent to the named Milton Official. Amount/Value Description 0 fA Please list any family member that is currently (or has been employed within the last 9 months) by the City of Milton and your relation: �� C7 NR ITB 20-PW02 15 1 Page J r M I I TO r\1 '1P ESTABLISHED 1006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] Bid Submittal Form - Walking School Bus Smartphone Application Development The undersigned, as bidder, declares and represents that it has examined the scope of the work and informed himself/herself fully in regard to all conditions pertaining to the work. The bidder has examined and read the Bidding Document and has satisfied himself/herself that the Bidding Document is an adequate and acceptable reflection of the work which is required to be performed and that the bidder is willing and able to perform all of the work necessary. The bidder further certifies that no additional information is required to complete the work encompassed by this bid within the cost and schedule established and agreed upon within this bidding document. In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY W P L' 'f -& IN ADDRESS I i3d (-UM AUTHORIZED SIGNATUR PRINT / TYPE NAME TITLE Lc; -o Total Bid Price Print Total Bid Price E J SC, M st 12 KC-V,J41�1,611V 3ob6-?- Number of days to fully complete project okm-L�-` ?C0 �14 J ITB 20-PW02 22 1 Page Milton App Timeline Appzoro Technologies INC. AppZoro Technologies Inc Estimated Timeline for Reference Total Number of days: 159 �! 1 Design Design 10 1-2 2,1 Cloud computing environment Server Setup 3 1 2.2 Connecting the resources 4 2.3 Database setup 4 2 2.4 Backend environment setup 2 2.5 SNS Setup 2 3 3.1 RDS and code setup Backend 5 2 3.2 Database Structure verification 3 3-6 3.3 Connecting apis and functions 20 3.4 Environment and libraries setup 3 3.5 Report support libraries 3 3.6 Verifying and testing 4 4.1 Login Frontend (Design & Functionality) 4 6 4.2 1 Profile 3 4.3 GroU ps 4 7 4.4 Creating group 2 4.5 Current location & maps 2 4.6 Group permissions and u dation 4 8 4.7 Maximum groups & conditions 2 4.8 lAssigning students 3 9 4.9 Setting route and timing ofgroup_ 3 4.01 Scheduling tris 2 10 4.02 Push notifications & reminders 6 4.03 Starting trip 2 11 4.04 Confirmation of students arrival and stop 3 Ma with tri route and stoplocation data 3 Histo & upcoming trips 3 12 Lo in Admin Panel 3 10 Listin of users r52 3 Activatin users 2 11 Trip history & report 4 5.5 IlDisabling users 2 12-13 5.6 Sending notifications 2 5.7 Reassigning of users to group 4 6.1 Test cases and testing Testing 15 13-16 6.2 Corrections and finalization 15 Confidential 2/19/2020 Page 1 qL AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.appzoro.com PROPOSAL Mobile Apps Design, Development and Implementation FOR USE BY CITY OF MILTON GEORGIA Prepared 02/20/20 by. AppZoro Technologies Inc. Sam Agarwal Cell'. 404-421-5432 Wr Letter of intent 02/20/20 Honor Motes City of Milton Dear Ms. Motes, AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.aypzoro.co AppZoro Technologies Inc. is pleased to provide you with this proposal for the Mobile app Design, Development, and Implementation for City of Milton, Georgia. As you'll see in this document, AppZoro's structure and capabilities align nicely with the needs expressed by Central Region Family Safety Program Office. We understand that the City of Milton, Georgia needs an application which must be all time accessible, be mobile friendly and all -device responsive, visually appealing and easy to maintain by City staffs. We also understand that all the terms stated in RFP will be incorporated in final contract and we are, willingly, ready to abide to that. AppZoro has over 20 employees focused on web development, mobile application development, frontend and backend development, cloud infrastructure and security, testing and quality assurance, and advisory services. Overall, our company strives to maintain 100% satisfaction for all of our clients. We are excited about the opportunity to work on this website project and thank you for your time and consideration. Should any questions arise, or if I can provide any additional information, please do not hesitate to contact me. Sincerely, L 11 LJ4i1(LL t ` zot Sam Agarwal AppZoro Technologies Inc. (aa2 zoro.com) 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 Office: 678.462.4034 • sam@appzoro.com 'LA Company Overview AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www,aaozoro.com AppZoro Technologies Inc. is based in Atlanta was founded in 2014 by Sam Agarwal. It has since been recognized as an industry leader in Web Solutions and Mobile App Development. We have consistently delivered quality services at affordable costs to our clients. We strive to assist start- up businesses and major enterprises reach their business goals through software development that elevates companies' business practices. With effective methods and a talented team, we offer a range of expertise in the field of Technology and Internet of Things (IoT) to help our customers innovate and launch their businesses. Our company has worked with many clients in various industries, giving us the experience to service a multitude of industries in both the public and private sector. We have completed over 40 projects working faith based organizations, car dealers, and those within the healthcare, sports, school, housing, manufacturing, technology, and entertainment industries. With our dynamic industry experience, we are sure to be able to provide Web Solutions and Software Development across most trades. AppZoro Technologies Inc. has more than 20 employees in a variety of practices areas which include: • Mobile Application Development Android iOS • Web Development • Frontend and Backend Development • Cloud Infrastructure and Security • Testing and Quality Assurance • Advisory Services Why Choose Us? AppZoro Technologies, Inc. is rated amongst the Top 5 App Developers in the Atlanta area, according to Clutch. Our skilled team of developers are ready to take your project from concept to launch. We are locally located in Atlanta, GA, which makes it easier for us to connect directly with our clients. We sit face-to-face with our clients so that they are engaged every step of the way. Having a local project manager and designer are huge advantages because we work hands on with our clients to ensure all steps of the process are completed thoroughly. AppZoro Technologies, Inc. has successfully completed over forty projects, and 90% of those projects have been in the Atlanta area. 2 M AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.aopzoro rn Within AppZoro, our model is to have a deep focus on a select group of clients whose selected technologies match up well with our capabilities. Because of this model, nothing is more important than client satisfaction. Although we strive to ensure our delivery is free of obstacles and challenges, they do arise on occasion and we do everything we can to rectify these situations promptly. We are proud to consider ourselves partners in our clients' businesses. AppZoro Technologies Inc. has not been involved and is not currently involved in any federal or state regulatory agency inquiry. Furthermore, AppZoro has not been subjected to any criminal investigation, has not had a contract (Master Services Agreement) terminated prior to normal expiration, nor been sued for breach of contract, misrepresentation, fraud, or any other form of infringement. AppZoro Technologies Inc, has far-reaching qualifications. Below is a brief summary of some of our clients relevant to this project and the type of work that we have performed for those clients. Client Name: BP -n -ME (Mercer University, College of Pharmacy) Mobile App Location: Atlanta Industry: Healthcare Project Description: AMC -n -Me is an application developed in collaboration with Mercer University for clinical research study. The study examines the improvement of medication adherence or lack thereof, when assisted by technology. AppZoro build a web based platform for physicians to monitor medication intake, vital signs, and responses of common questions about symptoms of patients. The patients have an easy to use mobile frontend app to submit their feedback. With daily/hourly reminders through push notification, the patients are reminded to submit their responses in a timely manner. This project is not for public release. Client Name: Atlanta Tech Village Mobile App (https:/Iitunes.apple.com/us/app/atlanta-tech-village-app/id1208199897?mt=8) Location: Atlanta Industry: Technology Project Description: This is the official mobile application for the Atlanta Tech Village (ATV). This is a good example of our design work as it shows how we can embed a marketing funnel into the design. When guests first interact with the app, they have an opportunity to get a holistic view of the building and how it would be beneficial to join the community. Guests can check out over 400 events a year, apply for a job, sign up for a tour, get directions, and learn how to connect 3 C AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www appzoro.com with the startup community. Members are given a special login and are able to book conference rooms, post to the ATV forum, submit help desk tickets, and more — all on the go. The app additionally grants mobile accessibility to the Atlanta Tech Village community members. More information on this blog post by ATV: https.//atlantatechvillage com/buzz/2017/03/09/the-village-has-an-app/ Client Name: Built -X Website (www.built-x.co) Location: Atlanta, GA Industry: Manufacturing Project Description: Built -X is an interactive database maintained by a unique community of industry experts where users can instantly access accurate and up-to-date contact information for millions of professionals and companies in the construction industry. This website is a good example of database architecture. This interlinking of database is to curate the best recommendations for projects uploaded on this website. This website demonstrates our skills on Database development. Since this project is open to the public, we invite you to create an account and perform searches to get a better understanding of the functionality. Client Name: CopyThat App & Website (www.copythatapp.com) Location: Atlanta, GA Industry: Film Project Description: CopyThat is a database where industry pros can network and communicate with each other faster and easier than ever before. Additionally, this has a robust web based platform for productions to manage the crew members through the app. The website allows robust functionality such as assigning tasks, creating calendars, initiating conversations, and adding locations and events as a Super Admin. The demo for this website can be presented upon request. Client Name: GetSound (www.getsound.com) Location: Atlanta, GA Industry: Healthcare Project Description: The GetSound website is a great example of our work as it facilitates the interactions between horse owners and veterinarians on the same platform. The web based infrastructure allows users to interact with one another, not just with text, but also with pictures and videos to demonstrate their problems and get feedback. The mobile app goes even further with that functionality to make edits to the video in the app platform itself and to upload a review with a voice commentary. The vets have the capability to inform or recommend other vets within the platform. With all these and many more functionalities on this website, it makes a great example for TCRPC website project to show we are capable of building complex infrastructures. Since this project is open to the public, we invite you to create an account and experiment on the website to get a better understanding of the functionality. 4 I- G� AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.ai)pzoro.com Client Name: Open on Sunday (www.oi)enonsunday.com) Location: Atlanta, GA Industry: Entertainment Project Description: Open On Sunday provides a quick, simple and secure way to transform user's artistic work into a personal currency - cash, when they need it and how they need it. Since this project is open to the public, we invite you to create an account and experiment on the website to get a better understanding of the functionality. ORGANIZATIONAL CHART (for the Talent Management Platform Project) IpnWaAGAR sldert R ** Team resumes attached in appendix (C, D, E, F) for your reference. 5 REFERENCES AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 WWW appzoro com We are pleased to share the following references. As a matter of courtesy to our clients, we do request that Central Region Family Safety Program Office schedule a time with the persons listed below prior to contacting them. ATLANTA TECH VILLAGE Karen Houghton, Vice President 3423 Piedmont Road NE, Atlanta, Georgia 30305 404-445-1525 karen.houghton@atiantatechvillage.com BEVERAGE SOLUTIONS GROUP Steve Thompson, Founder 4373 Maynardville Hwy # B, Maynardville, TN 37807 865-992-3252 info@buybsg.com TURNS FINANCING Thad Joseph, CEO 3423 Piedmont Road NE, Atlanta, GA 30305 866-748-4590 Info(a turnsfinancing.com 0 F 1 G� Milton City Exhibit A Functional Document Note Items under heading queries need further clarification Contents: 7 1. Introduction 2. Technology 2.1 Frontend 2.2 Backend 2.3 Cloud Deployment 2.4 Security 2.5 Database 3. Application 3.1 Mobile Application 3. 1.1 Registration & Validation 3.1.2 Login 3.1.3 Profile 3.1.4 Groups 3.1.5 Creating group 3.1.6 Current location & maps 3.1.7 Group permissions and updation 3.1.8 Maximum groups & conditions 3.1.9 Assigning students 3. 1.10 Setting route and timing of group 3.1.11 Scheduling trips 3.1.12 Push notifications & reminders 3.1.13 Starting trip 3.1.14 Confirmation of students arrival and stop 3.1.15 Map with trip route and stop location data 3.1.16 History & upcoming trips 3.2 Admin Panel 3.2.1 Login AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 WWW aoozoro CO 1 L 3.2.2 Listing of users 3.2.3 Activating users 3.2.4 Trip history & report 3.2.5 Disabling users 3.2.6 Sending notifications 3.2.7 Reassigning of users to group 4. Queries 1. Introduction AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.aDozoro.com This document describes the user requirement and functional specifications of Milton City project. The specifications are derived from the user needs research carried out in the first phase of the project. And the specifics mentioned in the document. The purpose of this documentation phase is to identify requirements and specifications concerning user input, system response, system data and related technology and maintenance matters. The document will provide the specifications for building the working -model of the project which will then be the subject of user tests before its subsequent implementation as a fully operating system in the target deployment period. 2. Technology This section contains a no of different elements considering the current technology best suited for the project and scalability of the platform at any point of time in future and making the best results given the time frame and development period. 2.1 Frontend The native iOS with language Swift and Android with Java would be used as the Frontend. We would be using specific native libraries for Google maps, push notifications and tracking, using the latest design and code patterns and test cases for the required modules. 2.2 Backend 8 IL — AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.avpzoro.com Showing incredible pace (close to 100% growth in use every year), Node JS has become a universal platform for web apps. Companies like PayPal, Walmart use Node for enterprise applications too. Trends building up within Node community are microservices, real-time applications, and Internet of Things (IoT). As for our communication channel in Milton City Project Node JS would be best suited to queue the messages over each channel and maintain a flow with handling and data exchange while keeping the proxies intact. 2.3 Cloud Web and mobile refers to the collection of tools and technologies required to power internet applications. AWS provides on -demand access to scalable web and application servers, storage, databases, content delivery, cache, search, and other application services that make it easier to build and run apps that deliver a great customer experience. We would be using the following architecture keeping in mind the parallel scaling of district and school websites with a common CMS as and when required to maintain a healthy and targeted architecture towards our need and controlling the traffic as required while following the ADA Compliance. [[I 't Amazon SNS 7" data encryption key J A Auto Scaling f! Amazon EC2 Amazon EBS bucket Application Load Balancer de—k I Ic _V Amazon CloudFront RDS virtual private cloud V AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.appzoro.com Increasing web use, rapid cloud adoption, and greater numbers of mobile and remote users expose your network to risk. We will enable Product to control access, protect users from threats, and secure their sensitive data. SSL is a common term when it comes to the security of a website. This is the industry standard to protect websites & its online transactions. Enabling or setting up SSL on our website makes sure the information between the browser and the website is encrypted while transferring over the internet. Keeping storage , database and server independent of each other with services like VPC, Cloudtrail will keep Barrow County to be easily compliant with all the necessary authorities and keeping data safe at all levels of communication and exchanging data between the parties. MySQL is globally renowned for being the most secure and reliable database management system used in popular web applications like WordPress, Drupal, Joomla, Facebook and Twitter. The data security and support for transactional processing that accompany the recent version of MySQL, can greatly benefit any business. MySQL features a distinct storage -engine framework that facilitates system administrators to configure the MySQL database server for a flawless performance. Whether it is an eCommerce website that receives a million queries every single day or a high-speed transactional processing system, MySQL is designed to meet even the most demanding applications while ensuring optimum speed, full -text indexes and unique memory caches for enhanced performance. This section would contain the information about the mobile apps i.e.. iOS & Android as well as the main control Admin Panel. The first part of the application would be representing the mobile application which would be represented with a splash to the users showing the application features with a slider and logo and title of the app. Users would be able to register on the app with their personal information and email and the same would be sent to the admin panel for confirmation, users won't be able to login until they 10 D AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.appzoro.com are activated via the admin panel they would be represented with a alert box while their account is under validation. Also would be selecting their user type via radio buttons while registering. 3.1.2 Login This section would allow users to login in the app via their email and password and also would be presented with a Forgot password option which will trigger a forgot password changing link to their email from where they would be able to set their new password. And the email would be sent to their registered email id. 3.1.3 Profile This section would show the users the profile where they can change their details profile image , personal information etc. related to the app. They won't be able to change their user type from their profile. 3.1.4 Groups This part would show all the groups users and supervisors are added in and each group would also show the supervisor name on the top with group name as well as route of the group with start and end location in group details. 3.1.5 Creating group Parents would be able to create new groups by adding students directly or parents can see active groups in a list . All the users can be added directly via email or by searching via name. 3.1.6 Current location & maps Current location of users would be always active inside the app which would be used to show user current location in the route and group maps. 3.1.7 Group permissions and updation • Group permissions are discussed in queries section 11 Maximum of 20 groups are allowed within a radius which is to be decided via meeting. No more than 20 groups are to be allowed nearby. Parents would be able to assign students to any group. 3.1.9 Assigning students Parents would be able to add students under their profile with their name, image and related data and can manage their students and would be responsible for accepting invitations to group and would also be able to find nearby groups and assign the students directly to the group. Group supervisors would be able to add timings of the trip to the group which would be used as a reminder later. The group would also show a map showing all the stop stop locations and upcoming trips for that group. 3.1.11 Scheduling trips Supervisors would be able to add an upcoming trip to a group which would later form a part of upcoming trips in that group history. Trip would include time, start location & end location. Push notification would be used for sending communication to user for: ® Admin communication • Trip communication ® Upcoming trips ® Students and trip updates 12 0 Ff. A kki; I AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www aoozoro.com This part would be responsible for adding or removing users in the group as well as assigning new supervisors in for that group for assigning supervisor to a group that parent should already be a part of that group. 3.1.8 Maximum groups & conditions Maximum of 20 groups are allowed within a radius which is to be decided via meeting. No more than 20 groups are to be allowed nearby. Parents would be able to assign students to any group. 3.1.9 Assigning students Parents would be able to add students under their profile with their name, image and related data and can manage their students and would be responsible for accepting invitations to group and would also be able to find nearby groups and assign the students directly to the group. 3.1.10 Setting route and timing of group Group supervisors would be able to add timings of the trip to the group which would be used as a reminder later. The group would also show a map showing all the stop stop locations and upcoming trips for that group. 3.1.11 Scheduling trips Supervisors would be able to add an upcoming trip to a group which would later form a part of upcoming trips in that group history. Trip would include time, start location & end location. 3.1.12 Push notifications & reminders Push notification would be used for sending communication to user for: 12 • Admin communication • Trip communication • Upcoming trips • Students and trip updates AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.appzoro.com 3.1.13 Starting trip The supervisor would be able to start the trip by clicking on group details and selecting pre - created jobs or creating a new trip as per timing and notification of the same would be sent to all the group members. 3.1.14 Confirmation of students arrival and stop While a trip is ongoing, the supervisor would see a map and would be presented with a button to confirm arrival and selecting the related student from the list to confirm the details and notification of the same would be sent to the parent and parent can confirm back the same to the database. 3.1.15 Map with trip route and stop location data A map would be shown in group details as well as history tab where users would be able to see current location of the group and upcoming destinations of the group. 3.1.16 History & upcoming trips This part would be showing all the old trips history as well as upcoming trips from where users would have an overview of all the trips. 3.2 Admin Panel This is the main control panel of the app where admin would be able to see overview. 3.2.1 Login This panel would be in the form of a website and admin would have a login page and changing password won't be able on frontend for security concerns it can be done directly via tech team. 3.2.2 Listing of users After login admin would be able to the list of users and can also add filter according to the type of the user and see the related details by clicking on that user. 13 AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.appzoro.com 3.2.3 Activating users Activating new registered users would be available in menu options where all the newly registered users would be available for activating by the related authorities and their information can be viewed as well. 3.2.4 Trip history & report Admin can view user specific trips and history as well as overall platform trips and history and further details like start and end, locations in between and timestamps of all the updates. 3.2.5 Disabling users Admin can disable any user in the app at any point of time where he would be blocked to perform any function on the app if necessary. 3.2.6 Sending notifications Admin would be able to send push notifications as well as email notification by selecting user from the list and typing the communication message. 3.2.7 Reassigning of users to group Admin can view group details as well as would have the power to reassign users in the group according to the requirement. 4. Queries Students registered to multiple groups with matching stop locations in between - How would the logic stand for this situation for which group student would take part in. Would there be dual way confirmation both from supervisor and parent for arrival of student and completion of the trips for that student. Changing supervisors of the group - What would be the standard for that would be done from control panel as who will decide finalisation of the supervisor. 5. Responsive 14 AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.api)zoro.com Responsive Web design is the approach that suggests that design and development should respond to the user's behavior and environment based on screen size, platform and orientation. The practice consists of a mix of flexible grids and layouts, images and an intelligent use of CSS media queries. As the user switches from their laptop to Pad, the website should automatically switch to accommodate for resolution, image size and scripting abilities. One may also have to consider the settings on their devices; if they have a VPN for iOS on their Pad, for example, the website should not block the user's access to the page. In other words, the website would have the technology to automatically respond to the user's preferences. This would eliminate the need for a different design and development phase for each new gadget on the market. Conclusion The AppZoro Technologies, Inc. team appreciates the opportunity presented to us for bidding on this RFP. We further submit that we see our team as best suited for this project as we not only have the skill sets to accomplish this project, as stated above, but also have a good understanding of the challenges from a user's perspective. We are local and native to Atlanta, and we have the capability to be onsite with the stakeholders of this project for better understanding of further requirements. We humbly request that your team shortlists us as a vendor and gives us an option in the next round of reviews to present a prototype of our ideas. Do feel free to reach out to us if you have any questions! 15 16 Resume RAHUL SHAH Experience: 2.5 Years Education: B.E (Electronics &amp Designation: Software Tester Profile Summary: Communication), HCET, Jabalpur AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.apozoro.com • Experience of more than 2 years in software testing including both automation and manual. • Proficient in Black box testing, Backend testing, System testing, GUI Testing, Sanity testing, Smoke testing, Regression testing, UAT, inspecting server log, writing DLTC and HLTC. • Expertise in defect locking, analyzing and tracking issue in ]IRA ,issue re testing, working in SDLC, STLC , well familiar with AIX and windows server machine, writing SQL queries for both DB2 and oracle and automating screens and DB including monitoring. • Ability to analyze, interpret & simplify the requirement along with solution recommendation and roadmap planning. It also involves sending daily status report to team Work Experience Appzoro Technologies, Atlanta, Georgia (Software Tester) Currently working at Appzoro technologies as a software tester wherein I have following responsibilities: • Testing the software on different devices • Submitting daily defect report to project manager • Supporting the customers for end to end business solution • Testing the software manually including complex calculation and transactions Project Experience Project- L3 & Support, Atlanta, Georgia (Software Tester) L3& support gave exposure to many products of basic Retail Banking like ATM, Party, Teller along with many other tools like MTAF automation tool, MQ] explorer, Diagnostic tool, crystal server report, SOAP UI etc. • Environment maintenance including daily builds, patches and hot -fix consumption and their releases. Also it includes DB backup and restoration and creating symbolic links • Setting up various tools like crystal server report, diagnostic tool and ATM tool. • Closely interact with BA, support team, strategic team and automation team(for regression and user acceptance testing) Project- MPM (Misys Payment Manager) Misys Payment Manager includes two modules, such as, Direct Debit and Credit Transfer. Currently, the project is made keeping SEPA (Single Euro Payment Area) system in mind. L 1Z HITESH KUMAR GUPTA Experience: 4 Years Education: B. Tech (Computer Science) (2008-2012), Rajasthan Technical University Kota, India. Designation: Backend Developer Vision My vision is to add value to everything that I deliver through integrity, innovation and excellence. Profile Summary: AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www al)pzoro.com • 4 Yrs. experience in the Design/Development/Enhancement of PHP and Mysql enterprise applications. • Extensive exposure in making highly configurable and customizable enterprise applications • Very good in technical, interpersonal and communication skills. • Consistent performer, have got recognition and performance awards for executing the assignments with quality and timeline. • Strong Experienced in PHP, CakePhp, MVC pattern, Html, CSS, JavaScr pt, !Query. Ajax, XML, !SON, Rest Web Services, Codelgniter. Employers History: Appzoro Technologies, Atlanta, Georgia (Backend Developer) I am currently working at Appzoro technologies as a backend developer. The key areas that my lob role incorporates are: • Creating and maintaining a module and participated in reviewing the documents related to requirements and functional specifications. • Contributing to team effort by accomplishing related results as needed. • Involved in the projects of Web development. • Complete wide range of software development and programming Kabbage, Georgia (Backend Developer) • Web programming using PHP, SQL, lQuery. • Bug fixing and code enhancement, new features implementation in intranet application • Set up various tools like crystal server report, diagnostic tool and ATM tool. • Web application development, software development maintaining existing application and software Cybage Software, Pune (Backend Developer) • Worked on Node.js , Angular JS, lQuery, SQL • Web programming, application development • Computer software maintenance 17 Appendix E: Resume Gopesh Narain Mather Experience: 8 Years Education: B.Tech (CS), Rajasthan Technical University, Rajasthan, India Designation: Project Manager (Appzoro Technologies, Atlanta, Georgia) Technological Expertise: Technical Skills AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www. appzoro. com • Experience in the LAMP stack of technologies and object-oriented programming concepts, including MVC frameworks, web services (SOAP, RESTful), AGILE/Scrum development • Hands on PHP, Angular and Ionic. Also, created and debugged MySQL queries and stored procedures to facilitate user data entries and updates Projects worked on Copythat (Lead Developer) — Appzoro Technologies, GA Created by film industry professionals for film industry professionals! CopyThat is a database where industry pros from all departments and crafts can network and communicate with each other faster and easier than ever before. Currently working as Lead at Appzoro technologies Managing team and reviewing reports Coordinating with different departments rivolved in production Double -Blind (Lead Developer) - SHELL, Singapore: The Artificial intelligence SEM engine which synchronizes 1000+ servers in real time with one base server and implement artificial intelligence Yuma Regwire Filtering Framework Portal (Lead Developer) - In Asia Media: This application is specially designed for all financial institutions (e.g., international banks) to keep track of all the regulations, regulatory updates, regulatory bodies and enforcements which are business critical RanoNET App (Lead Developer) - Ranosys Technologies, Singapore: RanoNET is an intranet system for the employees of Ranosys which helps them manage their daily staff movement, events and meeting room booking. 18 Appendix F: Resume Abhishek Pareek Experience: 4 Years Education: BCA, University of Rajasthan, India Designation: Team Lead Technological Expertise: Technical Skills AppZoro Technologies, Inc. 3423 Piedmont Rd. NE, Suite 320 Atlanta, GA 30305 www.apt) oro.com • Web programming using JavaScript, SQL, JQuery. • Web application development, software development maintaining existing application and software. Work Experience Software Team Lead Appzoro Technologies, Atlanta Description: - Manages delivery of multiple complex software systems development simultaneously. Delegates coding tasks to individual programmers. Monitors progress and work quality. Ensures deadlines are met. Software Technical Head Rich Software Pvt. Ltd, Jaipur Description: - Worked on a range of projects to include implementation of new and existing systems and providing software solutions. Assigned tasks to developers for parts of code and monitored progress to ensure deadlines met. Developed and managed allocated department processes. Identified and defined needed strategies and processes during collaborative meetings with executives and team leaders. 19 t O rn LLi U L CO c a N wool U ■ Q Q } C/) � ,r (ii xLLA l O O En oai let CO r y z o �• =� o z m C ` U C C a m o ��� Mm � .. ..,xft Q C ro>> a o z o o ° o u � m u w Cpm U -U PP: ORO TECHNOLOGIES INC. Mobile App Developers I Startup Consultants I Web Developers Jim_ i� "Ap pZo ro brings your Imagination to Reality." l a r/ C`F f111 i\ About the Visionaries Sam Agarwal is the founder and CEO of AppZoro Technologies, Inc. He holds a BS in Computer Science and MS from Georgia Tech. Sam also serves as the Advisor of Mobile App Technology for the Atlanta Tech Village, the 4th largest tech hub in the US, located in Atlanta, Georgia. Through Atlanta Tech Village, and as a private consultant, Sam has helped numerous business owners in Atlanta to develop sound digital strategies that leverage both current and emerging technologies to increase revenues, streamline productivity, attract investors, and nurture customer relationships. Account Executive Marianna Velozo 66 Working fora startup and with startups is a very rewarding experience. Being able to bring people's imagination to reality, and helping them to achieve theirdreams/goals is what motivates me to do what I do. .99 66 Solving problems and strategizing across multiple industries is uniquely challenging, but also ex- tremely rewarding. I'm energized by the constant learning and growth of the startup world, and its exciting when I can help our clients succeed. '9 9 UX/UI Designer Business Developernent Executive Derek McNeill 66 Everyday is anew learning opportunity! We study the internal operations and industry conditions o f each client. This gives us a full understanding of each project's unique circumstances, which allows us to create the ultimate experience forourclien6 Rodney Dennis customers. .99 Page 2 1 AppZoro Technologies, Inc. AppZoro hosts multiple networking and technology events throughout Atlanta each month. Our strong connection to our community, allows us to promote the innovative growth of others. We utilize both private and public partnerships to provide opportunities for entrepreneurs, and help foster a supportive growth environment. We help ourselves, by first helping others. 100 Female Entrepreneurs celebrating "Women's Entrepreneurship Day" At The Georgia State Capitol, hosted by AppZoro 100 Female Entrepreneurs is a business league for females in entrepreneurship. It offers a unique platform for women to share resources and experience, while being connected to a global network. The audience listens to a company pitch at The Consumer Show, hosted by Switchyards The Consumer Show is a monthly pitch event for consumer startups. 5 startups each get 5 minutes to pitch, then a 5 minutes Q&A. It offers startups a chance to learn and grow, using real-world feedback. ZVMIM�q " MOO AppZoro participated in "Future Entrepreneurs Meetup" presented by Atlanta Tech Village Future Entrepreneurs Meetup is an event where entrepreneurs share experiences, learn, and build community; often featuring guest speakers. AppZoro Technologies, Inc. I Page 3 Atlanta Tech Village Atlanta Tech Village is thriving ecosystem in the tech community. Their mission is to support and inspire entrepreneurs, by creating connections between talent, ideas and capital. "ATV" is especially important to us, because this is the place we call home. AppZoro Technologies, Inc. is headquartered here on the Page 4 1 AppZoro Technologies, Inc. W third floor. Were a full -stack development firm specializing in custom mobile apps. Our team has created dozens of responsive, high-end apps and web solutions for clients nationwide. We even developed the of mobile app for Atlanta Tech Village! ATV is the 4th largest tech hub in the United States... So why would they trust AppZoro to develop their official mobile app? It's because of our proprietary approach to each of our two main types of clients: Startups -A mobile app is often an entire business of its own. Our experienced leadership team of Atlanta-based entrepreneurs knows this. We serve as strategic partners, consulting throughout the development process on everything from acquiring investment capital, to marketing and monetization. Our active membership in the Atlanta startup community helps us guide our clients through the unique strategic and financial challenges of building a startup. Enterprises -We combine market analytics with enterprise user data to help us develop custom digital solutions for our enterprise clients. We have worked with multiple national brands to form long-term development partnships. Our team specializes in working within J& ATLANTA TECH VILLAGE existing enterprise systems to streamline business processes, increase revenue, and drive customer engagement. " They do great work with integrity. " -Karen Houghton, Director, Atlanta Tech Village N -p r 1 BECO� , MEMBER eo+ MEM AppZoro Technologies, Inc. I Page 5 M!DFWIP P Develop ent AppZoro develops native apps for iOS devices. Our apps provide a crisp, beautiful experience across all Apple devices, guaranteed. Copy That is a database where industry pros from all N 10 ADD departments and crafts can network and communicate with each other faster and easier than ever before. J, AThe ATV app brings the ATV community to a x ATLANTA user's fingertips. Guests can find info on ATVs 400+ 6" TECH VILLAGE events each year, apply for jobs, and discover new ways to connect with ATVs startup community. sse*arsM,aanp�+� TV star Joseline Hernandez partnered with us for her custom emoji app. Through this app, she is able to engage with her fans through a new channel. l �n clPy that J& - ._- Subhas Ra','f5uvi) Named for the co-working space it was developed ~ for, CoWork Oasis allows users to book conference 0051 MFS rooms, check events, and interact with the staff, among other features. This app optimizes the process of paying for a babysitter, by minimizing the most well known babysitting pain point: payment. After calculating the exact amount owed, based on time and hourly rate, Sitter Sanity facilitates 4 oavment via PavPal or Venmo. Page 61 AppZoro Technologies, Inc. lFndroid App Development Our apps for Android are designed to perform flawlessly across all hardware, from Samsung to Google, and every- where in-between! VenU2Go By connecting event venues with potential clients, Venue2Go provides value by simplifying the process of planning an event. This conncetion benefits both parties, and also helps users connect with each other at said events. TURNS FINANCE Turns is a financial services app used to facilitate the financing process for homeowners embarking on home -improvement projects. Contractors can use this app to quickly and safely help customers apply for project financing, and close the deal. This is a crowdsourced app that allows users to contribute to their vehicle history reports in an easy, intuitive manner. VinWiki also has social features that allow users to stay updated on the upgrades, maintenance, and modifications of their friends cars. 101 TO W1 ME Developed in partnership with Mercer University, AMC -n -Me is a health -oriented mobile app that �Miml helps monitor and improve adherence to medication recommendations. SKOOZI This app allows users to purchase personalized video messages from their favorite celebrities. Users can also purchase 1 -on -1 live chats. Skoozi helps improve celebrity brand value, by fostering increased fan engagement. TUINS+ Flllatll Ill, SF RVIFFS AppZoro Technologies, Inc. I Page 7 AppZoro in the We're making a name for ourselves as one of the top development firms in PRESS Atlanta! TOP MOBILE APP August 22, 2017 - "Clutch Announces AppZoro Technologies as one of the `Top Agencies and Developers in Atlanta"' !DEVELOPERS 2017 00? TOP USER EXPERIENCE November 15, 2017 - "Clutch Reveals AppZoro Technologies as one of the `Best UX Agencies in AGENCIES Atlanta" 2017 "The Emerging Enterprise Series" is a monthly radio show is brought to you by AppZoro and hosted by Sam Agarwal and Marianna Velozo "Radio interview with Mr. BARRY ETRA who worked in Sales and Marketing, Operations, and General Management for manufacturing organizations in the Northeast" Page 8 1 AppZoro Technologies, Inc. "Radio interview with Mr. SIG MOSLEM Managing Partner, Mosley Ventures a venture fund investing in early stage technology startups in the Southeast" "Radio interview with Mr. TABBY BRYANT Chairman and CEO of Sweetwater Capital Corporation and the founder of The Gathering of Angels" Our Vision for Future Technologies BLOCKCHAIN C!-l�_� AppZoro is hard at work developing blockchain tools and '6i J solutions for our development clients. AI/ML Artificial Intelligence/Machine Learning represents a revolution in computing. We are finding new ways to apply these technologies, to help our clients outperform the competition. TV APPS RoKu TV Video has taken over the media landscape, and the TV is poised to make a comeback in a more modern, app -centered model. We've been honing 9 tv our app development skills, and are ready to take advantage of this next big shift in the tech world. Software Development Process Agile Development ro,w. 3. Neal �leralbn No AGI DEVELO G 'a, 41 In a nutshell, Agile software development is a dynamic, cross -functional development process where components are tested and redesigned throughout the evolutionary design process. This approach creates a very responsive process, which allows for considerable flexibility. DevOps CODE DEPLOY Q` 9v rEST R This methodology emphasizes automation and monitoring throughout the development process. This often allows a shorter time to market, and streamlines subsequent improvements/releases. AppZoro Technologies, Inc. I Page 9 What Our Clients Say... c py that "AppZoro is a young company, and I've seen them grow and get better in the short time we've worked together. " CREWS -Michael Patterson, CEO, UNITE CopyThat Technologies, LLC. *VimbeL " They aren't money hungry or greedy, they definitely put their customers first. " Tavy Walton, CEO, Vimbel App Page 10 1 AppZoro Technologies, Inc. C M -am " The fact that the team is small helps them respond quickly. " -Robert Herrera, Co -Founder, Cowork Oasis, Texas "AppZoro made each project feel like it was their baby, and they seemed to care about nothing else. " -Ed Bohan, Founder, VINwiki �►111INS FINANCING SERVICES " In addition to superb communication, they built a very smooth app with TL92N5 intuitive navigation and clean interface. " Thad Joseph, Founder, Turns Financing Services AMC Me Coo))( sHouTY " A year and a half ago, we came here with nothing, just an idea, and [Sam Agarwal] really helped us to bring it into fruition. " -Jonathan Hessing, CEO, Shouty App ® Sitter -Sanity " Sam [Agarwal] has been a " AppZoro was good at treeing tremendous help to us as we me updated and rolling out formed our company... His new builds as needed. " ® expertise in App and website -Josh Chamberlain, Founder, development is deep, and Sitter Sanity App has an excellent team in place to supplement his expertise. " -Kevin Murnane, Ph. D., Professor, Mercer University AppZoro Technologies, Inc. I Page 11 AppZoro Technologies Inc. f /AppZoroT lI /AppZoroT in /in/AppZoroT 0 Admin Office Works Atlanta Tech Village Marietta Office 3423 Piedmont Rd NE, Suite 320 1730 Cumberland Point Dr. Suite 12, Atlanta, GA 30305 Marietta, GA 30067 678-462-4034 1 info@appzoro.com I www.appzoro.com See Exhibits "A " and "B ". EXHIBIT "D•, STATE OF COUNTY OF bb CONTRACTOR AFFIDAVIT AND AGREEMENT By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: j t,l I 1 l� n I -A I hereby declare under penalty of perjury A that the fore oin is true and correct Federal Work Authorization User Identification Number s13c-, I L° �I Date of Authorization AppZoro Technologies, Inc. Name of Contractor Walking School Bus Smartphone Application Development Name of Project City of Milton. Georgia Name of Public Employer g g E ecuted on�� 20 ZO in/� � (city), ct rt' . (state). nature of A t o ized Officer or Agent _SA k k-ctr�j,, nC- , Lac, Printed Name and Title of Authorized 00 -icer or Agent SUBSCRIBED AND SWORN BEFORE ME QN THIS THE 14 DAY OF f �• ~ i �+. T'6SE My CoihR�ii$}'�'�X`�� EXHIBIT "E" STATE OF r tk COUNTY OF U Cobb SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10- 91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with AppZoro Technologies, Inc. on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verily, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: �i Federal Work Authorization tion User Identification I hereby declare under penalty of perjury that the Number k P fore oin is true and correct Date of Authorization k" Name of Contractor Walking School Bus Smartplione AI)plicatIM, Development Name of Project City of Muton, Georgia Name of Public Employer g g Exeuted on20 Z`" in r (city), Ci(state). Signatur,e-'of Authorized Officer or Agent Qr_ 4A­r_'(t-' L E L, Pmilvd Name and Title of Authorized Officer or \zri�l 1510 KIMID A f) SWORN BEFORE ME .�� my c (;i1igi$.iorP�444 lre;: �� 7,L111 111�''�� "EXHIBIT F.V Consultant acknowledges that the Work will be funded in part by grant funding via the Atlanta Regional Commission and the Georgia Institute of Technology (collectively the "Funding Entities") one or both of whom are the pass-through funding entity for Georgia Department of Transportation/US Department of Transportation funding. To achieve compliance with state and federal requirements, Consultant agrees to the following supplemental terms and conditions: 1. Compliance with Project Framework Agreement. Consultant shall perform all work in compliance with the grant funding agreement between the City and the Funding Entities (including all documents referenced within the agreement) the forms of which are attached to this Agreement as Exhibit "F.2". The appropriate terms and conditions of the grant funding agreements apply to this agreement. 2. Concerned Federal Agencies. The Georgia Institute of Technology, the Atlanta Regional Commission, the Georgia Department of Transportation, and the U.S. Department of Transportation are all "Concerned Funding Agencies" shall be entitled to the rights reserved herein. 3. Access to Records. a. Access. Consultant shall provide access to the Funding Entities, any interested federal agency, the Comptroller General of the United States, or any of their duly authorized representatives to any books, documents, papers, and records of the Consultant which are directly pertinent to the Agreement for the purpose of making audit, examination, excerpts, and transcriptions. b. Retention. Consultant shall retain all required records for not less than 3 years after final payment and all other pending matters are closed. 4. Cost Accounting. Consultant shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred on the project and shall make such material available to the Concern Funding Agencies at all reasonable times during the period ofthis Agreement, and for three years from the date of final payment under the agreement, for inspection by the Concerned Funding Agencies, and if the work and services to be performed under this agreement is wholly or partially funded with federal funds, the Comptroller General of the United States, or any of their duly authorized representatives. 5. DBE Compliance. a. If Consultant subcontracts any portion of the Work, it must take the following affirmative steps to encourage participation by minority businesses, women's business enterprises, and labor surplus area firms: (1) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (2) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; (4) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; and (5) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. b. Contract Assurance: The following provisions will apply only to contracts assisted by the Federal Department of Transportation. The Consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Agreement. The Consultant shall carry out applicable requirements of 49 CFR part 26 in the award and administration of Department of Transportation -assisted contracts. Failure by the Consultant to carry out these requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the City deems appropriate, which may include, but is not limited to: (1) Withholding monthly progress payments; (2) Assessing sanctions; (3) Liquidated damages; and/or (4) Disqualifying the Consultant from future bidding as non -responsible. Each subcontract Consultant signs with a subcontractor must include the assurance in this paragraph. c. Prompt Pa, i� The following provisions will apply only to contracts assisted by the Federal Department of Transportation. The Consultant agrees to pay each subcontractor (if any) under this Agreement for satisfactory performance of its contract no later than 30 days from the receipt of each payment the Consultant receives from the City. The Consultant agrees further to return retainage payments (if any) to each subcontractor within 30 days after the subcontractor's work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the City. This clause applies to both DBE and non -DBE subcontractors. Nondiscrimination in Subcontracts/Employment. The Consultant shall in all solicitations or advertisements for subcontractors or employees placed by or on behalf of the Consultant in connection with this Agreement, state that all qualified applicants will receive consideration for employment without regard to age, handicap, religion, creed or belief, political affiliation, race, color, sex or national origin. The Consultant shall not discriminate against any qualified client or recipient of services provided through this Agreement on the basis of age, handicap, religion, creed or belief, political affiliation, race, color, sex or national origin. The Consultant shall cause foregoing provisions to be included in all subcontracts for any work covered by this Agreement so that such provisions will be binding upon each level of subcontractor. 7. Compliance with Title VI of the Civil Rights Act of 1964. The following provisions will apply only to contracts assisted by the Federal Department of Transportation. During the performance of this Agreement, the Consultant, for itself its assignees, and successors in interest (hereinafter all referred to as the "Consultant"), agrees as follows: a. Compliance with Regulations. The Consultant shall comply with the all applicable regulations relative to nondiscrimination in federally -assisted programs of the Department of Transportation (hereinafter referred to as DOT), Title 49, Code of Federal Regulations, part 21, as they may be amended from time to time, (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this contract. b. Nondiscrimination. The Consultant, with regard to the work performed by it during the contract, shall not discriminate on the grounds of race, color, sex, or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The Consultant shall not participate either directly or indirectly in discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. c. Solicitations for Subcontracts, Including Procurement of Materials and Equipment. In all solicitations either by competitive bidding or negotiations made by the Consultant for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Consultant of the Consultant's obligations under this contract and the Regulations relative to nondiscrimination on the ground of race, color, sex, or national origin. d. Information and Reports. The Consultant shall provide all information and reports required by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information and its facilities as may be determined by the State Department of Transportation or the Federal Highway Administration to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of a sponsor is in the exclusive possession of another who fails or refuses to furnish this information, the Consultant shall so certify to the State Department of Transportation, or the Federal Highway Administration as appropriate, and shall set forth what efforts it has made to obtain the information. e. Sanctions for Noncompliance. In the event of the Consultant's noncompliance with the nondiscrimination provisions of this contract, the State Department of Transportation shall impose such contract sanctions as it or the Federal Highway Administration may determine to be appropriate, including, but not limited to i. Withholding of payments to the Consultant under the contract until the Consultant complies; and/or ii. Cancellation, termination, or suspension of the contact, in whole or in part. f. Incorporation of Provisions. The Consultant shall include the provisions of paragraphs (a) through (f) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. 8. Title VI hist of Pertinent Nondiscrimination Acts and Authorities. The following provisions will apply only to contracts assisted by the Federal Department of Transportation. During the performance of this Agreement, the Consultant; for itself, its assignees, and successors in interest (hereinafter referred to as the "Consultant") agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Pertinent Non -Discrimination Authorities: ®Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal -aid programs and projects); ® Federal -Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part27; ® The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); ® Airport and Airway Improvement Act of 1982, ( 49 USC § 4 71, Section 4 7123 ), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); ® The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope; coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal - aid recipients, sub -recipients and contractors, whether such programs or activities are Federally funded or not); • Titles It and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131- 12189) as implemented by Department of Transportation regulations at 49 C.P.R. parts 37 and 38; ® The Federal Aviation Administration's Non-discrimination statute (49 U.S.C.. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; ® Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); ® Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U S.C. 1681 et seq). 9. Environmental Compliance. To the extent (if any) that they apply, Consultant agrees to comply with standards, orders, and regulations issued pursuant to the Clean Air Act (42 USC § 740-7671q) and the Federal Water Pollution Control Act as amended (33 USC § 1251-1387). The Consultant agrees to report any violation to the City immediately upon discovery. 10. Lobbying Certifications. By entering into the Agreement, the Consultant certifies, to the best of his/her/its knowledge and belief, that:. a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the Consultant, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the Consultant shall complete and submit Standard Form -LLL, "Disclosure Form to Report Lobbying, in accordance with its instructions. c. The Consultant shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. d. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 11. Energy Conservation. Consultant agree to comply with mandatory standards and policies relating to energy efficiency as contained in the state energy conservation plan (if any) issued in compliance with the Energy Policy and Conservation Act (42 USC 6201et seq). Consultant shall require any subcontractors to comply with these standards and policies. 12. Debarment and Suspension. The Consultant agrees to comply, and assures the compliance of each subcontractor, lessee, third party contractor, or other participant at any tier, with Executive Orders Nos. 12549 and 12689, "Debarment and Suspension," 31 U.S.C. § 6101 note, and U.S. DOT regulations, "Nonprocurement Suspension and Debarment," 2 C.F.R. Part 1200, which adopts and supplements the provisions of U.S. Office of Management and Budget (U.S. OMB) "Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," 2 C.F.R. Part 180. The Consultant agrees to, and assures that its subcontractors, lessees, third party contractors, and other participants at any tier will, review the "Excluded Parties Listing System" at http://www.sam.gov/portal/public/SAM/ before entering into any subagreement, lease, third party contract, or other arrangement in connection with this Agreement. 13. >FLSA Compliance. This Agreement incorporates by reference the provisions of 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part-time workers. The Consultant has full responsibility to monitor compliance to the referenced statute or regulation. The Consultant must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor — Wage and Hour Division. 14..OSHA Compliance. This Agreement incorporates, and all subcontracts of Consultant must incorporate, by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. The Consultant must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee. The Consultant retains full responsibility to monitor its compliance and their subcontractor's compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (20 CFR Part 1910). The Consultant must address any claims or disputes that pertain to a referenced requirement directly with the U.S. Department of Labor— Occupational Safety and Health Administration. 15. Certification Regarding Tax Delinquency and Felony Convictions. By entering into this Agreement, the Consultant certifies the accuracy of the following two statements: (1)_ The Consultant represents that it is not a corporation that has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. (2) The Consultant represents that it is not a corporation that was convicted of a criminal violation under any Federal law within the preceding 24 months. 16. Fly America. To the extent, if any, that the Agreement requires international air transportation of any individuals involved in or property acquired for the project, Consultant agrees that all such air transportation shall be provided by U.S.-flag air carriers to the extent such service is available, in compliance with section 5 of the International Air Transportation Fair Competitive Practices Act of 1974, as amended, 49 U.S.C. § 40118, and U.S. GSA regulations, "Use of United States Flag Air Carriers, 41 C.F.R. §§ 301- 10.131 through 301-10.143. 17. Texting When Driving. In accordance with Executive Order 13513, "Federal Leadership on Reducing Text Messaging While Driving", (10/1/2009) and DOT Order 3902.10, "Text Messaging While Driving", (12/30/2009), the Federal Department of Transportation encourages recipients of Federal grant funds to adopt and enforce safety policies that decrease crashes by distracted drivers, including policies to ban text messaging while driving when performing work related to a grant or subgrant. In support of this initiative, the City encourages the Consultant to promote policies and initiatives for its employees and other work personnel that decrease crashes by distracted drivers, including policies that ban text messaging while driving motor vehicles while performing work activities associated with the project. The Consultant must include the substance of this clause in all sub -tier contracts exceeding $3,500 that involve driving a motor vehicle in performance of work activities associated with the project. 18. Procurement of Recovered Materials, To the extent applicable, the Consultant agrees to comply with the U.S. Environmental Protection Agency (U.S. EPA), "Comprehensive Procurement Guideline for Products Containing Recovered Materials," 40 C.F.R. Part 247, which implements section 6002 of the Resource Conservation and Recovery Act, as amended, 42 U.S.C. § 6962. Accordingly, the Consultant agrees to provide a competitive preference for products and services that conserve natural resources, protect the environment, and are energy efficient, except to the extent that the Federal Government determines otherwise in writing. 19. Copyright and Ownership Rights. The Concerned Funding Agencies shall receive the unrestricted rights to use, and to authorize others to use, the work products from this Agreement. This includes, without limitation, a non-exclusive royalty free license to make, use, sell, reproduce, modify, sub license, disclose, distribute and otherwise exploit any resulting intellectual property developed or contributed as part of project, without restriction or limitation and without further compensation to Consultant. For purposes of this Agreement, "data" includes, but is not limited to means the writings, sound recordings, photographs, films, videotapes or other graphic representations and works of a similar nature produced as part of the work required by this Agreement. With respect to intellectual property that has not been developed under this Agreement but that is used in the products delivered pursuant to this Agreement, the Consultant hereby assigns to the County and the Concerned Funding Agencies, its rights under the commercial license to use such intellectual property. 20. Publici Articles, papers, bulletins, reports or other material reporting the plans, progress, analysis or results and findings of the work conducted under this Agreement shall not be presented or published without first submitting the same to City for review and comment. No such presentation shall be made until comments have been received from the City regarding such review. The City's comments, objections, reservations or disagreements regarding such material shall be accommodated. No Text v PIS ISG SUBGRANT AGREEMENT THIS AGREEMENT, entered into as of this W111 -day of , 2019, by and between City of Milton, Georgia (hereinafter referred to as the "Subgrantee") and the ATLANTA REGIONAL COMMISSION (hereinafter referred to as "ARC"). WITNESSETH THAT: WHEREAS, ARC desires to engage the Subgrantee to render certain services hereinafter described in connection with an undertaking or project (hereinafter referred to as the "Project") which is to be wholly or partially financed by a grant from the United States Department of Transportation, (hereinafter, along with the appropriate auditing agency of the entities making such grant, referred to as "the Concerned Funding Agencies"); WHEREAS, the Subgrantee desires to render such services in connection with the project; NOW THEREFORE, in consideration of the premises and the mutual covenants and agreements hereinafter contained, the parties hereto agree as follows: 1. Engagement of the Subgrantee. ARC hereby agrees to engage the Subgrantee and the Subgrantee hereby agrees to perform the services hereinafter set forth in accordance with the terms and conditions herein. 2. Scope of Service$. The Subgrantee shall do, perform and carry out in a satisfactory and proper manner, as determined by ARC, the work and services described in Attachment "A" which is attached hereto and made a part hereof. 3. Time of Performance. The services of the Subgrantee are to commence immediately upon execution of this agreement. Work and services shall be undertaken and pursued in such sequence as to assure their expeditious completion and as may be required in Attachment "A." All work and services required hereunder shall be completed on or before October 31. 2020. 4. Compensation. The Subgrantee shall be compensated for the work and services to be performed under this agreement as set forth in Attachment "B" which is attached hereto and made part hereof. Compensation for work and services in the performance of this contract shall not exceed $50,000. 5. Approval of Subcontracts. None of the work or services to be performed under this agreement by the Subgrantee shall be subcontracted without the prior written approval of ARC's Executive Director or his authorized agent. If such approval is requested, all subcontract documents shall be submitted to ARC's Executive Director or his authorized agent, for his review and approval prior to the execution of such subcontract. Further, if requested by ARC's Executive Director or his authorized agent, the Subgrantee shall provide ARC with such documentation as ARC's Executive Director shall require, regarding the iof13 ndyjwn such subcontracting if compliant with this Agreement. Further, if requested by ARC's Executive Director or his authorized agent, the Subgrantee shall provide ARC with such documentation as ARC's Executive Director shall require, regarding the method the Subgrantee used in selecting its subcontractor. The Subgrantee acknowledges that if work or services to be performed under this agreement is financed solely or partially with federal funds, the selection of subcontractors is governed by for sole source selection. The Subgrantee agrees to abide by such regulations in its selection procedure. MON.. criteria will be established such that proposers' qualifications carry the most weight in the selection process. While cost or price may be factor in the evaluation process, ARC's policy is that cost and price shall comprise no more than 25% of the overall weighted criteria 4fJ:-J Jed f. Prompt Payment -and -Retainage. The prime subgrantee agrees to pay each subcontractor under this prime grant for satisfactory performance of its contract no later than 30 days from the receipt of each payment the prime subgrantee receives from ARC. The prime subgrantee agrees Rirther to return retainage payments to each subcontractor within 30 days after the subcontractors work is satisfactorily completed. Any delay or postponement of payment from the above referenced time ftame may occur only for good cause following written approval of ARC. This clause applies to both DBE and non -DBE subcontracts. 1 i rr IM=6nl compin-Tice TITUM -T ee i r i L Ise7n, De consiaerea in Drea *f contract and any further payments will be withheld until corrective action is taken. If subgrantee does not take corrective action, subgrantee may be subject to contract termination. M �1 11(g4gai#1401 1jr-J" gigoo r ejug 1 8. Amendments. ARC may require changes in this agreement. Except for termination for cause or convenience, such changes, including any increase or decrease in the amount of the Subgrantee's compensation shall be incorporated in written amendments to this agreement. Amendments to this agreement may be executed on behalf of ARC only by ARC's Executive Director and Chairman. 9. Insurance. The Subgrantee will have and maintain insurance coverage that complies with the laws of the state of Georgia, as well as reasonable and prudent business practices. Such insurance shall at least include Workees Compensation, Public Liability, Property Damage. 2 of 13 10. Indemnification. To the extent permitted by Georgia law, the Subgrantee shall hold harmless and indemnify ARC, its officers, directors, and employees form and against losses, reasonable attorney's fees and costs, that may be based on any injury to persons or property caused by the negligent performance of services under this agreement by the Subgrantee or any person employed by the Subgrantee. 11. Formal Communication. Formal communications regarding this agreement shall include, but not necessarily be limited to correspondence, progress reports and fiscal reports. All formal communication regarding this agreement shall be in writing between the person executing this agreement on behalf of the Subgrantee (executor) and ARCs Executive Director. However, the Subgrantee executor and ARC's Executive Director shall each have -d-P 11,9W 1, 'M -5677f atm agreement. Any restrictions to such designation must be clearly defined in the written designation. In this regard, ARC's Executive Director hereby designates the Director of the Center for Livable Communities as his agent for purposes of this contract only, except for Amendments and Terminations. In this regard, the City of Milton's Mayor hereby designates Parag Agrawal as his agent for purposes of this contract only, except for Amendments and Terminations. 12. Reports. The Subgrantee shall furnish ARC with narrative progress reports, in such form and frequency as may be specified by ARC's Executive Director or his authorized agent, outlining the work accomplished by the Subgrantee during the period, including the current status of the Project, and the percentage of work which has been completed. 13. Financial Reports. In addition to other records required by this contract, the Subgrantee agrees to provide to ARC such additional financial reports in such form and frequency as ARC may require in order to meet ARCs requirements for reporting to the Concerned Funding Agencies. M, Progra—m Fraud -and False or Fraudulent Statements or Rclated Acts. The Subgrantee acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 ct seq. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 3 1, apply to its actions pertaining to this Project. Upon execution of the underlying contract, the Subgrantee certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the project for which this contract work is being performed. In addition to other penalties that may be applicable, the Subgrantee Rather acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, – submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Subgrantee to the extent the Federal Government deems appropriate. 15. Review and Coordination, To ensure adequate assessment of the Subgrantee's project and proper coordination among interested parties, ARC shall be kept fully informed concerning the progress of the work and services to be performed hereunder. The Subgrantee may be 3 of 13 required to meet with designated representatives of ARC and the Concerned Funding Agencies from time to time to review the work and services performed. The Suba, / - abe given reasonable written notice of such meetings. 16. Ins'pections. Authorized representatives of ARC and the Concerned Funding Agencies may at all reasonable times review and inspect the Project activities and data collected pursuant to this agreement. Except where specifically prohibited by law, all reports, studies, records, and computations prepared by or for the Subgrantee under this agreement shall be made a 'lable to authorized representatives of ARC and the Concerned Fundin Agencies for vai 9 inspection and review at all reasonable times in the Subgrantee's office where data is non-nally accumulated, Approval and acceptance of such material shall not relieve the Subgrantee of its professional obligation to correct, at its expense, any errors found in the work unless such errors can be shown to be caused by inaccurate or incomplete information provided by ARC. FIR M 18. No Obligation by the Federal �Qovernment.-ARC and the Subgrantee acknowledge and agrei that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to ARC, the Subgrantee, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. 19. Status as Indel2endent Contractors. Nothing contained in this agreement shall be construed to constitute the Subgrantee or any of its employees,, servants, agents or subcontractors as a partner, employee, servant, or agent of ARC, nor shall either party to this agreement have any authority to bind the other in any respect, it being intended that each shall remain an independent contractor, 20. Subaantee's Personnel. The Subgrantee represents that it has, or will secure at its own expense, all personnel required to perform the services under this agreement. Such personnel shall not be employees of ARC, nor shall such personnel have been employees of ARC during any time within the twelve-month period immediately prior to the date of this agreement, except with the express prior written consent of ARC. Further, the Subgrantee agrees that no such former ARC employees shall be involved in any way with the performance of this agreement, without the express prior written approval of ARC. 21. EmployeesRate of Compensation. The rate of compensation for work performed under this project by a staff member or employee of the Subgrantee shall not exceed the compensation 4 of 13 No Text No Text No Text ethnic origin of applicants for employment and employees as ARC or the Concerned Funding Agencies may require. The Subgrantee agrees to comply with such rules, regulations or guidelines as ARC or the Concerned Funding Agencies may issue to implement the requirements of this paragraph. iv. it will comply with applicable requirements of the provisions of the Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (P.L. 91-646) which provides for fair and equitable treatment of persons displaced as a result of federal and federally assisted projects. v. It will comply with the applicable provisions of the Hatch Act which limits the political activity of employees. A It will establish safeguards to prohibit employees from using their positions for a purpose that is or gives the appearance of being motivated by a desire for private gain for themselves or othersparticularly those with whom they have family, business, or other ties. vii. It will cooperate with ARC in assisting the Concerned Funding Agencies in this compliance with Section 106 of the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470), Executive Order 11593, and the Archeological and Historic Preservation Act of 1966 (16 U.S.C. 469a-1 et set.) by (a) consulting, through ARC, with the State Historic Preservation Officer on the conduct of investigations, as necessary, to identify properties listed in or eligible for inclusion in the National Register of Historic Places that are subject to adverse effects (see 36 CFR Part 800.8) by the activity, and notifying, through ARC, the Concerned Funding Agencies of the existence of any such properties, and by (b) complying with all requirements established by ARC or the Concerned Funding Agencies to avoid or mitigate adverse effects upon such properties. viii. For agreements not involving federal financial assistance for construction, it will insure that the facilities under its ownership, lease or supervision which shall be utilized in the accomplishment of the P ject are not listed on the Environmental Protection Agency's r0i (EPA) list of Violating Facilities and that it will notify the Concerned Funding Agencies, through ARC, of the receipt of any communication from the Director of the EPA Office of Federal Activities indicting that a facility to be used in the project is under consideration for listing by EPA. ix. It will comply with Executive Order 11246, entitled "Equal Employment Opportunity," as amended by Executive Order 11375, and as supplemented in U.S. Department of Labor regulations (41 CFR Part 60). x. The Subgrantee agrees that throughout the performance of this contract it will remain in full compliance with all federal and state immigration laws, including but not limited to provisions 8 USC 1324a and O.C.G.A. § 13-10-91 regarding the unlawful employment 8 of 13 9 of 13 c. Drug -Free Workplace. The Subgrantee agrees and certifies that it will comply with the requirements for a Drug -Free Workplace, as described in Section 50-24-3 of the Official Code of Georgia, including passing through this requirement to lower tier Subgrantees. �-A I ME I I IVI I sp-igig • I was) 101 • r1-4 1&3 I'l me) 31. Other Reguirements. In addition to other requirements of this agreement, the Subgrantee agrees to comply with, and shall be bound by, the applicable terms and conditions of all state and federal laws or regulations governing and defining resources, project administration, allowable • and associated procurement standards, and the ARC Disadvantaged Business Enterprise Plan (in compliance with 49 CFR Part 26), as appropriate. In addition, the Subgrantee further agrees to comply with the DBE Utilization Plan submitted to ARC as part of its proposal. All such documents are hereby made part of this agreement fully as if the same were • hereto, appropriate. from the above referenced time frame may occur only for good cause following written approval of ARC. This clause applies to both Disadvantaged Business Enterprises and non - Disadvantaged Business Enterprises. 32. Termination for Mutual Convenience. ARC or the Subgrantee may terminate this agreement in whole or in part when both parties agree that the continuation of the project would not produce beneficial results commensurate with the further expenditure of funds. The two parties shall, through formal written amendment, agree upon the termination conditions, including the effective date and, in the case of partial termination, the portion to be terminated. The Subgrantee shall not incur new obligations for the terminated portion after the effective date, and shall cancel as many outstanding obligations as possible. ARC shall evaluate each noncancelable obligation to • its eligibility for inclusion in r• costs. Settlement will be made in accordance with the terms and conditions • this agreement. ARC shall allow full credit to the Subgrantee for the ARC share of the non- cancelable obligations, properly incurred by the Subgrantee prior to termination. 33. Termination for Convenience. ARC may terminate this agreement, in whole or in part, at any time by giving written notice to the Subgrantee of such termination and specifying the of date thereof, at least fifteen days before the effective date of such termination. In 10 of 13 No Text below conceming the disputing party's night to appeal the decision to the ARC Executive WNWrig -L PdIqfkITIR4i*-M The decision of the Center Director shall be final and conclusive unless, within ten (10) calendar days of receipt of such written decision, the disputing party mails or otherwise furnishes a written appeal concerning the question of fact to the ARC Executive Director, who shal] arrange a formal hearing within twenty (20) calendar days after receipt of such appeal. Both the appealing party and the cognizant Center Director shall be notified no less than five (5) calendar days in advance of the hearing and shall have the right to present witnesses and give evidence concerning the question of fact at such time. Within twenty (20) calendar days after the hearing, the Executive Director shall make a decision Director. A copy of the decision shall also be furnished to the Director of Business Services. The decision of the Executive Director concerning the question of fact shall be final and conclusive unless determined by the cognizant grantor agency or agencies, or the Comptroller General of the United States, or ILI; t Pending final decision of an appeal to the Executive Director under a Subgrantee or subgrant contract already executed, t! or subgrantee shall proceed diligently r —ft7kv 4" Ill 1111111 llllll�lljlllqll I I imM-11 jl•lliilr . I ,tet 9A iRrN kil or, PFURM R!j PIT -507-3 ro HF -I 57- Ill NRI I RIM) - 38. ApplicableLaw. This agreement shall be deemed to have been executed and performed in the State of Georgia. All questions of interpretation and construction shall be construed by the laws of Georgia. 12 of 13 IN WITNESS WHEREOF, the Subgrantee and ARC have executed this agreement as of the day first above written. ATTEST: CITY OF MILTON, GEORGIA IN v. n�/[/V'-/ Title: as to form. City A %?a Offlca ATTEST: ATLANTA REGIONAL COMMISSION By: xe ti a Director 13 of 13 Scope of Work IT, Commission (ARC) sub -element: 902 CAS - Livable Centers Initiative Investment Policy Studies (LCI) H Ch 161 'm 0,' iU ILL iIr, in the Crab&�,:ple Milton, MMU07-TUV-1 - - � 11 11 �., - TAMN - for both ozone and PM2.5 standards under the Clean Air Act under the Clean Air Act Amendments of 1990. Because of this designation, the region must look toward better development practices that support increased use of transportation modes other than single occupant vehicles (SOV) to help reduce emissions and meet air quality requirements. The LCI Program seeks to increase the use of alternatives to driving alone by developing transportation projects and other programs to improve accessibility, expand mixed -uses, utilize transit and support ftirther development in the study area. Evaluation of the existing structure and development of likely scenarios should produce recommendations for future investment that support ARC's Liva le Centers Initiative Program. Task 1— Public Involvement T development begins, once the draft app has been developed, and after the app has been completed. The group, organized by the sponsor (the City of Milton),, will consist of stude and parents living within or about one mile of the three schools. Focus group meetings will be used to discuss barriers students and narcnts face in walking or bic.vclm*a to school and in and ability to volunteer to lead groups of students. sit and administrators. ON AT P - , retained planning consultant will hold monthly meetings. These may be in person or conference calls. The sponsor will collect data and research existing conditions to determine key routes to the schools. This research will consist of the following (at a minimum): Level of traffic stress Conditions of existing pedestrian and bicycle facilities Signals and crossings On -street parking inventory Right-of-way width throughout the study area Existing wayfinding Based on this research as well as input from the public, the sponsor will map certain key routes that are both safe and practical for a substantial number of students. The routes mapped will be presented to the focus group for feedback. Task 3 — App Development Based on guidance from the PMT, initial focus group meetings, and stakeholder interviews, the sponsor will determine elements to be included in the app. These may include, but are not limited to, the following: Map of designated routes, including real-time tracking of groups Notification system for student arrival at school Ability to sign up as parent volunteer or Join an existing grour- e o ormation on local weather Data on number of Milton students walking and bicycling to school over time Ability to send messages to other students and parents Reporting feature for hazards along routes The app should be shown to and tested by the PMT, focus group, and stakeholders for feedback. Task 4 — Prepare Project Deliverables; The deliverables will include the app as well as a final document. The document should include: A summary of public involvement from Task I 0 Existing conditions research from Task 2 Maps of the routes identified on the app X TJ JXF4� A Ix NOW in the app development. No information developed with as part of this project should be proprietary or restricted and should be maintained as open source. The parties acknowledge that t-%e-q�# stemmzy rel . z ;rieriftrm amice if this agreement - the Subgrantee and its subcontractors will convey to the ARC and Concemed Format of Deliverables: Monthly progress reports to ARC One (1) overall document, which includes the following: • PDF file of the document, any appendices and maps • Electronic files in their original formats with supporting graphics and GIS or other data files (Excel, CAD, InDesign, "Smarter, Safer Routes to School" application, including source code I'm Attachment A City of Milton Smarter, Safer Routes to School Study Area ain`t•...nra..,..a r;....� _nwinwa at".'----I•.-.���-��-- � �• °ice' :...Mr.. Nikko" • crr.�. y t>�..., r� f h d 86111110013 a• madam If i y w, c� •,, fw...r... C i � , I�' �t�unx4wlw�A �� f+w..frn .. .MM.•Y INK" rw..����.. +. A• , 'y -L v.�+ �y.aV• ��afl�j � • 4l r.ror ��.� 412, •� f No on Nv _ ,r.'.v.. � '•�..•V l.yr�ti NOAM.CII �� �4 i � t �� ,• •. Cmds Mill �0 r Reference Map: Within 1 mile of Crabapple ES, NW MS & Milton HS�°"�"�"`'�`1°n15d10°" F~ sueaweans _�C4� Q X X iG 1 L, 11, City Urnm MAN A- ATTACHMENT B Compensation and Method ®f o 1; urren IR U However, in no event will the total compensation and reimbursement if any, to be paid to th Subgrantee under this contract exceed the sum of $50,000. All costs in excess of $50,000 ar to be paid by the Subgrantee, I A breakdown of this compensation is shown in Exhibit B- 1, "Budget Estimate', which is .7ttached to and made part of this contract for financial reDO JIF19, i-rg�wud-enl 11. Method of Payment: The following method of payment replaces that specified in the main body of the contract. A. Progress Payments: The Subgrantee shall be entitled to receive progress payments on the following basis, As of the last day of each month during the existence of this contract, the Subgrantee shall prepare an invoice for payment documenting work completed and costs incurred during the invoiee p riod. This invoice shall be submitted to ARC along with the monthly report by the 101 of Z following month. Any work for which reimbursement is requested may be disallowed at ARCs discretion if not properly documented, as determined by ARC, in the required monthly narrative progress report. Upon the basis of its audit and review of such invoice RTY W%irxi le -kit r-IMMIMMIMM-2-M. goo itITU&CL kIIUL ILIUIUUlng -tic value ot tn-7kinmf -services provided by the Subgrantee), be numbered consecutively and submitted each month until the project is completed. Reimbursement payments from ARC shall be at 80% of the approved invoiced costs Subgrantee's monthly invoices and monthly narrative progress reports are to be submitted to the ARC Director or his authorized agent and must be received by him not later than the 10th -lay of the following month. ARC may, at its discretion, disallow payment of all or part of an I invoice received after this deadline. B. Final Payment: Final payment shall only be made upon determination by ARC that all requirements hereunder have been completed. Upon such determination and upon submittal of a final invoice, ARC shall pay all compensation due to the Subgrantee, less the total of all firevious progress payments made. LI -2 Y M7 710, 17 =TC roject completion date specified in Paragraph 3 of the contract. ARC may, at its discretion, disallow payment of all or part of a final invoice received after this deadline. III. Completion of Project: It is agreed that in no event will the maximum compensation and reimbursement, if any, to be paid to the Subgrantee under this contract exceed $50,000 and that the Subgrantee expressly agrees that he shall do, perform and carry out in a satisfactory and proper manner, as determined v AIR-Cl.,a)W-6 -b IV. Access to Records: The Subgrantee agrees that ARC, the Concerned Funding Agency or Agencies and, if appropriate, the Comptroller General of the United States, or any of their duly authorized rei:-iresentatiYj:k- shall have access to an;kp I'll, 1 11 - -•I p -hl - JL- V- --- I �� Subgrantee which are directly pertinent to the project for the purpose of making audit, examination, excerpts and transcriptions. The Subgrantee a1V—eeF—t%?LN11 4Ae- a breach of contract and may result in termination of this agreement by ARC or such remedy as ARC deems appropriate. V. ARC 's DesigLiated Agent: In accordance with Paragraph 5 of the main body of this *f firy Limn�4rle Communities, as his agent ("Cognizant Center Director') for purposes of this contract only, except for executing amendments hereto. The Subgrantee hereby designates its Community Development Director (Parag. Agrawal) for purposes of this contract only, except for executing amendments hereto. F;B Budget Estimate Task 1 — Public Involvement $12,500 �y. ',.ject Deliverables $5,000 Total Cost $62,500 C Share (80%®) $50,000 Local Share (20%m) $12,500 r _- Baa Georgia Smart Communities Challenge Event Participation Grant Acceptance Please complete and return this to: Greg McCormick, greg.mccormick(aigtri.gatech.edu In acceptance of the Georgia Smart Communities Challenge Grant, you agree to the following terms and conditions: Participation Upon selected to participate in the Georgia Smart Communities Challenge, your team agrees to the following: 1. Participate in all required workshops and meetings to include three (3) one day meetings at Georgia Tech -Atlanta (Initial kick-off meeting, Interim status meeting, and Final review meeting) and one meeting with Georgia Smart representatives in your community (site visit). 2. Use of the Grant funds to implement the written winning proposal. 3. Provide and use the matching funds ($50,000: At least $10k cash and up to $40k like -kind) to implement the written winning proposal as outlined in the proposal. 4. Produce a rnid-year report cued final work product in the form of a final report, which will be a public document. 5. Support a student intern from Georgia Tech working in your community as part of the Georgia Smart Community Corps summer internship program during the months of May -July 2019 (Funding provided by Georgia Tech outside Georgia Smart funding). 6. Enter into a data sharing agreement with mutually agreeable terms and conditions that includes: a. The Community participant will provide data sets to Georgia Tech as required for Georgia Tech researcher(s) to assist the community in implementing the project. b. Either party may use the data to generate aggregate data, in use for internal research studies, educational programs, or other approved uses as agreed, and to prepare publications, provided that confidential or personally identifiable data will not be released outside Georgia Tech without community permission. If your proposal includes non-governmental partners, you agree to provide a letter of understanding from each collaborating entity which details their role and indicates their understanding of the terms and conditions and their agreement to the same. Intellectual ProDert Projects are intended to be shared broadly with the community and the State of Georgia. As a participant you understand that any confidential/proprietary information you include in your reports will be shared with the public. You further understand and agree that you will be responsible for obtaining necessary licenses/rights to use any background intellectual property required to implement your project. You agree that the results from the proposed project will be made available to the public at no cost. Participant retains authorship in their contributions and hereby grants a non-exclusive royalty free license to make, use, sell, reproduce, modify, sublicense, disclose, distribute and otherwise exploit any resulting intellectual property developed or contributed as part of this project to the Georgia Institute of Technology. Funding You understand Georgia Tech has arranged for grant funding to be transferred to you as specified in the following funding description. For Georgia communities, funding will be transferred from the Georgia Tech Research Corporation to the community in two installments, the first at the beginning of the project (by Oct 1', 2019) and the second at the project midpoint (by March 1 S', 2020). For Metro -Atlanta communities, funding will be transferred according to a compensation method that is outlined by the Atlanta Regional Commission (ARC). The agreement with ARC will allow for either reimbursement of valid expenses with receipt or through progress payments and will be determined by ARC prior to funding. You agree grant funds may only be expended solely for the purposes of the project described in your Georgia Smart Communities Challenge proposal and for the time period stated in the Challenge terms and conditions. Georgia Tech must approve any amendment to the proposed budget and/or duration of the grant, in advance, in writing. Any grant funds not expended or committed for the purposes of this project or within the stated period, will be returned to the Georgia Tech Research Corporation within 90 days of the expiration of the grant period. You acknowledge and agree that the [city/entity] will be awarded a grant in the amount of $50,000 US Dollars via a check or payment through ACH on either an installment (Georgia Community) or reimbursement/progress payment (Metro -Atlanta Community) schedule. You understand that you will be solely responsible for use of the grant and further understand that the [city/entity awarded] is responsible for any applicable federal, state, provincial, territorial, and local taxes (including any applicable duties and income and withholding taxes) and any other costs, expenses and fees associated with receipt if the grant and/or use not specified in the challenge terms and conditions as provided. Reuorting You will provide Georgia Tech with monthly status reporting through a written memo to ensure that we are achieving the grant objectives and project goals. The Georgia Tech/Smart Georgia team may wish to make on-site visits from time to time and you agree to permit such visits during regularly scheduled business hours. At the mid-term point of the project you will provide a mid -year summary report which will include all results to date. At the conclusion of the project you will provide a final summary report which will include all results of the project that will be shared with the public. Contacts Correspondence, reports etc. regarding this project should be addressed to: Greg McCormick, Director — Georgia Smart, Georgia Tech Research Institute greg.mccormick@gtri.gatech.edu AND Debra Lam, Managing Director — Smart Cities and Inclusive Innovation, Georgia Tech debra.lam@ipat.gatech.edu Warranty Disclaimer THE CHALLENGE AND ANY TECHNICAL ASSISTANCE PROVIDED ARE PROVIDED AS IS WITHOUT WARRANTY AND GEORGIA TECH DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL GEORGIA TECH BE LIABLE FOR ANY INCIDENTIA, CONSEQUENTIAL, SPECIAL, OR INDIRECT DAMAGES OF ANY KIND, WHETHER IN CONTRACT, TORT OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBLIITY OF SUCH DAMAGES. Publicitv You grant Georgia Tech the right to use the [City/Community]'s name, location, trademarks, photograph, and/or image in any and all media now or hereafter known, worldwide and on the Internet and in perpetuity, without compensation (unless prohibited by law) or additional consents from the University or its authorized representatives or any third party and without prior notice, approval or inspection, but solely as it relates to the challenge, including, identifying the [City/Community] as one of the grant recipients/participants of the challenge. You acknowledge Georgia Tech will issue a press release related to the challenge. You agree to disclose to project participants that Georgia Tech (and other co. sponsors) have provided financial support for the project. Entire Aereement This Agreement constitutes the entire agreement between the parties concerning the Challenge and supersedes any prior agreement or other communications between the parties with respect thereto. The terms may be changed only by mutual written agreement of each party. Except for publicity related to the Challenge and compliance with the Georgia Open Records Act, the parties shall mutually agree to public releases involving the challenge projects. By signing below you warrant and represent that you are an authorized representative of i r-- 1u i (W , authorized to enter into agreements on its behalf and to bind the to the right and obligations set forth hereunder. Agreed and accepted this day of (r i�f� �il'� �1�. 2019. t Printed Name: —7AJ15' Title: TO: FROM: MILTON*t ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager W AGENDA ITEM: Approval of Change Order #3 to an Agreement between the City of Milton and Tri Scopes, Inc. to Change the Facility Landscaping Services and Sport Field Maintenance and to Add Sport Field Maintenance of the Sports Complex at Cox Road. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ( /APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (4"YES () NO CITY ATTORNEY REVIEW REQUIRED: (1YES () NO APPROVAL BY CITY ATTORNEY: (1APPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 05060-Zu 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 0000 info®cityofmiltonga.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 3, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of Change Order #3 to an Agreement between the City of Milton and Tri Scapes, Inc. to Change the Facility Landscaping Services and Sport Field Maintenance and to Add Sport Field Maintenance of the Sports Complex at Cox Road Department Recommendation: Approval. Executive Summary: On December 19, 2016, the Mayor and Council approved a contract with Tri Scapes, Inc. for maintenance at our IGA fields and our parks as well as facility landscaping services. On April 9, 2018, the Mayor and Council approved Change Order #1 to this contract to provide for the maintenance of the former Milton Country Club. On May 6, 2019, the Mayor and Council approved Change Order #2 to this contract to provide for an improved turf care program on the baseball fields at Bell Memorial Park, an increase in the number of lawn cuttings at Northwestern Middle School and to add porter service and trash removal, at eight City of Milton locations. Staff is now proposing Change Order #3 to this contract. This change order will make multiple changes to the existing contract. The first change results in a reduction in the maintenance of the passive acres of the Former Milton Country Club. The second change adds baseball field preparation at the fields at Birmingham United Methodist Church and Hopewell Middle School. The third change redefines the active season for field preparation. The fourth change adds sports field maintenance and preparation at the newly acquired Cox Road sports complex. The fifth change specifies which herbicide will be used at all fields maintained by Tri Scapes, Inc. Page 2 of 2 The final change adds maintenance for two additional roundabouts; the new one at Freemanville and Providence Roads and the roundabout currently under construction at Mayfield and Charlotte Roads. The net difference in the contract is $65,950.00, moving the contact value from $332,103.77 to $398,053.77. Procurement Summary: Purchasing method used: Contract Addendum Account Number: 100-6210-523850004 (deduct $66,000) 100-4101-523850001 – add - $25,100 100-6110-523850009 – add - $16,850 100-6110-523850002 – add - $ 2,000 100-6110-523850010 – add - $88,000 Requisition Total: $ 65,950.00 Vendor DBA: Other quotes or bids submitted (vendor/$): N/A Financial Review: Bernadette Harvill, March 4, 2020 Legal Review: Sam VanVolkenburgh – Jarrard & Davis, February 28, 2020 Concurrent Review: Steven Krokoff, City Manager Attachment: 1) Change Order #3 to an Agreement between the City of Milton and Tri Scapes, Inc. to Provide Facility Landscaping Services, Sport Field Maintenance and Maintenance of Bell Memorial and Providence Parks 1 CHANGE ORDER #3 FOR FACILITIES LANDSCAPING, SPORT FIELD MAINTENANCE AND PARK AND FIELD MAINTENANCE AGREEMENT WHEREAS, the City of Milton, Georgia and Tri Scapes, Inc., have entered into a Maintenance Agreement dated December 19, 2016, and Change Orders #1 and #2, all of which are incorporated herein by reference (and are collectively the “Agreement”); and WHEREAS, the City desires to add additional services to the Agreement; and WHEREAS, pursuant to Section 2-626(b)(6) of the City’s Purchasing Policy, the City has selected Tri Scapes, Inc. as a “brand name” provider of this service due to the operational effectiveness of combining the additional service with Tri Scapes’ current landscaping services for the City; NOW THEREFORE, the parties agree to amend the Agreement as follows: 1. To reflect the deletion of the majority of the maintenance at the former Milton Country Club, the retaining of the maintenance at the 7 active acres at the former Milton Country Club, the addition of maintenance at two new roundabouts, one located at Mayfield and Charlotte Roads and one located at Freemanville and Providence Roads, and the addition of sports field preparation at the baseball field located at Birmingham United Methodist Church 3 to 5 times a week on the week days and also on Saturdays, and at the baseball field located at Hopewell Middle School 1 to 3 times a week on the weekdays and on Saturdays, and the addition of the use of Spectacle Herbicide at all IGA fields, Bell Memorial Park and the Cox Road Sports Complex, and the addition of maintenance of the Cox Road Sports Complex and finally the re-definition of the Typically Active Season dates for field preparation, Section III.A is amended by replacing the first sentence with the following: “The total amount paid to Contractor in any Term shall be the lump sum price of $398,053.77, the sum of all pass-through costs authorized in writing by City, and the sum of all hours worked, materials used, and supplemental costs incurred in performing all approved Supplemental Work Orders at the unit prices set forth in Exhibit “B”. The effective date of this price change will be the effective date of this Change Order, with pricing for the Term beginning January 15, 2020, prorated accordingly. (For purposes of prorating the new price, the lump sum amount for October 1, 2019 through January 14, 2020 is $96,863.60 and the lump sum price for January 15, 2020 – September 30, 2020 is $281,954.75, each payable in monthly installments.) 2. Exhibit A, Contract B is amended by modifying Section M containing the following Scope of Work: Special Requirements for Milton Country Club: At the Milton Country Club, there will be three phases of service for three separate areas. Area 1 shall continue to be serviced as previously defined. 2 Area 2 shall be discontinued from further service. Area 3 shall be discontinued from further service. 3. Exhibit A, Contract B is amended by deleting the phrase “size 139 acres” and replacing it with “size 7 acres” in the Facility #15 (Milton Country Club) row. 4. Exhibit A, Contract B is amended by adding to Table B.1. Facility Locations facility number 16 for the Mayfield Road and Charlotte Road roundabout (intersection landscape maintenance) and facility number 17 for the Freemanville Road and Providence Road roundabout (intersection landscape maintenance). 5. Exhibit A, Contract C is amended by adding a new Section G containing the following Scope of Work: Spectacle Herbicide at IGA Facilities: At all of the facilities listed in Table C.1 of the contract, Tri-Scapes will use Spectacle Herbicide for improved weed control as is required by the field conditions and manufacturer’s instructions. 6. Exhibit A, Contract D, Table D.1 – Typically Active Season is amended by changing the Spring Ends Date to the first Sunday after July 4 and the Fall Begins date to the third Monday in August. 7. Exhibit A, Contract D, is amended by the addition of the following three facilities: a. Cox Road Sports Complex at 170 Cox Road with the following scope of work: The facilities at 170 Cox Road, including but not limited to the buildings, bathrooms, natural grass fields, artificial turf field, fencing, trees, shrubs, parking lot shall be maintained to the same standards of quality and cleanliness as the facilities at Bell Memorial Park. The City allows the neighboring school (Porter Academy) to use some facilities during the day, and Tri Scapes shall reasonably accommodate these uses when performing its services. b. Birmingham United Methodist Church baseball field, 15770 Birmingham Highway, with the following scope of work: the field shall be prepared 3 to 5 times a week on the weekdays and also on Saturdays. Field preparation should be equivalent to the baseball field maintenance provided at Bell Memorial Park. Dugouts and batting cages shall be kept free of debris and growth. Trash removal will be handled by a third party. c. Hopewell Middle School baseball field, 13060 Cogburn Road (as identified on Figure C.5), with the following scope of work: the field shall be prepared 1-3 times a week on weekdays and also on Saturdays. Field preparation should be equivalent to the baseball field maintenance provided at Bell Memorial Park. Dugouts and batting cages shall be kept free of debris and growth. Trash removal services shall be provided in accordance with Contract C for Hopewell Middle School. 8. Exhibit A, Contract D is amended by removing the requirement to provide dumpster service in Section Q. 9. Exhibit A, Contract D is amended by adding a new Section U containing the following Scope of Work: 3 Spectacle Herbicide at Bell Memorial Park and Cox Road Sports Complex: At Bell Memorial Park, at the Cox Road Sports Complex, Tri-Scapes will use Spectacle Herbicide for improved weed control as is required by the field conditions and manufacturer’s instructions. (Spectacle herbicide treatment for Hopewell Middle School baseball field is covered under Contract C.) IN WITNESS WHEREOF, the parties have caused this Change Order to be duly executed by their duly authorized officers as of the day and year set forth next to each signature. [SIGNATURES ON FOLLOWING PAGE] 4 CONTRACTOR: TRI SCAPES, INC. By: ________________________________________ Print Name: _________________________________ Its: President/Vice President (Corporation) Date: _________________________________ [CORPORATE SEAL] Attest/Witness: ____________________________________________ Print Name: ___________________________________ Its: ______________________________________ ((Assistant) Corporate Secretary if corporation) CITY OF MILTON, GEORGIA By: ___________________________________ Joe Lockwood, Mayor [CITY SEAL] Date: _________________________________ Attest: ____________________________________ Print Name: Sudie Gordon Its: City Clerk Approved as to form: ____________________________________ City Attorney MILTON*k ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: March 10, 2020 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of a Task Order between the City of Milton and Lowe Engineers, LLC to provide Short -Term Plan Review Support for Land Development Activities. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (1APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (IES () NO CITY ATTORNEY REVIEW REQUIRED: (AGES () NO APPROVAL BY CITY ATTORNEY: (1APPROVED (J NOT APPROVED PLACED ON AGENDA FOR: v311010LO 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltongo.us To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted March 10, 2020 for the March 16, 2020 Regular City Council Meeting Agenda Item: Approval of a Task Order between the City of Milton and Lowe Engineers, LLC to provide Short-Term Plan Review Support for Land Development Activities. Department Recommendation: Approval Executive Summary: Consultant will assist the Development Coordinator with plan review services for land development activities within the City. This task order is in reference to the original Professional Services Agreement, dated September 2017, with a maximum contract price of $150,000 annually, which includes NPDES services and task order provisions for engineering and/or plan review services. This task order shall not exceed $32,000 based on the hourly rate of $125.00/hour, which constitutes 16 hours per week over 16 weeks for a total of 256 hours. Procurement Summary: Purchasing method used: Contract Addendum Account Number: 100-7410-521200004 Requisition Total: $32,000.00 Vendor DBA: N/A Financial Review: Bernadette Harvill, March 11, 2020 Legal Review: Sam VanVolkenburgh, February 25, 2020 Concurrent Review: Steve Krokoff Attachment: Professional Services Agreement TASK ORDER TO PROVIDE TEMPORARY PLAN REVIEW FOR LAND DEVELOPMENT ACTIVITIES THIS TASK ORDER between the parties is entered into pursuant to a pre-existing Professional Services Agreement (RFQ #17-PW05), incorporated herein by reference, and shall serve as authorization by City of Milton to Lowe Engineers, LLC (referred to herein alternately as “consultant and “Lowe”) to perform the services described herein pursuant to the terms conditions, mutual covenants and promises provided herein and in the Professional Services Agreement. Termination of Prior Task Order To the extent not previously terminated by the City, by this task order the City hereby terminates the prior task order for plan review services (based upon a Lowe Proposal Letter dated February 28, 2019). Description of Services: The City is requesting temporary plan review services for land development activities within the City. The services to be provided under this task order shall ensure that land development permits are issued in conformance with the City Code of Ordinances. The Consultant shall keep detailed and accurate records of the daily reviews and will be required to utilize reporting software as may be required by the City. Timing: This task order will begin upon acceptance and end on June 30, 2020. , unless sooner terminated in writing (for any reason) by the City. Compensation: This task order shall not exceed $32,000.00 based on the hourly rate of: Project Manager $125.00 / hour Attachments The following documents are incorporated by reference and compliance with these documents are a material term of this Task Order: Exhibit A - Lowe Proposal letter dated February 17, 2020 [SIGNATURES ON FOLLOWING PAGE] CONSULTA • Lowe Engineers, LLC Signature: ~ Print Name: ..7 � }' s4 A -L f Title: Member/Manager (LLC) Attest/Witness: Signature: Lv Print Name: ,�(� ��_&"Alcx Title: N[CGG1u.evncpn r CITY OF MILTON, GEORGIA RATIFIED BY COUNCIL Steven Krokoff, City Manager Joe Lockwood, Mayor Attest: Signature: Print Name: Sudie Gordon Title: City Clerk Approved as to form: City Attorney Exhibit A - Lowe Proposal letter dated February 17, 2020 990 Hammond Drive, Suite 900 , Atlanta, Georgia 30328 Phone: 770.857.8400 I Fax: 770.857.8401 I loweengineers.com February 17, 2020 Mr. Parag Agrawal, AICP Community Development Director City of Milton 2006 Heritage Walk Milton, GA 30004 RE: Proposal for Task Order for Plan Review Services Dear Parag: Thank you for the opportunity to submit this proposal for a task order for plan review support under our current open-end, on-call support contract. Our current contract, which was awarded in September 2017, and is annually renewable until September 30, 2 023, allows for Task Order based support. The project description, provided in section I, paragraph B, states that task to be performed in this Agreement are generally described as: NPDES permit compliance services, general support for City Engineer, and p lan review services. We currently have one active task order to provide NPDES permit compliance services. SCOPE It is our understanding you need primarily erosion and sediment control, transportation, stormwater, and general engineering plan review support in support of the Community Development Department. STAFFING In accordance with our conversation in our review of the projected volumes provided, we agree that one review engineer should be able to handle it with an approximately 16-hour workweek on site. Accordingly, we are proposing Jerry Oberholtzer, PE. Here is a brief summary resume on each of them: JERRY OBERHOLTZER, PE BS, Civil Engineering, Clemson University, 1981 PE License No. 15711 (GA), 19442 (NC), and 402026389 (VA) GSWCC-Certified Level II Design Professional Jerry Oberholtzer has 38 years of civil engineering design and project management experience, with extensive expertise in transportation planning and roadway design, stormwater drainage systems, erosion and sedimentation control, as well as site 990 Hammond Drive, Suite 900 , Atlanta, Georgia 30328 Phone: 770.857.8400 I Fax: 770.857.8401 I lowee ngineers.com preparation. As Engineering Administrator for the Athens-Clarke County Transportation and Public Works Department, Engineering Division, Mr. Oberholtzer oversaw the design, plan review, and construction of all transportation projects. His background further includes GDOT Plan Development Process (PDP) training and full-depth asphalt pavement reclamation training, and. FEE Below is our fee schedule from our current contract. I am proposing Jerry’s rate at the Project Manager level of $125 per hour. 2017 Fee Schedule Range STAFF CATEGORY HOURLY BILLING RATES Principal $200-250 Senior Project Manager $150-175 Senior Project Specialist $180-220 Project Manager $125-150 Senior Project Engineer $95-115 Senior Arborist $115 Project Engineer $75-95 Design Engineer $60-80 Senior Geospatial Analyst $95-105 Geospatial Analyst $60-80 Senior GIS Technician $95-105 GIS Technician $60-80 Senior Technician $80-100 Senior Data Analyst $100-125 Technician $60-80 Professional Land Surveyor $175-200 Survey Supervisor $100-120 Field Supervisor $80-95 Survey Crew (3 person) $150-165 Survey Crew (2 person) $110-135 990 Hammond Drive, Suite 900 , Atlanta, Georgia 30328 Phone: 770.857.8400 I Fax: 770.857.8401 I lowee ngineers.com Survey Crew (1 person) $70-90 Scanner Field Crew $200-250 Scanner Technician $75-100 Unmanned Aerial Vehicle (UAV) $200 UAV Data Processing $100 Research $65-85 Clerical $45-65 SCHEDULE We have the capacity to make this happen right away and have Jerry on site soon. We appreciate the opportunity to submit this proposal and will be glad to meet with you and discuss it in person if you like. Please let me know if you have any questions. We look forward to continue to work with the City of Milton. Jon Drysdale, PE Managing Partner jon.drysdale@loweengineers.com 404.312.1843 TO: FROM: MILTON'lt ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager a AGENDA ITEM: Approval of a Subscription/License between the City of Milton and Earth Networks, Inc. for the Installation of Lightning Detection System. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (1APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (, VYES () NO CITY ATTORNEY REVIEW REQUIRED: (41YES () NO APPROVAL BY CITY ATTORNEY: (1PPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 0y114'IUL• 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltongo.us 0000 To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted March 3, 2020 for the March 16, 2020 Regular City Council Meeting Agenda Item: Approval of a Subscription/License between the City of Milton and Earth Networks, Inc. for the Installation of Lightning Detection System _____________________________________________________________________________________ Project Description: The pool and tennis courts at the Former Milton Country Club do not have a lightning detection system. For optimal safety of the participants, a lightning detection system has been budgeted for. The quality of the Earth Networks product is superior to other like products on the market, because the detection methods and accuracy are more precise. With the pool being an amenity of the Former Milton Country Club, accurate reporting is very important. Procurement Summary: Purchasing method used: 3 Written Quotes ($5,000-$49,999) Account Number: 100-6110-523850112 Requisition Total: Year 1- $3,899.00 $18,293.00 (over 7 years) Financial Review: Bernadette Harvill, March 4, 2020 Legal Review: Sam VanVolkenburgh – Jarrard & Davis, February 13, 2020 Concurrent Review: Steve Krokoff, City Manager Attachment: Earth Networks, Inc. Agreement The Service (as described in the Order Form) is not a sale of goods, but rather a subscription and a license to a service which includes analytic content and data services (the “Services”). The Services may require hardware to be installed in order to function, and you hereby authorize Earth networks or its designee to install any necessary hardware pursuant to the requirements herein. All right, title, and interest (including all intellectual property rights) in, and to the Services, hardware and any data or services provided (including all copies thereof) shall remain with Earth Networks. 1. Service and Support Contact Details. “We”, “us” or “our” means Earth Networks, Inc., a Delaware corporation with its corporate offices located at 12410 Milestone Center Drive, Suite 300, Germantown, MD 20876. You may contact us by email at support@earthnetworks.com 2. Payment. You agree to payment terms per the Remarks section of the Order Form. Late payment fees will be charged as follows: (a) one percent (1%) per month or part thereof will be charged for any payment that is more than 30 days late: (b) Payment should be made to: Earth Networks Dept 0152, PO Box 120152 Dallas, TX75312 3. Term and Termination. The Services shall have an initial term as specified on the Order Form. Unless otherwise specified on the Order Form, the Services shall automatically renew for successive 12 month terms, unless terminated by either party with at least 30 days written notice prior to the expiration of the then current term 4. Dispute. Reserved. 5. Prevailing Wage Requirements. You agree that there are not state or local prevailing wage requirements that shall be applied to Earth Networks. 6. Data Rights. We retain all rights to data and/or video images (hereinafter “data”) generated by the Earth Networks system(s). We grant you a limited license for use of such data, in connection with your internal business/educational purposes, but for no other purpose. We have exclusive rights for resale or to otherwise use data from the installed system(s). You and the users of hardware and/or software under this contract cannot provide access to third parties without our express written consent. Requests for access must be in writing to Earth Networks at our place of business. We grant you a royalty free license to use and disseminate data generated by the Earth Networks system for educational purposes, save and except that you are expressly prohibited from disseminating data to media outlets (such as TV stations, cable channels, radio stations, newspapers, and magazines). You are expressly prohibited from disseminating data from any other Earth Networks system. 7. Technical Requirements. You agree to connect, at your expense, the Earth Networks unit(s) to a dedicated, full-time Internet connection. You further agree to maintain the Earth Networks system in an operational mode at all times and to permit us authorized outside access to system data through the telecommunication line. Telecommunication line expense is solely your obligation. You agree to follow all procedures outlined in the Operations Manual to ensure system access is maintained. 8. Representations. If any of the materials or parts fail impacting the availability of the Service, we will, at our election, either repair or replace them free of charge. This is the sole and exclusive remedy. THE SERVICES AND DATA DISPLAYED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABALE” BASIS. YOU ACKNOWLEDGES THAT WE ARE NOT RESPONSIBLE FOR THE ACCURACY OF ANY INFORMATION OR DATA CONTAINED IN THE SERVICES, AND WE SHALL NOT BE LIABLE FOR ANY LOSSES RESULTING FROM YOUR OR ANY AUTHORIZED USER’S RELIANCE ON ANY SUCH INFORMATION OR DATA UNDER ANY CIRCUMSTANCES. 9. Limitation of Liability. With the exception of: (a) direct breach of contract damages; (b) damages caused by intentional or grossly negligent misconduct by Earth Networks or its agents; or (c) bodily injury, death, or damage to real or personal property caused by Earth Networks during the installation process, EARTH NETWORKS SHALL NOT HAVE ANY LIABILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES ARISING FROM THIS AGREEMENT INCLUDING FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE OR PROFIT, LOSS OF OR DAMAGE TO DATA OR OTHER COMMERCIAL OR ECONOMIC LOSS, WHETHER ARISING FROM CONTRACT, EQUITY, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR ANY OTHER THEORY OF LIABILITY, EVEN IF EARTH NETWORKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR IF THEY ARE FORESEEABLE. The foregoing will apply to the full extent permitted by applicable law. 10. Lightning Disclaimer. Experience has shown that the resolution, timeliness, and format in which lightning data are presented within various displays and products, does not provide a total solution with regard to addressing concerns regarding the presence of convective activity and/or lightning and their potential impact on the safety of personnel and/or safeguarding of facilities, whether it be of immediate or short term concern. Interpretation and application of the data, as well as any comparative analysis and/or prognosis or similar activities done by any user, are done so solely at the user’s risk and have not directly or indirectly been implied, condoned or recommended by us, and/or its data suppliers. 11. Title and Intellectual Property. The Service and/or methods used in association with the Service may be covered by one or more U.S. and international patents or pending patent applications. All right, title, and interest (including all intellectual property rights) in, to and under the Services, and any data or additional services provided (including all copies thereof) shall remain with Earth Networks. 12. Changes to the Service Terms. This contract shall not be varied in its terms or conditions by any oral Agreement or representation, but only by an instrument in writing properly executed by both parties except with respect to annual or periodic price adjustments as reflected on the Order Form. The parties contemplate a supplement will be executed with additional terms. 13. Maintenance/Installation. Upon reasonable notice from us, you will provide access to the equipment for the purpose of supplying necessary maintenance and/or the installation. We reserve the right to remove hardware upon termination of the agreement 14. Non-Waiver of Rights. The failure of either party to insist upon strict performance of the terms and conditions of this Contract or to exercise any rights or remedies, shall not be construed as a waiver or its rights to assert any of same rights or to rely on any such terms or conditions at any time thereafter. 15. Governing Law and Venue. This Agreement shall be governed by the laws of the State of Georgia without regard to its conflict of law provisions. The parties hereby submit and consent to the exclusive jurisdiction of Fulton County, Georgia 16. Attorney’s Fees/Costs. Reserved. 17. Extraordinary Circumstances. Except for obligations of payment, neither party shall be liable for nonperformance caused by circumstances beyond their control, including but not limited to, work stoppages, floods, lightning and all other acts of God. 18. Breach. Either party may terminate this Agreement on breach by the other party of any material term or condition hereof 10 days after written notice is given to the breaching party by the non-breaching party if such breach is not cured. 19. Patent Indemnity. We will defend you from, and pay for ultimate judgment or liability for infringement in the United States by equipment or operating system software (“Software”) of any patent, trademark, trade secret, protected semiconductor chip mask work, or copyright if you promptly notify us in writing of any alleged infringement, allow us to defend, and cooperate. We are not responsible for any non-Earth Networks litigation expenses or settlements unless we agree to in writing. We are not liable for any infringement due to equipment or software being made or modified by you or requested specification or designs, or being used or sold in combination with equipment, software, or supplies not provided by us. IMPORTANT: WE MAKE NO OTHER EXPRESS OR IMPLIED WARRANTY OF NON- INFRINGEMENT AND HAS NO OTHER LIABILITY FOR INFRINGEMENT OR ANY DAMAGES THEREFROM. To avoid an infringement (even if not alleged) we may, at our option, at no charge to you, obtain a license to use, modify, or substitute an equivalent item for the infringing equipment or software. 20. Purchase Orders. Except for identifying goods, services or software ordered, prices and quantities, the terms and conditions contained or referenced in your purchase order or other ordering documents shall be of no force or effect (this will not include the attached supplement). 21. Severability/Assignability. If any provision of this Agreement shall be held to be invalid or unenforceable, the remainder of this Agreement shall not be affected thereby and shall remain valid and enforceable. Neither party may assign this Agreement or any of its rights and obligations hereunder to any person, firm or corporation, without the prior written consent of the other, which consent shall not be unreasonably withheld, provided however that either party may assign this Agreement to a successor in interest as a result of a sale of all or substantially all of its stock or assets. 22. Entire Agreement. The terms and conditions contained or referenced in this Order Agreement (and attached supplement) are the complete and entire agreement between the parties respecting the subject matter of this Agreement. __________________ ________ Joe Lockwood, Mayor Date __________________________ Approved as to form, City Attorney ARTH N_ -TW RKS' Business Name: Contact Name: Contact Phone: Business Name: Contact Name: Contact Phone: POC: Contact Phone: EARTH NETWORKS ORDER FORM 12410 Milestone Center Drive, Suite 300, Germantown, MD 20876 City of Milton, Georgia Tom McKlveen (Parks & Recreation) (678)242-2519 Stuart Hershon 4080 Product Name Sferic Protect Basic Package includes: • Earth Networks Outdoor Alerting System • Earth Networks Outdoor Installation • Maintenance (OAS) • Lightning Alerting Subscription (Data feed and Sferic Maps) • Sferic Protect Basic One -Time Setup Fee Initial Term of Contract: 7 years Quotation valid through: Date of Original Signed Terms and Conditions: EN.ContApproval.F20 9/13/2013 Business Address: Contact Fax: Business Address: Contact Fax: go F.7 Email Address: Contact Fax: Notes Page 1 Order #: 76300 Milton City Hall, 2006 Heritage Walk, Milton, GA 30004 301 258-5210 Quantity Unit Price Total Price $2,399 (Annual cost on a 1 7 -year 1 agreement) 1 1 1 $1,500.00 Sub Total: $3,899.00 Sales Tax: NIA Grand Total: $3,899.00 Customer #: Order #: 76300 Remarks: The customer agrees to payment terms of Net 30 unless otherwise documented. Late payment fees will be charged as one percent (1 %) per month or part thereof will be charged for any payment that is more than 30 days late. The service(s) shall be for 7 years, subject to the provisions in the attached Supplement. The annual fee for these services following year one shall be $2,399.00/year. Installation and/or maintenance costs quoted above are valid for standard installations only. Any installation or maintenance work that requires non-standard equipment, materials, or regulatory expense may be subject to an additional charge. Furthermore, customer is responsible for providing all communication and electrical infrastructure. This quotation identifies the quantity of OAS units estimated for adequate coverage and has been agreed to by both parties as per (name and date of summary document). If additional units are required or desired after installation, they can be added for $999.00 annually per unit plus one-time $499.00 installed. Please allow up to four weeks for delivery of hardware. This Order Form is subject to the terms and conditions attached hereto. CUSTOMER: EARTH NETWORKS: By:,— Name: Title: _ Date: City Attorney Approval as to Form By: Name: A. -i I EZ ►� . Title: _ . �'"�. U-V0V5EL- _ Date: �7_ 2 7` EN.ContApproval.P20 9/13/2013 Page 2 Customer #: ARTHr-) .5 Customer Check List Order #: 76300 Earth Networks thanks you in advance for your business. In order for us to expedite your order, please be sure that you have signed and returned the following information: ❑ Signed Earth Networks Order Form ❑ Sign and date the bottom left page of Standard Terms and Conditions where it asks for "Customer Signature and Date" ❑ Signed Purchase Order, Check or Credit Card Authorization ❑ Tax Exempt Certificate (if applicable) If you should have any questions please feel free to contact your POC: • NOTE: Earth Networks, Inc. has sold its interest in WeatherBug brand November, 2016. Please ensure that you have made the name change to all documents submitted to Earth Networks for processing. POC: Stuart Hershon Phone: (800) 544-4429 ext 4080 Email Address: shershon@earthnetworks.com Fax: (301) 258-5210 EN.ContApproval.F20 9/13/2013 Page 3 Customer #: City of Milton & Earth Networks, Inc. - Agreement Supplement 1. Priority of Supplement: This Supplement is attached to the `Barth Networks Order Form" and associated Terms and Conditions (collectively the "Agreement") between the City of Milton, Georgia ("City") and Earth Networks, Inc. ("Earth Networks"). The provisions of the Supplement control over any contrary provisions found in the Agreement and any other document that is incorporated by reference into the Agreement. 2. Statutovv, , Auto -Termination and Renewal : As required by O.C.G.A. § 36-60-13(a), to the extent the term (including any renewal term) of the Agreement extends beyond one calendar year, the Agreement shall terminate absolutely and without further obligation on the part of City on December 31 each calendar year of the term, and shall automatically renew on January 1 of each subsequent calendar year for the remainder of the term, absent City's provision of written notice of non -renewal to Earth Networks at least thirty (3 0) days prior to the end of the then -current calendar year. Title to any supplies, materials, equipment, or other personal property (though no title is expect to transfer) shall remain in Earth Networks until fully paid for by City (if applicable). 3. Independent Contractor: Earth Networks and City hereby covenant and declare that each is engaged in an independent business and Earth Networks agrees to perform all services under the Agreement as an independent contractor and not as the agent or employee of City. 4. Nondiscrimination: In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of federal law, Earth Networks agrees that, during performance of the Agreement, Earth Networks, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed or belief, political affiliation, national origin, gender, age or disability. In addition, Earth Networks agrees to comply with all applicable implementing regulations of the above -quoted statutes and shall include the provisions of this paragraph in every subcontract for services contemplated under the Agreement. 5. Sovereign lmmunityi Indemnification: Nothing contained in this Agreement shall be construed to be a waiver of City's sovereign immunity or any individual's qualified, good faith or official immunities. No provision of the Agreement shall be construed to impose a contractual duty of defense or indemnification upon the City. 6. Taxes: The parties agree that the City is exempt from state sales and use tax, and City will provide a certificate evidencing same upon request of Earth Networks. 7. Compliance with the Georgia Open Records Act: To the extent required by law, each party agrees to comply with the Georgia Open Records Act (O.C.G.A. § 50-18-70, et seq.) and no confidentiality requirement in the Agreement shall impose any obligation inconsistent with the rights and duties created by that Act. 8. Ethics: City and Earth Networks acknowledge that it is prohibited for any person to offer, give, or agree to give any City of Milton employee or official, or for any City employee or official to solicit, demand, accept, or agree to accept from another person, a gratuity of more than nominal value or rebate or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contract or subcontract, or to any solicitation or proposal therefor. City and Earth Networks further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub -consultant under a contract to Earth Networks or any higher tier sub -consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. 9. Employment of Unauthorized Miens Prohibited = E -Verify , Affidavit: Pursuant to O.C.G.A. § 13- 10-91, City shall not enter into a contract for the physical performance of services unless Earth Networks shall provide evidence on the forms, attached hereto as Exhibits "A" and "B" (affidavits regarding compliance with the E -Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and its subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E - Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period. Earth Networks hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "A", and submitted such affidavit to City. Further, Earth Networks hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02. In the event Earth Networks employs or contracts with any subcontractor(s) in connection with the Agreement, Earth Networks agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13-10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit `B", which subcontractor affidavit shall become part of the Earth Networks/subcontractor agreement. If a subcontractor affidavit is obtained, Earth Networks agrees to provide a completed copy to City within five (5) business days of receipt from any subcontractor. Earth Networks and Earth Networks' subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. Earth Networks agrees that the employee -number category designated below is applicable to it: 500 or more employees 100 or more employees Fewer than 100 employees Earth Networks hereby agrees that, in the event Earth Networks employs or contracts with any subcontractor(s) in connection with the Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, Earth Networks will secure from the subcontractor(s) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of state and federal law, and shall be construed to be in conformity with those laws. 10..Authority w Contract: The individual executing the Agreement on behalf of each party covenants and declares that he/she has obtained all necessary approvals of the necessary board of directors, stockholders, board of commissioners, general partners, limited partners or similar authorities to simultaneously execute and bind the party to the terms of the Agreement and this Supplement. IN WITNESS WHEREOF City and Earth Networks have executed this Supplement, effective as of the effective date of the applicable Agreement. Earth Networks, Inc.: Signature: Print Name: i Title: President/Vice President (Corporation) [CORPORATE SEAL] Attest/Witness: Signature: r Print Name: k7i IUA"3 Title: (Assistant) Corporate Secretary CITY OF MILTON, GEORGIA By: Joe Lockwood, Mayor [CITY SEAL] Attest: Signature: Sudie Gordon, City Clerk Approved as to form: City Attorney EXHIBIT "A"STATE OF �l COUNTY OF M_Ln7SO rtA CONTRACTOR AFFIDAVIT AND AGREEMENT By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Federal Work Authorization User Identification Number /z /7Zfll� Date of Auth rizatio _Garth Networks; Inc. Name of Contractor Lightning Detection System Name of Project City of Milton County: Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on " y , 2020in (city), /lA1 (state). �Vatu_re of Authorized Officer or Agent �i 1 eL • a6►)061,A-RA) • Ot%)P�2 Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE -DAY OF NOTArRY PU o' .Xc......... w �� t1Y SEAL 2 03 Hyl O My Commissio • ixe ieE B 2�;v'• 7 %/ • '' 6 EXHIBIT "B" STATE OF-- COUNTY F_COUNTY OF SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcontractor verifies its compliance with `O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with Earth Networks, Inc. on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C,G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Federal Work Authorization User Identification Number Date of Authorization Name of Subcontractor Lightning Detection System, Name of Project City or Milton.Cnuny, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on , 20 in (city), (state). Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF 20 NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: TO: FROM: MILTON*t ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager(7> AGENDA ITEM: Approval of an Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Davis Educational Services, LLC to Provide Educational Camps. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (1APPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (�IYES () NO CITY ATTORNEY REVIEW REQUIRED: ( yYES () NO APPROVAL BY CITY ATTORNEY: (yAPPROVED (J NOT APPROVED PLACED ON AGENDA FOR: © 40 uLu 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 3, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Davis Educational Services, LLC to Provide Educational Camps. ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of a Parks and Recreation Department Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Davis Educational Services, LLC. Executive Summary: Davis Educational Services, LLC (dba Challenge Island) will offer two STEM based educational summer camps in 2020. This program will offer the camps at Bethwell Community Center or Community Place. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City. Alternatives: If this contract is not approved, we will have to research to find another provider that can offer these specialized services. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Parks and Recreation Department Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Davis Educational Services, LLC. ALITY OF ES TABLlSHED 2006 2020 CITY OF MILTON PARKS & RECREATION DEPARTMENT AGREEMENT FOR OUTSIDE PROVIDERS & FACILITY USE AGREEMENT Challenge Island THIS IS AN AGREEMENT, made this _ day of ____ , 2020, between: THE CITY OF MILTON, a municipal corporation organized and operating under the laws of the State of Georgia, acting by and through its governing authority, the Milton Mayor and City Council , and with a business address of 2006 Heritage Walk, Milton, Georgia 30004, hereinafter referred to as the "CITY ." and 4KD INVESTMENTS DBA CHALLENGE ISLAND CHEROKEE MILTON hereinafter referred to as "PROVIDER ". CITY and PROVIDER may hereinafter collectively be referred to as "the Parties ". In consideration of the mutual obligations of the Parties and for good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows : ARTICLE 1.0 PROVIDER's Services and Responsibilities 1.1 PROVIDER shall conduct services generally described as YOUTH STEAM CAMPS & CLASSES at the following locations : BETHWELL COMMUNITY CENTER, COMMUNITY PLACE 1.2 The PROVIDER's services shall be performed during the days and hours described in Exhibit "A," attached hereto and incorporated herein by reference. 1.3 The PROVIDER and The Director of the Parks & Recreation Department (hereinafter referred to as the "Department") or his designee, will coordinate the program schedule, which will be approved by Department Director, or his designee, at its sole discretion. Proposed program schedules shall be provided to the Department at least 30 days prior to the start of the activity . 1.4 All registration fees shall be fair and equitable to all participants. (E xecutio n of th is Agreement by the City shall act as a finding that the fees proposed in Exhibit "A" are fair and equitable; any fees not described in Exhibit "A" shall be determined fair and equitable in the reasona ble discretion of the Department Director or his designee). The fees charged to each participant will be as described in Exhibit "A" for residents of MILTON, and a surcharge of 50% more will be charged to each participant who is not a resident of MILTON , up to a cap of $90.00. The entire balance of this surcharge for non-residents shall be paid to the CITY. 1 .5 The PROVIDER can make available a reasonable number of scholarships for participants requiring assistance. Scholarships offered to residents of the City of Milton will result in no payment of commission on the registration to the City of Milton. Scholarships offered to participants who are not residents of the City of Milton will result in no payment of commission on the registration to the City of Milton , however, the PROVIDER is responsible to pay the City non-resident fees for non-resident scholarship recipien ts to the City. The PROVIDER is responsible for identifying participants who have received a scholarship from the PROVIDER. 1.6 The PROVIDER warrants to CITY that it is not insolvent, it is not in bankruptcy proceed ings or receivership, nor is it engaged in or threatened with any litigation or other legal or administrative proceed ings or investigations of any kind which wou ld have an adverse effect on its ability to perform its obligations under this Agreement. 2 1.7 The PROVIDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement. The PROVIDER stipulates and certifies that it is qualified to provide the programs it is hired to provide , maintains the education and required licenses or permits necessary to provide the programs, and shall continue to maintain such licenses or permits during the term of this Agreement. l .8 This Agreement is considered a non-exclusive Agreement between the Parties . The CITY shall have the right to purchase the same kind of services to be provided by the PROVIDER from other sources during the term of this Agreement. The PROVIDER is not precluded from providing the same or similar services for other parties so long as such other engagements do not interfere with the PROVIDER'S provision of services to the CITY. 1.9 The DEPARTMENT must approve any promotional material, flyers, and posters advertising the programs prior to its release. The following content and topics shall specifically be prohibited: sexually explicit materials, profanity, child pornography, alcoholic beverages, tobacco products, adult movies, adult book/video stores, adult entertainment establishments, massage parlors, pawn shops, and tattoo parlors or shops. l. l O The PROVIDER shall not promote any privately-owned business in a CITY park/facility or solicit any participant in a CITY park/facility activity for any privately-owned business . The PROVIDER may not use said facilities to conduct personal business, including but not limited to workshops, clinics, seminars, camps, private sessions, or any other activities that are outside the scope of service described in Exhibit "A". It is further understood that such improper/prohibited action(s) may result in immediate termination of this Agreement and the forfeiture of all compensation due or authorized for payment to the PROVIDER. l. l l The PROVIDER shall abide by the policies , procedures, rules and regulations of the DEPARTMENT, the CITY, and the FULTON COUNTY BOARD OF EDUCATION as promulgated from time to time. PROVIDER understands and agrees that the DEPARTMENT shall have first priority for use of CITY facilities. notwithstanding any other provisions of this Agreement. l .12 All assistants, substitutes, and subcontractors utilized by the PROVIDER must have prior written approval of the DEPARTMENT. 1.13 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the programs obey all applicable policies, procedures, Rules and Regulations. 1.14 The DEPARTMENT or CITY may require that the PROVIDER not be permitted to utilize specific assistants, substitutes, or subcontractors of PROVIDER who have failed to follow any policies, procedures, rules or regulations applicable to the use of the facility . 1.15 Although the CITY shall not control the PROVIDER's techniques, methods, procedures, or sequence of instruction, the PROVIDER will comply with the CITY's and DEPARTMENT's policies, rules , regulations , ordinances and procedures (Exhibit "C"), as well as those of the FULTON COUNTY BOARD OF EDUCATION (if operating on Board of Education property), and shall not interfere with their operation, nor harm or damage the equipment or facilities afforded to PROVIDER for his/her programs, nor otherwise disrupt the other on-site activities being offered at such public facilities. 1.16 The PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under the PROVIDER's charge. 3 1 .17 If the PROVIDER will be providing services directly with minor children without parenta l supervision , the PROVIDER shall, prior to commencing services under this Agreement, comply with the CITY 's policy regarding criminal background screening. The CITY will furnish the PROVIDER with a background release form (Exhibit "B"), which must be completed and executed by and for all of the provider's counselors , coaches, volunteers, subcontractors, employees or any other individuals that will come in contact with a child, and background checks will be completed at the PROVIDER's sole expense . A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER 's employees or any individual who will come in contact with a child at the CITY through PROVIDER or at PROVIDER 's direction, such form authorizing the CITY to conduct a search of each such individual 's criminal background. The result of such inquiry may be deemed acceptable by the CITY in its sole and complete discretion, and the CITY may reject any individual from participating in any program based upon such results. If the PROVIDER has recently had a background screening conducted by another agency, the CITY, at its sole discretion , may accept that background screening and waive the requirement of a new background screening. PROVIDER and its employees must also execute a Waiver and Release of Liability holding the CITY and FULTON COUNTY BOARD OF EDUCATION harmless . 1.18 It is the responsibility of the PROVIDER to ensure that 100% of their coaches and volunteers complete all legally mandated reporter training programs before being permitted to volunteer or coach . 1 .19 The CITY may require all participants in all programs to sign a Waiver and Release of Liability. 1.20 The PROVIDER shall only use the facilities identified by the CITY, and such use shall be limited to CITY designated activities. 1.21 The PROVIDER shall not sublet any CITY facilities to any entity. 1 .22 The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database w ill be used for the purpose of the City conducting an end of season quality survey . The City will share the results with the PROVIDER. The PROVIDER must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER . 1.23 The PROVIDER agrees to continually strive to grow the program(s) it is operating . For the facilities provided, the ideal number of participants is identified below. PROVIDERs shall strive to grow to the ideal capacity and maintain that level of participation. Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and PROVIDER. Ideal Capacity: 2 S: f £(2... f; \Jt'\lttvt.£n_ <; ~$s.c uN Previous Season Participation : __ O ___________ _ Growth Goal for This Season: I 2. --------------- 4 1.24 The PROVIDER is permitted multip le advanced level (non-recreation level) teams provided that no advanced level t eam d isplaces a single recreation-level participant or team and the advanced level teams must be made up of at least 50% City of Milton residents. Tryouts must be open to all, advertised in the appropriate media for the sport involved. Rosters for advance level teams must be submitted to the Department to verify the 50% Milton residency requirement prior to the formation of any advanced leve l team. 1 .25 The PROVIDER shall provide sport-appropriate certification and training to all paid and volunteer coaches. Additional certification requirements may be described in the Facility Use Agreement. In addition, it is the responsibility of the PROVIDER to ensure t hat all of their program instructors , coaches, volunteer and professional, head coaches and assistants, complete the following basic training programs and background check requirements before being permitted to coach a team. PROVIDER mus t provide documentation of such training to the City upon request . • Background Check • Concussion Awareness Training • Mandatory Child Abuse Reporti n g Training • Weather Policies and Procedures • Heat and Hydration Guidelines • Cold Weather Policy 1.26 The Provider shall agree to the Field Playability , Weather Po licies and Procedures, Heat and Hydration Guidelines and Cold Weather Policy below. Field Playabili ty The Department wi ll determine if fields are playable. Programs w ill be notified as early as possible if the fields are not playable . Programs are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City's normal business hours, the Program is responsib le for determining fie ld playabil ity. Programs are expected to exercise good judgmen t in det ermining if a field is playable , keeping the safety of the players foremost. The City shall maintain a weather hotline at 678-242-2533 to help communicate the status of the fields . The City also will update fie ld conditions on the City website shown below (but does not guarantee the website will updated in real time, as delays in updating may occur): https://www.cityofmiltonga .us/parks-recreation/ athletics/ Bell Memorial Park For the safety of a ll, t he City of Mil t on uses a lightning det ection system located on the roof of the maintenance building (beyond center field of field 5) to det ermine the safety of play in potentially severe weather at Bell Memorial Park. When lightning is detected, the system will turn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields , the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe leve l, the strobe light will be turned off and there will be three short blasts from the siren . At this point, p lay may be resumed un less Department staff direct otherwise or the actual conditions on the field remain unsafe. Failure to adhere to this requirement could result in the termination of the Facility Use Agreement. 5 If the lightning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system, refer to the rules below for the Fulton County School fields. Fulton County School Fields Upon visual or audible evidence of lightning or thunder, all participants are required to clear the field and seek shelter in a building or vehicle. Play will not be permitted until there is no visual or audible indication of thunder or lightning for a continuous 30 minutes. Every indication of thunder or lightning restarts the clock. Heat & Hydration Guidelines Providers that do not have their own established Hydration and Heat Guidelines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary, outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 degrees. Cold Weather Policy Providers that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows: If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the scheduled practice or game, it is recommended that the scheduled event be cancelled . If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled . Milton Parks and Recreation Department cance ls and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Programs shall follow this procedure. 1 .27 The PROVIDER is responsible to select qualified coaches for their program. Each Program shall establish their own criteria to determine qualifications of coaches, such as coaching experience, past playing experience, etc. 1.28 The PROVIDER shall be a business that is properly registered with the Secretary of State 's office and have a business license issued by the local governing body. 1 .29 The PROVIDER shall communicate to the Milton Parks and Recreation Advisory Board (PRAB) liaison(s) and Department liaison(s) any and all substantial changes in their program. For this purpose, a substantial change shall be defined as any change in the philosophy, mission , and organization of the PROVIDER which would impact the delivery of expected service to any and all program participants, current and future . This includes but is not limited to the following: • Addition/elimination of any age or skill level • Addition/elimination of any component of the overall program content (i.e. cheerleading, flag football, fast pitch softball , all stars , select, summer or winter league play, etc.) • Schedule of fees for participants • Anything that would be in direct conflict w ith existing City /Department policies 6 The Provider shall notify liaisons as soon as the idea for a substantial change is being considered . Upon notification by the PROVIDER , the PRAB and/or employee liaison shall communicate the information to the Department Director or his/he r designee. Before any action shall be taken by the PROVIDER to implement the substantial change, the PROVIDER may be required to prepare a written proposal outlining the planned change to include justification for the change; benefits of the change to the PROVIDER , the citizens of Milton, and the City; communication plan to inform the general public; timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc. It shall be at the sole discretion of the Department Director to determine if an in-depth written proposal shall be required. This will be determined on a case-by-case basis , depending on the nature of the proposed change . Any proposed fee change must be submitted in writing to the Department a minimum of sixty ( 60) days prior to the planned implementation . The Department shall determine the level of approval needed for the PROVIDER to implement the substantial change. The approva l levels are noted as follows: a. The PROVIDER only b. Department Director or his/her designee c. Milton Parks and Recreation Advisory Board d. Milton Mayor and City Council 1.30 Records of the PROVIDER or any members of the PROV ID ER , that are prepared and ma intained or received by the PROVIDER or any of its members in the course of providing services on behalf of Milton , are "public records " under the Open Records Act. Therefore , such records are subject to production if a request for such records is made under the Open Records Act. In the event that an Open Records Act request is delivered to the City of Milton for PROVIDER records pertaining to the service being provided on behalf of M ilton, the City of M il ton wi ll require , and the PROVIDER agrees to provide, time ly assistance in responding to such request . Upon receiving an Open Records Act request for PROVIDER records, the City of M ilton will promptly forward the request to the PROVIDER . All responsive documents shall be provided to the City by t he PROVIDER within 24 hours of the Ci ty 's notification; or, if the records cannot be assembled that quickly, then within 24 hours the PROVIDER will identify what records are responsive and provide the City of Milton with a list of such records and a t imeline for when the requested documents will be assembled and provided. De li very of the Open Records Act request from the City to the PROVIDER may be delivered via email, or phone call . All Open Records request responses shall be emailed to the Director of Parks & Recreation or his designee (if specified in the communication re laying the request). ARTICLE 2.0 Equipment & Materials 2.1 All program materials and equipment needed or pertaining to the above stated programs will be provided by the PROV IDER at his/her own cost and expense . However, PROVIDER may require participants to obtain certain materia ls required in the programs by providing a list of such materials (with approximate costs) to the participants . If PROVIDER makes such materials available to participants, they must be sold at PROVIDER 's cost. All equipment provided by the PROVIDER shall be used in strict accordance w ith equipment manufacturer 's instructions and in accordance with all applicable laws. PROVIDER shall coordinate storage of equipment with the principal of the school located at the facility , if appli cable. 7 2.2 The sale of merchandise is restricted to those materials utilized in and for the programs, with the exception of fundraising activities, in which other appropriate items such as gifts and food/drink may be sold. Fundraising activities conducted by the PROVIDER will be permitted. The PROVIDER shall obtain the CITY's approval of any fundraising activities and sale of merchandise prior to its distribution or sale . 2.3 The CITY will provide no storage space to the PROVIDER, un less otherwise mutua lly agreed upon in a separate written agreement. 2.4 Any supplies or equipment left at the facility will be the responsib ility of the PROV IDER . The CITY will not be responsible for any lost , stolen , or broken equipment or supplies . 2.5 The PROVIDER shall inspect the premises and equipment offered to him/her for his/her proposed activity, and if he or she finds anything wrong with the premises or equipment before each program commences that cannot be corrected immediately by the DEPARTMENT , the program shall be cancelled , and the matter reported to the DEPARTMENT for correction . If the PROVIDER elects to hold his/her programs in the facility provided, it will be presumed that the PROVIDER has inspected the premises and facilities and equipment provided for such programs and has accepted same as being safe and suitable for the use intended. 2.6 On all of the fields at Bell Memorial Park , blue tooth interfaces to the scoreboards hav e been installed. There is an app available to interface with the blue tooth device which e li m inates the need for the external scoreboard controllers . Go to www.singlescore.com for the app. Scoreboard control boxes may still be used under the following guidelines: a. The PROVIDER must acknowledge use and responsibility of all scoreboard controllers prior to the start of the season; b. Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; c. A minimum of thirty (30) days should be expected for a ll repairs; d. The PROVIDER shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard controllers; e. Scoreboard controllers must be stored at the park in the storage room; f. Scoreboard controllers are mated to specific scoreboards and must remain with their respective mate; and g. The PROVIDER must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. ARTICLE 3.0 Program Size Minimums: 3.1 ACTIVE: Program sizes shall meet the minimum numbers of participants for each prog ram as designated in Exhibit "A." 8 ARTICLE 4.0 Compensation and Method of Payment 4.1 In consideration of the City authorizing the PROVIDER to furnish the services described herein and to keep a portion of the revenues obtained from furnishing such services ( as provided herein), the PROVIDER agrees to furnish the services pursuant to the terms of this Agreement, including but not limited to the releases and indemnities contained herein. Further, the CITY shall be entitled to a commission consisting of 15% of the registration fees paid by all program participants to the PROVIDER. In consideration for providing the services described herein, the PROVIDER shall be entitled to 85% of such fees paid, exclusive of the 50% non-resident surcharge described in Section 1 .4. The 50% non-resident surcharge (capped at a maximum of $90.00) is fully payable to the CITY and shall not be included in PROVIDER's gross income calculation . PROVIDER shall be entitled to retain all non-registration fees paid by participants to PROVIDER , i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. 4.2 The PROVIDER agrees to provide the CITY with schedules of fees to be charged to participants in conformance with Exhibit "A" and to collect all fees from participants. The PROVIDER will submit a completed registration report, to the CITY within 30 days of the close of registration for each program. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address, city, zip code, email address , age/program and resident registration rate . All PO Box addresses submitted will be considered non-residents. The Department will use the list to verify the resident status of registered players . The City will use the email address list to distribute an end of season Participant Satisfaction survey. City shall not use the list to promote Department programs without prior consent of the PROVIDER. The PROVIDER is responsible for identifying participants who have received a scholarship such that they are not included on the City registration commission invoice. After the City has verified residency of participants, the City will issue an invoice to the PROVIDER for registration commissions and non-resident fees payable to the City and then send the PROVIDER an invoice, including supporting documentation , for the total amount due to the CITY . Payments will be made to the CITY within fifteen ( 15) business days of PROVIDER's receipt of each invoice. 4.3 It is the responsibility of the PROVIDER to pay all applicable loca l, state, and federal taxes associated with this Agreement, and to acquire and pay for all necessary permits, licenses , and insurance required for the execution of this Agreement. 4.4 PROVIDER is not allowed to require an admission fee or a parking fee to any PROVIDER event. For special tournaments and events, a team registration fee may be collected. The PROVIDER must obtain written approval from the Director of Parks and Recreation prior to the event where a team registration fee will be collected. ARTICLE 5.0 Independent PROVIDER 5.1 This Agreement does not create an employee/employer relationship between the Parties . It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a CITY employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER shall retain sole and absolute discretion in the 9 judgment of the manner and means of carrying out PROVIDER 's activities and responsibilities hereunder. The PROVIDER agrees that it is a separate and independent enterprise from the CIT Y, that it had full opportunity to find other business , that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work requi red hereunder. This Agreemen t shall not be construed as creating any joint employment relationship between the PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER , including but not limited to unpaid minimum wages or overti me premiums. 5.2 PROVIDER warrants that it has not employed or retained any company or person , other than a bona fide employee working solely for the PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person , company, corporation, individual or firm any fee , commission , percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision , the CIT Y sha ll have the right to terminate the Agreement without liability at its discretion , to deduct from the contract price, or otherwise recover the full amount of such fee , commission , percentage, g ift or consideration . ARTICLE 6.0 Insurance 6.1 City shall not have any insurance obligations related to this Agreement, and PROVIDER shal l not provide any service until all insurance required under this paragraph has been obtained and approved by t he CITY. 6.2 Certificates of Insurance. Certificates of Insurance reflecting evidence of the required insurance shall be filed with the CITY prior to the commencement of this Agreement. The Certificates of Insurance and endorsements for each policy are to be issued by a perso n authorized by that insure r to bind coverage on its behalf, unless alternate sufficient evidence of their validity and incorporation into the policy is provided. Further, the PROVIDER shall provide complete certified copies of current insurance policy(ies) and/or a certified letter from insurance company(ies) if requested by the City . These Certificates of Insurance provided shall contain a provis ion that coverages afforded under these policies will not be cancelled until at least forty-five days (45) prior written notice has been given to the CITY. Policies shal l be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A-VI" in the latest edition of "Best Key Rat ing Guide ", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreement, then in that event, the PROVIDER shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and e xtension thereunder is in effect. The PROVIDER shall not provide any serv ice pursuant to this Agreement unless all required insurance remains in fu ll force and effect. 6.4 Commercial General Liability insurance must be maintained for comprehensive coverage including for bodily injury and personal injury, sickness , disease and death, and property damage. 10 Exposures to be covered are: premises , operations , and certain contracts. Coverage must be written on an occurrence basis, with the following limits of liability: $1 ,000,000 $2,000 ,000 $1 ,000 ,000 Combined Single Limit -each occurrence Combined Single Limit -general aggregate Personal Injury PROVIDER shall have its insurer name the City of M ILTON as an additional insured on its General Liabil ity policy. PROVIDER shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an add itional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of this Agreement to comply with the statutory lim its for all employees, and in the case any work is sublet, the PROVIDER shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter 's employees unless and until such employees are covered by the protection afforded by the PROVIDER . The PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability Insurance. The following limits must be maintained: A. B. Workers Compensation Employer's Liability Statutory $100 ,000 each accident $500 ,000 Disease -policy limit $100 ,000 Disease-each employee If PROVIDER or its subcontractor claims to be exempt from this requirement, PROVIDER shall provide CITY proof of such e xemption; provided that CITY may reject such claim , and CITY 's acceptance of such claim shall not affect this obligation should cla im of exemption be determined inaccurate or false . 6.6 PROVIDER shall also maintain Directors and Officers insurance with limits of at leas t $500 ,000 .00 , in a policy separate from th e Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination, including sexua l harassment; failure to accommodate disabilities ; and claims alleg ing mental anguish and emotional distress. Claims-made coverage must cover the preceding six years or the length of time the Program has been operating in the City, whichever is less . The policy must include the City as an additional insured . 6.7 PROVIDER shall include all subcontractors as insureds under its policies or shall ensure each subcontractor complies with the insurance requirements provided herein , including but not limited to naming the CITY as an additional insured. ARTICLE 7.0 Term and Termination 7.1 After a two (2) month trial period , the programs will be evaluated by the DEPARTMEN T, and the remainder of this Agreement will e ither be terminated or continue in full force and effect. If at any time after the two (2) month eva luation, program enrollment should fall below the required minimum , the PROVIDER wi ll be allotted four ( 4) weeks to bring enrollment up to the required minimum . The programs will be reevaluated at the close of this four (4) week 11 period, at which time the CITY may terminate th is Agreement if the requ irements herein have not been met or the CITY is otherwise unsatisfied with the program in its sole discretion. 7.2 The term of this Agreement shall commence upon the date of execution hereof and sha ll remain in effect until December 31 , 2020, unless term inated sooner as provided in this Article . Renewal of this Agreement beyond said term shall require the mutual written agreement of t he CITY and PROVIDER . 7.3 PROVIDER 's violation of any term set forth in this Agreement may result in termination of th is Agreement by written notice. This Agreement may also be terminated by the CITY for convenience and at the sole and exclusive discretion of the CITY upon giving of at least th irty (30) days prior written notice of termination to the PROVIDER at the PROVIDER's address set forth here in. This Agreement may be terminated by the City immediately by written notice to PROV IDER upon any willful, reckless, or grossly negligent act or omission by PROVIDER or any of its officers, agents, employees, or volunteers. 7.4 This Agreement may be terminated by PROVIDER upon giving at least thirty (30) days written notice of termination to the CITY. 7.5 PROVIDER must notify the DEPARTMENT in writing of any program cancellations at least ten ( 10) business days prior to the scheduled cancellation . 7.6 CITY reserves the right to cancel or reschedule any of the PROVIDER's programs in the case of scheduling conflicts or other emergencies, as determined by the DEPARTMENT . 7.7 Upon termination or expiration of this Agreement, PROVIDER shall provide payment to the CITY of any commission or surcharge due up to the termination date. 7.8 The rights and remedies of the CITY and PROVIDER provided under this Article 7 are in add it ion to any other rights and remedies provided under this Agreement or at law or in equity . ARTICLE 8.0 Indemnification 8.1 PROVIDER covenants and agrees to take and assume all responsibility for the serv ices provided in connection with this Agreement. PROVIDER shall defend, indemnify and ho ld harmless the CITY and the FULTON COUNTY BOARD OF EDUCATION, and the CITY and FULTON COUNTY BOARD OF EDUCATION 's trustees, elected and appointed officials, officers, boards, commissions , employees, representatives , consultants , servants , agents and voluntee rs (individually an "Indemnified Party" and collectively the "Indemnified Parties ") from and against any and all claims, suits , actions , judgments, injuries, damages, losses , costs, expenses and li abili ty of any kind whatsoever, including but no t limited to attorney 's fees, paralegal fees , and costs of defense ("Liabilities "), which may arise from or be the result of alleged willful, negligent or tort ious conduct arising out of the performance of services desc ribed herein , or operations by the PROVIDER, any subcontractor, anyone d irectly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, regardless of whether or not the act or omiss ion is caused in part by a party indemnified hereunder. This indemn ity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party. Such obligation shall not be construed to negat e , abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise e xi st as to any party or person described in th is provision. In any and all claims against a n 12 Indemnified Party by any employee of the PRO VIDER , its subcontractor, anyone directly o r ind irectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, the indemnification obligation set forth in th is provision shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the PROVIDER or any subcontractor under workers ' or workmen 's compensation acts, disabil ity benefit acts or other employee benefit acts. 8.2 The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to the PROVIDER 's responsibility to indemnify. ARTICLE 9.0 Americans with Disabilities Act: Nondiscrimination 9.1 PROVIDER shall not d iscriminate against any person in its operation and activities in its use or e xpenditure of the funds or any portion of the funds provided by this Agreement and shall affirmatively comply with all applicable provisions of the Americans With Disabilities Act ("ADA "), in the programs while providing any services funded in whole or in part by the CITY , including Titles I and II of the ADA and all applicable regulations , guidelines, and standards. 9.2 PROVIDER 's decisions regarding the delivery of services under th is Agreement shall be made w ithout regard to or consideration of race, age, religion, color, gender, sexual orientation, national origin , marital status , physical or mental disability, political affiliation, or any other factor wh ich cannot be lawfully or appropriately used as a basis for delivery of service. 9.3 In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S .C. § 2000d , section 303 of the Age Discriminotion Act of 1975 , as amended, 42 U.S.C. § 6102 , section 20 2 of the Americans with Disabilities Act of 1990, 42 U.S .C. § 12 132, and all other p rovisions of Federal law, Consultant agrees that, during performance of this Agreement, PROVIDER , for itself, its assignees and successors in interest, will not discrim inate against any employee or applicant fo r employment, any subcontractor, or any supplier because of race, color, creed, national orig in, gender, age or disability. In addition , PROVIDER agrees to comply with all applicable implementing regulations of the laws cited above, and shall include the provisions of t his paragraph in every subcontract for services contemplated under this Agreement. 13 ARTICLE 10.0 Misce ll aneous 10 .1 No modification, amendment, or a lteration of the terms and conditions contained shall be effective unless contained in a writ t en document executed by each party with the same formality and equal d ignity herewith . 10 .2 This Agreement is not transferab le or assignable , and PROV IDER agrees not to de legate, transfer or assign the performance of any services called for in the Agreement without prior express written consent from the CI TY. As to any approved subcontractors, the PROVIDER shall be solely responsib le for reimbursing them, and the CITY sha ll have no obligation to them. 10.3 This Agreement sets forth t he fu ll and complete understanding of the Parties as of the effective date, and supersedes any and all negotiat ions, agreements, and representations made or dated prior t o this Agreeme nt. 10.4 The PROVIDER shall pay reasonab le attorney's fees t o the C it y should the City be required to incur attorney's fees in enforcing the provisions of this Agreement. 10 .5 Time is of t he essence of this Agreement. 10 .6 The ind ividua l executing this Ag reement on beha lf of PROV IDER agrees and represents that he is authorized to execute this Agreement on be h a lf of t h e respective entity and has obtained all necessary approvals to execute and bind PROVIDER to the terms of this Agreement . Accordingly, the Ci ty and PROVIDER both waive and release any righ t to contest the enforceability of t h is Agreement based upon the e xecution and/or approval thereof. 10.7 Nond iscrimi n ation : In accordance with Title VI of the Civi l Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C . § 6102 , section 202 of the Americans wit h Disabi li ties Act of 1990, 42 U.S .C. § 12132, and all other provisions of Federa l law, the PROVIDER agrees that, during performance of this Agreement, Consultant, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, nationa l origin , gender, age or disability. In addition, PROVIDER agrees to comply with all applicable implementing regulations and shall include the provisions of this Section in every subco ntract for services con t emp la t ed under this Agreement. 10 .8 Books, records, document s, account ledgers, data bases, and similar materials relating to the services performed under t h is Agreement {"Records") sha ll be established and maintained by PROVIDER in accordance with requirements prescribed by the C ITY and applicable law. Upon request, the PROV IDER shall furnish t o t he CI TY any and all Reco rds related to matters covered by this Agreement in the form requested by the CITY. The PROVIDER wi ll permit the CITY or CITY's rep resentative{s ) to audit , examine, and make e xcerpts or transcripts from such Records , a n d to audit all contracts, invoices, materials, payrolls, records of person n el, conditions of employment and/or data re la t ing to all matters covered by this Agreeme nt. All communications relating to the day-to-d! activities Qf t ~eprogram shall be exchanged between TOM MCKLVEEN for the C ITY and JS(,Y\ ::Va\'\\(;~ for the PROVIDER. All other notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing a n d sha ll be deemed received, and shall be effective, when: { 1) personally 14 delivered, or (2) on the third day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO THE CITY shall be sent to: Jim Cregge Parks and Recreation Director, City of Milton 2006 Heri tage Walk Milton, GA 30004 NOTICE TO THE PROVIDER shall be sent to: l 0.10 No failure by the CITY to enforce any right or power granted under this Agreement, or to insist upon strict compliance by PROVIDER with this Agreement, and no custom or practice of the CITY at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the CITY's right to demand exact and strict compliance by PROVIDER with the terms and conditions of this Agreement. Further, no express waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. l 0.11 Pursuant to O.C.G.A. § 13-10-91 , the CITY shall not enter into a contract for the physical performance of services unless the PROVIDER shall provide evidence on CITY-provided forms, attached hereto as Exhibits "D" and "E" (affidavits regarding compliance with the E-Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10 -7 1), that it and PROVIDER's subcontractors have registe red with, are authorized to use and use the federal work authorization program commonly known as E- Verify , or any subsequent replacement program , in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91 , and that they will continue to use the federal work authorization program throughout the contract period . The PROVIDER hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "D", and submitted such affidavit to CITY . Further, PROVIDER hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603 , O.C.G.A. § 13-10-91 and Rule 300-l 0-1-.02. In the event the PROVIDER employs or contracts with any subcontractor(s) in connection with the covered contract, the PROVIDER agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O .C.G .A . § 13-10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "E", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to 15 provide such an affidavit. If a subcontractor affidavit is obtained, PROVIDER agrees to provide a completed copy to the CITY within five (5) business days of receipt from any subcontractor. PROVIDER agrees that the employee-number category designated below is applicable to the PROVIDER . A_ 500 or more employees . 100 or more employees. Fewer than 100 employees. PROVIDER hereby agrees that, in the event PROVIDER employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O .C.G.A. § 13-10-91, the PROVIDER will secure from the subcontractor(s) such subcontractor(s') indication of the above employee-number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law and shall be construed to be in conformity with those laws. 10.12 PROVIDER represents that it has reviewed and become familiar with this Agreement and has notified the CITY of any discrepancies, conflicts or errors herein. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the event of a conflict as to the duties and responsibilities of the Parties under this Agreement, this Agreement shall govern over any Exhibit, and the Exhibits shall govern in the order attached hereto. In the event of any conflict among the terms and conditions contained in this Agreement and the Facility Use Agreement, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 10 .13 Subject to the provision of this Agreement regarding assignment , this Agreement shall be binding on the heirs, executors, administrators , successors and assigns of the respective Parties , provided that no Party may assign this Agreement without prior written approval of the other Party. 10.14 This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, and PROVIDER submits to the jurisdiction and venue of such court. 10.15 Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction , the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible, as the Parties declare they wou ld have agreed to the remaining parts of this Agreement if they had known that the severed provisions or portions thereof would be determined illegal, invalid or unenforceable . 10.16 Neither the CITY nor PROVIDER shall be liable for its respective non-negligent or non- w illful failure to perform or shall be deemed in default with respect to the failure to perform ( or cure a failure to perform) any of its respective duties or obligations under this Agreement or for 16 any delay in such performance due to : ( a) any cause beyond its respect ive reasonable control; (b) any act of God; (c) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (d) earthquake, fire, explosion or flood; (e) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of PROVIDER ; (f) delay or failure to act by any governmental or military authority; or (g) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrect ion or invasion . In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. 10 .17 Hosting of camps and tournaments involving participants from outside the PROVIDER'S own program along with participants in the PROVIDER'S own program is allowed but requires coordination with and written coment of the Department. PROVIDER must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field or facility rental fees and staff fees may be applicable for these types of events as determined by the Director or his/her designee. The City reserves the right to require liability waivers, proofs of insurance, or other forms of protection from outside participants as a condition of consent to such events. 10.18 The PROVIDER is specifically not permitted to sublet facilities to any individual or organization . The PROVIDER'S Facility Use Agreement will authorize the PROVIDER'S own use only . The City reserves the right to restrict facility use on dates when there are special City/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. 10.19 The PROVIDER is allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for the PROVIDER to assist the City in funding capital projects benefitting the parks and facilities they use. The PROVIDER is not permitted to obtain sponsorships, including direct financial aid and/or in-kind donations, from any religious organization or individuals and businesses that compete with contractual obligations of the City. Sponsors must be in good taste and appropriate for City park environment (i.e . alcohol and/or tobacco-related products/businesses are not allowed to advertise in City parks). Details of how sponsorship opportunities may be implemented shall be discussed with and approved by the Department Director or his/her designee. Sponsor and team banners are allowed to be displayed at the park on the day of an event only. They must be mounted in a way that does not damage the City property and they must be removed at the end of the day. Banners must not contain any language or images that would be considered offensive or inappropriate around children. 10 .20 If damage to a field or facility occurs because of misuse or abuse (misuse to include, but not limited to: failure to rotate goals, practice or play in inclement weather conditions, damage to flooring, etc.) by the PROVIDER, the City will require the PROVIDER to pay for any and all costs necessary to repair the damaged area. The use of any form of metal cleats is strictly prohibited on the artificial turf fields. 10.21 PROVIDERS are responsible for picking up litter around facilities and placing it in proper receptacles after the conclusion of a scheduled program . This includes all facilities , playing areas , walkways, restrooms , concession stands, dugouts, etc. 17 IN WITNESS OF THE FOREGOING, the Parties have set their hands and seal the day and year first written above. ATTEST : SUDIE GORDON , CITY CLERK ATTEST : Print : Its: (Assistant) Corporate Secretary (required if corporation) BY : _________ _ JOE LOCKWOOD , MAYOR PROVIDER: ~o<~ · e President (Corporati j -Genera l Partner (Partners 1p Limited Partnership) -Member/Manager (LLC) [CORPORATE SEAL] (required if corporation 18 EXHIBIT "C" City of Milton Parks Ordinances & Park/Facility Regulations CITY OF MILTON PARKS ORDINANCES Programs are responsib le for adherence to all City and park ordinances . A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time; these ordinances may not be fully current; and other ordinances not shown here may be relevant depending on the activity. Sec. 34-22. -Prohibited acts. (a) Alcoholic beverages. Un less a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic , malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms . It shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with O .C.G.A . § 16-11 -173 . Signs shall be posted at city parks stating the following: "In accordance with O.C.G.A. § 16-11-173 and the City Code of Milton, the d ischarge of firearms in city parks is prohibited." (c) Fireworks. It shall be unlawful for any person to possess or use fireworks, as defined in O .C.G.A. 25 - 10-1 ( a) ( 1), in any of the city parks , unless written permission for such has been authorized by the mayor and city council. (d) Injuring public property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any publi c property, real or personal, belonging to, owned by, or leased or used by the city. (e) Killing wildlife. It shall be unlawful for any person to hunt, trap, shoot, maim or kill any animal or wildlife, or attempt to do any of the acts mentioned in this subsection to any animal or wildlife within any of the city parks without the city manager's written permission. (f) Motor vehicles . It sha ll be unlawful for any person to drive , operate and park any motor vehicle, mini -bike or motorcycle within any city park, except in areas designated for such use . This section does not apply to city emplo yees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform c ity business . (g) Noises . It sha ll be unlawful for any person to make any unnecessary, loud noises , engage in noisy disputes or conversation, engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks , according to the city's noise regulations . (h) Park hours. All city parks that have lighted athletic fields shall be closed between the hours of 10:30 p .m . and 6:00 a.m. All other parks shal l be closed from dusk unti l dawn. No person shall be authorized to be on the premises or property of any city park when they are closed , except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. 21 (i) Pets. All pets must be on a leash and the owner is responsible for the disposal of pet waste. All pets are prohibited on athletic fields, unless written permission for such has been authorized by the city manager or the recreation and parks director. (j) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without f irst obtaining such permit or ticket. (k) Polluting water in parks . It shall be unlawful for any person to pollute or disturb any spring, branch , pond, fountain , or other water owned by or leased to the city . (I) Posting signs. It shall be unlawful for any person to affix any bill, sign, or notice on any tree, building, or fixture in any of the parks. It shall be unlawful for any person to place any paper, books , refuse , or trash of any kind in any of the public parks, except in containers provided for such. (m) Skateboards. It shall be unlawful for any person to operate a skateboard on any street, lane, way, road, and/or any parking lot in any park in the city unless otherwise designated by signage or published rules. (n) Smoking. It shall be unlawful for anyone to smoke in the park. ( o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes. It shall be unlawful for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a permit for such has been issued by the city recreation and parks department or an authorized representative, or such person are conducting recreation department business . ( q) Urban camping. It shall be unlawful to reside or to store personal property in any park owned by the city . Furthermore, it shall be unlawful to use any public place, including city parks, for permanent living accommodations purposes or camping, except in areas specifically designated for such use or specifically authorized by permit. (Ord . No . 07-01-03, § l (ch. 8, art. l, § 4), 1-18-2007; Ord. No . 07-08-42, § l (ch. 8, art. l, § 4), 8-23 -2007 ; Ord. No. 14-l 0-225, §§ l, 2, l 0-20-2014); Ord. No. 15-03-237 , § l, 3-16-2015) PARK/FACILITY REGULATIONS l. Programs conducting youth activities on City facilities must have an appropriate number of adults supervising the activities conducted by the Program from the outset to the conclusion of the activity. 2. Spectators, Parents , Coaches, or Officials of a Program must display appropriate conduct while operating activities on City facilities. Continuous failure to do so could result in the termination of the right to use City facilities . All Programs must enact and enforce a policy of ZERO tolerance for abusive behavior while at a Program event on-site or at an away facility . 3. The park belongs to all of the residents of Milton . All Programs are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard to all elements of the park . The Program is responsible for cleaning the area around athletic fields , dugouts and walkways. This must be completed upon the conclusion of each activity. 22 4. Program representatives are responsible to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that suc h use as during bad weather would damage facilities or put participants at risk. 6. Bicycles , roller blades, skateboards, hover boards etc. are prohibited on walkways and other designated areas. 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10:00 pm. The park lights will go off at 10 :30 pm 8. Parks may not be used for golf practice. 9. Other than service animals , it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field . It is the owner 's respons ibility to remove any an imal excrement deposited by their animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL , PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CIT Y OF MILTON PARK FACILIT IES . 10. The use of unmanned aerial veh icles [UAVs) or drones is prohibited at all active parks within the City. 11. Mus ic may be played in the park at a volume that does not interfere with other activities . Any organization that receives a reasonable request to lower the volume must do so or risk cance ll ation of scheduled activities. All music played at the park must be in compliance with the current noise ordinances of the City . Music played must not contain inappropriate language [e.g ., containing sexually e xplicit , degrading or violent words or themes) and must be family friend ly . DJs are not permitted w ithout a special use permit. 12. Synthetic multi-sport field rules & restrictions : a) No pets of any kind b) No food or beverages, including gum, seeds , nuts , sports drinks o r soft drin ks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes , spikes , etc. may be driven into the turf h) No metal or detachable cleats -only sneakers or molded plastic cleats i) No painting, chalking or marking field j) No vehicles , bikes , scooters, skateboards, roller-or inline skates , strollers or hover boards k) No grills, fireworks or fires of any kind I) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed, NOT DRAGGED n) Do not throw, kick , hit or whip a ball into surround ing fences 13 . Questions , recommendations, complaints, etc. regarding park facilities and operations should be directed to the Department -678-242 -2489 or jim .cregge@cityofmiltonga.us 23 EXHIBIT "D" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned cont ractor verifies its compliance with O.C.G.A . § 13-10-91, stating affirmatively that the indiv idual, firm , or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E-Verify , or any subsequent replacement program , in accordance with the appli cable provisions and deadlines established in O.C.G.A . § 13-10-9 1. Furthermore , the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contra ct for the physical perform ance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G .A . § 13-10-91 (b). Contractor hereby attests that its federal work authorization user identificat ion number and date of authorization are as follows: , //4 /JfB_ I hereby declare under penalty of perjury that the eVerify ~unber foregoing is true and correct. Executed on0Cl. Y\ 2°1 , 202..U in M \ \ tM (city), ~ (state Date of Authorization Name of Contractor Name of Project orized <;)fficer or Agent Kt r , L . J) o n I eJ-e; Printed Name and Title of Authorized Officer or Agent City of Milton, GA __________ _ Name of Public Emp loyer SUBSCRIBED A FORE ME ON THIS THE ~DAY OF -,....=~""i::--'202.Q_. fuel>~ Jo-' 24 STATE OF GEORGIA CITY OF MILTON EXHIBIT "E" SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcont rac tor verifies its compliance with O .C.G.A . § 13-10-9 1, stating affirmatively that the indiv idual, firm or corporation which is engaged in the physical performance of services under a c ontract w ith ______ on behalf of t he Ci ty of Milton has registered with , is authorized to use a nd uses t he federal work authorization program commonly known as E-Verify , or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O .C.G.A . § 13-10-91 . Furthermore, the u ndersig n e d subcontractor wi ll contin ue to use the federal work autho rization program throughout the contract period, and the undersig ned subcontrac tor will contract for the physical performance of services in satisfaction of such contract only wit h sub -subcontractors who present an a ffidavit to t he subcontractor w it h the info rm ation required by O.C .G.A. § 13-10-91 (b). Additionally, t he undersigned subcontractor w ill forward notice of the receipt of an affidavit from a sub-subcontractor to the contractor wit hin five (5) business days of rece ipt. If th e undersigned subcontractor receives not ice t hat a sub -subcontract or has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward , within five (5) business days of receipt , a copy of th e notice to the contractor. Subcontractor hereby attests that its federa l work authorizatio n user identificat ion num ber and dat e of authorization are as fo llows : / ~ A I hereby declare under penalty of perjury that the eVerifyNmber foregoing is true and correct. Executed onJCA Y\ 1-°\ _, 2021}_ in AA I I+~ (city ), Date o f Authorization Name of Subcontractor Si Name of Project Printed Name and Tit le of Authorized Officer or Agent City of Milton, GA __________ _ Na m e of Public Emp loyer SUBSCRI BED AND SWORN B~: ME ON THIS TH E~ DA y OF C#)\1 Qi,b ,202 0 . Ill 25 OUTSIDE PROVIDER FACILITY USE AGREEMENT This agreement, made this ~_____,.-~day of ,-.,...-----' 20 _~, by the • City of Milton ("City") and 4ik\inve\1:Mm:ts dl?a l\xtlU\1.~(J<landChRVOlte(,1-\tl~ a Georgia non-profit corporation called the "PROVIDER." Witnesseth: In consideration of the mutual agreements contained in this document, the City and PROVIDER agree as follows: l . The PROVIDER agrees to provide a youth sports program (organized league play), to wit ST f" A::M C tl.""f)S as a service for the C ity in accordance w ith applicable policies and procedures for youth sports providers operating on City property or City leased facilities. 2. The term of this agreement will begin JANUARY l, 2020 and continue through DECEMBER 31 , 2020. A new agreement must be signed for each calendar year. 3. The City hereby authorizes the PROVIDER to use fields and facilities as listed below: The authorization provided by this agreement includes use of all support structures (dugouts , lights , concession stands , storage facilit ies , bleachers, batting cages, fencing , basketball goals, lacrosse goals , etc .) for approved league play unless otherwise specified . The PROVIDER is authorized to use the facilities at the following dates and times: WEEKDAYS: FROM ~/PM TO 6 AMI @ SATURDAYS: SUNDAYS : FROM __ ,AM/PM TO __ AM/PM FROM __ AM/PM TO __ AM/PM For Spring programming at Bell Memorial Park and/or Cox Road, ALL field usage will end on the first Sunday after July 4th for field renovations. 26 4. In consideration for the usage of the facilities, the PROVIDER agrees to a direct payment to the City of 15% commission on all registration fees and 100% of all applicable non-resident fees . 5. The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database w ill be used for the purpose of the City conducting an end of season quality survey. The City will share the results with the PROVIDER . The PROVIDER must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 6. The PROV IDER is permitted multiple advanced level {non -rec reation level) teams provided that no advanced level team displaces a single recreation-level participant or team and the advanced level teams must be made up of at least 50% City of Milton residents . Tryouts must be open to all, advertised in the appropriate media for the sport involved. The 50% Milton residency requirement must be verified by the City prior to formation of an advanced level team . 7. The PROVIDER agrees the facilities will be used in a safe manner, and in compliance with all applicable federal and state laws and City ordinances, rules and regulations. 8. The PROVIDER shall ensure that its coaches satisfy the certification and training requirements set forth in Exhibit A. INITIALED: '4--:-----: 9. PROVIDER shall not cause or permit damage or injury to the facilities. No alteration , addition , or improvement to the facilities shall be made by the PROV IDER without prior written consent from the City. Such alterations, additions, or improvements shall become and remain City property. 10 . The City may enter the facilities at any time during the period of this agreement for inspection or supervision as deemed necessary. 11. The PROV IDER shall indemnify and hold harmless the City, its elected and appointed officers , agents, servants and employees, from and against any and all claims, demands, or causes of action of whatsoever kind of nature, and the resulting losses , costs , expenses , reasonable attorneys' fees , including paralegal fees, liabilities , damages, orders, judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement or the willfu l or negligent acts , errors, or omissions of the 27 PROVIDER or its agents, officers, volunteers or employees. The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect . 12 . It is the understanding of the City and the PROVIDER that nothing contained in this agreement shall be interpreted to assign to the PROVIDER any status under this agreement other than that of an independent PROVIDER. This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a City employee for all purposes, including but not limited to , the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act , the Social Security Act, the Federal Unemployment Tax Act , the provisions of the Internal Revenue Code, The State Workers Compensation Act , and the State unemployment insurance law. The PROVIDER agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business , and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the City and the City will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums . 13. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immun ity by the City, its officers or employees. 14 . For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective addresses : PROVIDER NAME : l<-e r ~ Dtx n ~ e,;Le_, ADDRESS: l D 7 l-ht5 \Al o..V\.dS D v, ve c1TY/STATE;z1P : WCX>d~fnc'.k, 6.A: 1261 ~<b PHONE: ]J () -(o Q ~--SQ:34 w EBSITE: Wu.1 ~ . c., \,to.., I If v•_:,ic:: -is IQ; tid . c.o /VI I G kt vokee MI I tl)l,, EMAIL : ILo\tt\tl.1-C k@. cho..1 Le '18c -is land. co fV' 28 CITY: City of Milton Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmiltonga.us jim .cregge @cityofmiltonga .u s 15 . This agreement may be executed in counterparts , each of which shall constitute an original. l 6. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person, coordinator, and liaison person with the PROVIDER in the execution of the terms of this agreement. 17. The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City . 18 . The PROVIDER may not deny participation in any park or program based on race , color, national origin, religion , sex , gender, sexual orientation , marital status , physical or mental disability, political affiliation, age, or any other factor which cannot be lawfully or appropriately used as a basis for such denial. 19 . The PROVIDER agrees to adhere to all relevant City policies and procedures including , but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable} in effect as of the date of this Agreement (which policies and procedures the PROVIDER has received and reviewed} or as may be duly adopted by the City during the term of this Agreement . 20. The PROVIDER will adhere to fee policies set by the City, includ ing fees that may not yet be currently established. 21. This Agreement shall not be assigned or subcontracted in whole or in part without the prio r written consent of the City. This Agreement shall be construed under and governed by the laws of the State of Georgia. This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this Agreement only by written instrument signed by each of the parties hereto. Failure by either party to enforce a provision of this Agreement 29 shall not constitute a waiver of that or any other provision of t h e Agreement. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City 's Athletic Association Organizational Manual or Agreement for Outside Providers , that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City . 22 . The PROVIDER acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the PROVIDER under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and further due to the fact that the recreation fees generated from the availability of such fields, the PROVIDER is subject to the Open Records and Open Meeting laws of the state of Georgia. The PROVIDER agrees to comply with those laws. To the extent that the PROVIDER is uncertain or needs assistance a s to proper compliance with such laws, the City may provide assistance and guidance, but not legal advice, regarding same. The PROVIDER further agrees that all books and records of the PROVIDER shall be made available to the City of Milton as and when requested for rev iew or audit . 23. City shall have the right to terminate this Agreement upon failure of PROVIDER to perform its obligations to the reasonable satisfaction of City . Prior to exercising this right of termination , City shall provide PROVIDER with a written notice specifying PROVIDER 's failure to perform , and providing PROVIDER with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the City, to cure its deficiency. In the event that PROVIDER fails to cure the deficiency, or in the event of any subsequent failure to perform , City shall have the right to immediately terminate the Agreement by providing written notice of termination to PROVIDER . PROVIDER shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of PROVIDER . Prior to exercising this right of termination , PROVIDER shall provide City with a written notice specifying City's failure to perform, and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the PROVIDER , to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform, PROVIDER shall have the right to immediately terminate the Agreement by providing written notice of termination to City . 30 Either party may terminate this Agreement at any time for convenience upon thirty (30) days written notice to the other party. I hereby acknowledge and understand that the PROVIDER, which I am authorized to represent, will abide by and comply with the terms and conditions set forth in this Faci lity Use Agreement as well as all of the applicable policies, procedures, guidelines, and rules of the City. I understand that failure of the PROVIDER or any of its members to comply with any applicable requirement may result in termination of this Agreement with the City. PROVIDER: By:~k- PreSJdet Name:t'Sfr; L. DaV\;-elt (Typed or Printed) Date: l -1--q--LAJ'l/0 Attest: --------- PROVIDER Secretary Name: ---------- (Typed or Printed) Date: ---------- [AFFIX CORPORATE SEAL] CITY: 31 By:, _________ _ Steve Krokoff, City Manager City of Milton Date: ________ _ Ratified by City Council: By: _________ _ Joe Lockwood Mayor, City of Milton Date: ________ _ EXHIBIT A [This exhibit to be modified on a case-by-case basis to reflect the varying nature of coaching certifications in different sports.] PROVIDER must require that a minimum of one ( 1) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics: NYSCA, Simply the Best, A.C.E ., A.C.E.P., Doyle, GHSA, GYSA, US Youth Soccer, Higher Ground , US Lacrosse Association, USA Football, National Cheerleading Association. The PROVIDER may submit a written request to the City for the approval of other certifications. Records of certifications are to be sent to the Parks & Recreation Department within two weeks of the season start. SPORT: GUALLr..A.)~ T~v"N o ACCEPTABLE COACHING CERTIFICATIONS: GH:AU..~N½~ ]\LAN C") 32 Exhibit A Challenge Island 2020 June 9-June 12 9:00-1:00 T-Fri. STEAM Tank Entrepreneurs Calling all innovative and inventive kids to an adventure in STEAM and entrepreneurship! You and your tribe will learn the ins and outs of launching your own successful business as you build, design and create brand new stores and associated product lines all week long: From PIZZApreneur Day to SWEETrepreneur Day to HAUNTrepreneur Day to PETrepreneur Day. Can you convince the city planners that your tribe's business belongs in the new Challenge Island Mall? Don't miss out on this-one-of a kind entrepreneurial experience! June 15th-June 19th 9:00 am 12:00pm with the combo plan as option you and your favorite 18-inch companion will take an unforgettable romp through the ages with historical dolls and other favorite doll friends. From Groovy Day to Victorian Day to Parisian Day to every delightful day in between, you and your tribe will dream, design, build and imagine a one-of-a-kind world created just for girls and dolls. July 7-10 9:00-1:00 T-fri Cl Road Trip USA© Pack your suitcases for a cross-country STEAM adventure! You and your tribe will play and engineer your way from sea to shining sea: From the Statue of Liberty to Yosemite; from the Colorado Rockies to the Hawaiian Volcanoes: from the Great Lakes to the Golden Gate Bridge; From the theme parks of Orlando to the red carpets of Hollywood. This imagination-fueled engineering-filled excursion across the USA promises to have campers smiling from coast to coast. 4KDINVE-01 HMATHIS ACORD" CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD /YYYY) ~ 2/6/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND , EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICAT E HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED , subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the c ertificate holder in lieu of such endorsement(s). PRODUCER Sl?tl!!ICT Williams , Turner & Mathis, Inc. r.,t)8,NJo , Ext ): (770) 934-3248 I FM, No):(770) 723-8081 2009 Montreal Rd . Ste. B Tucker, GA 30084 ~;..M,,AJb.,.,. INSURER/SI AFFORDING COVE RAGE NAI C# INSURER A : Mt. Vernon Ins. Co. INSURED IN SURER B : Technoloav Insurance Companv Inc. 42376 4KD INVESTMENTS LLC dba Challenge Island IN SURER C : 107 Highlands Drive INSURERD : Woodstock, GA 30188 INSUR ER E : INSURER F : COVERAGES CERTIFICATE NUMBER· REVISION NUMBER· THIS IS TO CERTIFY TH AT THE PO LI CIE S OF INSURA NCE LI STE D BELO W HAVE BEE N ISS UED TO THE INSUR ED NAMED ABO VE FO R THE PO LI CY PERIOD INDI CATED . NOTWITHSTANDIN G AN Y REQU IR EMEN T, TERM OR CO NDITI ON OF ANY CO NTRA CT OR OTHER DO CUMENT WIT H RES PEC T TO WHIC H THIS CE RTI FICATE MAY BE ISSUED OR MAY PERTAIN , THE IN SURANCE AFFOR DED BY THE POLI CIES DESCR IB ED HE REIN IS SUBJ ECT TO ALL THE TERMS , EXCLU SIONS AND CO NDITI ONS OF SU CH POLI CIES . LIM ITS SHOWN MAY HAV E BEEN REDUCED BY PA ID CLA IM S. '~f~ TY PE OF IN SURA NCE f.£.Pk SUBR PO LIC Y NUMBER POLI CY EFF POLICY EXP LIM ITS """' . .. A X COMM ERCIAL GENERA L LIABILITY EACH OCCURRENC E $ 1,000,000 -□ CLAIMS-MADE CK] OCCUR X B06172019AG 6/17/2019 6/17/2020 DAMAGE TO RENTE D 100,000 oc c:1 •1 c-c:c-,c,.. ......... , ..... ,.. .. ,.,..\ $ - -MED EXP IAnv one nersonl $ 5,000 -PERSONAL & ADV IN JU RY $ 1,000,000 2 ,000,000 ~'L AGGREGATE LI MIT APPLIES PER : GENE RAL AGGREGATE s POL ICY □ ~r8r □ LOC PRODUCTS -COM P/OP AGG $ Inc luded OTHER : Prof. Liability $ In c luded A AUTOMOBILE LIA BI LITY -COMB INED SINGL E LI MIT !Ea •rr•d•"" $ ANY AUTO B06172019AG 6/1 7/2019 6/17/2020 BODILY INJURY /Per oersonl $ -OWNED -SCHEDUL ED AUTOS ONLY --AUTOS BOD ILY INJURY /Pe r acci dent) $ X ~GRT1l°soNLY X ~8f8§~1.~ Fte9~2c~le~t~AMAG E s INCLUDE D $ UMBRELLA LIAB HOCCUR EACH OCCURRENC E $ - EXCE SS LIA B CLAIMS -MAD E AGGREGATE $ OED I I RET ENT ION s $ B WOR KERS COMPEN SATIO N X I ~~fTIIT I' I I OTH- AND EMPLOY ERS' LIA BILITY l'R YIN TWC3816977 8/5/2019 8/5/2020 500 ,000 ANY PROP RIETOR/PARTN ER /EXECUTIVE □ E.L. EACH ACC IDE NT $ p,,ITA~i~l~~~~ EXCLU DED? N/A 500 ,000 E.L. DISEASE -EA EMPLOYEE $ ~~it ~rt-ITJ~ O~~PE RATI ONS be low E.L. DISEASE -PO LI CY LIM IT $ 500 ,000 A SexAbuse/Molestation X B06172019AG 6/17/2019 6/17/2020 SexAbuse/Molestation 1,000 ,000 DES CRIPTION OF OPE RA TI ONS/ LOCATIONS / VEHICLE S (ACORD 101, Additiona l Remarks Schedule, may be attac hed If more space is re qu ired) Certificate Holder is an additional insured with respe ct to General Liability. CERTIFICAT E HOLDER C AN CE LLATION SHOULD AN Y OF TH E ABOVE DES CRIB ED POLICIES BE CANCELLED BE FOR E City of Milton TH E EXPIRATION DATE THEREOF , NOTIC E WILL BE DELIVER ED IN ACCO RDAN CE WITH THE POLIC Y PROVISIO NS . 2006 He ritage Walk Mi lt o n , GA 30004 AUTHORIZED REP RESENTATI VE I ~~~ ACORD 25 (20 16/0 3) © 1988-20 15 A C ORD C O R PORATION . All rights rese rve d . T h e A C ORD name and logo are regis t ered marks of A C ORD TO: FROM: MILTON'lt ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager AGENDA ITEM: Approval of an Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Milton Tennis Center to Offer Youth and Adult Tennis Programming. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (,APPROVED NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ( IYES () NO CITY ATTORNEY REVIEW REQUIRED: (IVES () NO APPROVAL BY CITY ATTORNEY: ((,APPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 0311141°L`' 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info®cifyofmiltonga.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 3, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Milton Tennis Center to Offer Youth and Adult Tennis Programming. ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of a Parks and Recreation Department Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Milton Tennis Center. Executive Summary: Milton Tennis Center will provide the city youth and adult tennis programming. This program will offer tennis teams, camps and classes at the Milton Country Club. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City as well as facility rental fees. Alternatives: If this contract is not approved, we will have to research to find another tennis provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Parks and Recreation Department Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Milton Tennis Center. ESTABllSHED 2006 2020 CITY OF MILTON PARKS & RECREATION DEPARTMENT AGREEMENT FOR OUTSIDE PROVIDERS & FACILITY USE AGREEMENT Milton Tennis Center THIS IS AN AG REEM ENT , made this _ day of ____ , 2020, between: THE CITY OF MILT O N, a municipal corporation organized and operating under the laws of the State of Georgia, acting by and through its governing authority, the Milton Mayor and City Council, and with a business address of 2006 Heritage Walk, Milton, Georgia 30004 , hereinafter referred to as the "CITY ." a nd MILT O N TENNIS CE NTER hereinafter referred to as "PROVIDER". CITY and PROVIDER may hereinafter co ll ectively be referred to as "the Parties". In consideration of the mutua l obliga t ions of the Parties and for good and valuable consideration , the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows: ARTI C LE 1.0 PR OVI DER 's Servic es and Res pon sibiliti es 1.1 PROVIDER shal l conduct serv ices generally described as TENNI S TEA M S, LESSONS AND CAMPS at the following locations : FORMER MILTON C OUNTR Y C LUB & HOPEWE LL M I DDLE SCHOOL 1.2 The PROV IDER's services sha ll be performed during t he days and hours described in Exhibit "A," attached hereto and incorporated herein by reference . 1.3 The PROV IDER and The Director of the Parks & Recreation Department (hereinafter referred to as the "Department") or his designee, will coordinate the program schedule , which w ill be approved by Department Director, or his designee, at its sole discretion. Proposed program sched ul es shall be provided to t he Department at leas t 30 days prior t o the start of the activity. 1.4 A ll registration fees sha ll be fa ir and equitable t o a ll participants . (Execution of this Agreement by the City shall act as a finding that the fees proposed in Exhib it "A" are fair and equitable; any fees not described in Ex hibit "A " shall be determined fair and equitable in the reasonab le d isc retion of the Department Director or his designee ). The fees charged to each participant will be as described in Ex hibit "A " for residents of M ILTON , and a surcharge of 50% more will be charged to each participant who is not a resident of MILTON , up to a cap of $90.00. The entire ba lance of this surcharge for non-residents shal l be paid to the CITY . 1.5 The PROVIDER can make available a reasonab le number of scholarships for participants requiring assistance. Scholarships o f fered to res iden ts of the City of Milton will result in no payment of commission on the registra t ion to the City of M il ton . Scholarships offered to partic ipants who are not residents of the City of Milton will result in no payment of commission on the registration to the C ity of M il ton , however, the PROVIDER is responsib le to pay the City non-resident fees for non-resident scholarship recipients to the City. The PROVIDER is respons ible for identifying participants who have received a scholarship from the PROVIDER . 1.6 The PROV IDER warrants to C ITY tha t it is not insolvent, it is not in bankruptcy proceed ings or receivership , nor is it engaged in or threatened with any litigation or other legal or administrative proceedings or investiga t ions of any kind which would have an adverse effect on its ability to perform its obligations under th is Agreement. 2 1.7 The PROVIDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement. The PROVIDER stipulates and certifies that it is qualified to provide the programs it is hired to provide, maintains the education and required licenses or permits necessary to provide the programs, and shall continue to maintain such licenses or permits during the term of this Agreement. 1.8 This Agreement is considered a non-exclusive Agreement between the Part ies. The CITY shall have the right to purchase the same kind of services to be provided by the PROVIDER from other sources during the term of this Agreement. The PROVIDER is not precluded from providing the same or similar services for other parties so long as such other engagements do not interfere with the PROVIDER'S provision of services to the CITY . 1.9 The DEPARTMENT must approve any promotional material, flyers, and posters advertising the programs prior to its release. The following content and topics shall specifically be prohibited: sexually explicit materials, profanity, child pornography, alcoholic beverages, tobacco products, adult movies, adult book/video stores, adult entertainment establishments, massage parlors , pawn shops, and tattoo parlors or shops. 1.10 The PROVIDER shall not promote any privately-owned business in a CITY park/facility or solicit any participant in a CITY park/facility activity for any privately-owned business. The PROVIDER may not use said facilities to conduct personal business, including but not limited to workshops, clinics, seminars , camps, private sessions , or any other activities that are outside the scope of service described in Exhibit "A". It is further understood that such improper/prohibited action(s) may result in immediate termination of this Agreement and the forfeiture of all compensation due or authorized for payment to the PROVIDER. 1.11 The PROVIDER shall abide by the policies , procedures , rules and regulations of the DEPARTMENT, the CITY, and the FULTON COUNTY BOARD OF EDUCATION as promulgated from time to time. PROVIDER understands and agrees that the DEPARTMENT shall have first priority for use of CITY facilities, notwithstanding any other provisions of this Agreement. 1.1 2 All assistants, substitutes , and subcontractors utilized by the PROVIDER must have prior written approval of the DEPARTMENT. 1.13 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the programs obey all applicable policies, procedures, Rules and Regulations . 1.14 The DEPARTMENT or CITY may require that the PROVIDER not be permitted to utilize specific assistants, substitutes, or subcontractors of PROVIDER who have failed to follow any policies, procedures, rules or regulations applicable to the use of the facility . 1.15 Although the CITY shall not control the PROVIDER's techniques, methods, procedures, or sequence of instruction , the PROVIDER will comply with the CITY's and DEPARTMENT's policies, rules , regulations, ordinances and procedures (Exhibit "C"), as well as those of the FULTON COUNTY BOARD OF EDUCATION (if operating on Board of Education property), and shall not interfere with their operation, nor harm or damage the equipment or facilities afforded to PROVIDER for his/her programs, nor otherwise disrupt the other on-site activities being offered at such public facilities. 1.16 The PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under the PROVIDER's charge. 3 1.17 If the PROVIDER will be providing services directly with m inor children without parental supervision, the PROVIDER shall, prior to commencing services under this Agreement, comply with the CITY's policy regarding criminal background screening . The CITY will furnish the PROVIDER with a background release form (Exhibit "B"), which must be completed and executed by and for all of the provider's counselors, coaches, volunteers, subcontractors, employees or any other individua ls that will come in contact with a child, and background checks will be completed at the PROVIDER's sole expense. A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER 's employees or any individual who will come in contact with a child at the CITY through PROVIDER or at PROVIDER's direction, such form authorizing the CITY to conduct a search of each such individual's criminal background. The result of such inquiry may be deemed acceptable by the CITY in its sole and complete discretion, and the CITY may reject any individual from participating in any program based upon such results . If the PROVIDER has recently had a background screening conducted by another agency, the CITY, at its sole discretion , may accept that background screening and waive the requirement of a new background screening . PROVIDER and its employees must also execute a Waiver and Release of Liability ho lding the C IT Y and FULTON COUNTY BOARD OF EDUCATION harm less. 1.18 It is the responsibility of the PROVIDER to ensure that 100% of their coaches and volunteers complete all lega ll y mandated reporter training programs before being permitted to volunteer or coach . 1 .19 The CITY may require all participants in all programs to sign a Waiver and Release of Liability. 1.20 The PROVIDER shall only use the facil ities identified by the CITY , and such use shall be limited to CITY designated activities. 1.21 The PROVIDER shall not sub let any CITY facilities to any en tity. 1.22 The PROV IDER agrees that it wi ll provide the City with a database in an Excel format of the email addresses of the fam ilies of all of the participants in the program . This database will be used for the purpose of the City conducting an end of season quality survey. The City will share the resu lts with the PROVIDER . The PROVIDER must maintain a favorable quality rating in 75% of the survey responses . Fai lure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 1.23 The PROV IDER agrees to continually strive to grow the program(s) it is operating . For the facilities provided, the ideal number of participants is identified below. PROV IDERs shall strive to grow to the ideal capacity and maintain that level of participation. Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and PROV IDER. Ideal Capacity: ___ Y_u __ -_U-:=~...il.!....!.L._{ ________ _ Previous Season Participation: --~=-C) __ ti_f-_AYV' __ ~------- Growth Goal for This Season: __ Y_\ __ t_~_~ __ M _______ _ 4 1.24 The PROVIDER is permitted multiple advanced level (non-recreation level) teams provided that no advanced level team displaces a single recreation-level participant or team and the advanced level teams must be made up of at least 50% City of Milton residents. Tryouts must be open to al l, advertised in the appropriate media for the sport involved . Rosters fo r advance level teams must be submitted to the Department to verify the 50% Milton residency requirement prior to the formation of any advanced level team . 1.25 The PROVIDER shall provide sport-appropriate certification and training to a ll paid and volunteer coaches. Additional certification requ irements may be described in the Facility Use Agreement. In add ition , it is the responsibility of the PROVIDER to ensure that all of their program instructors, coaches, volunteer and professional , head coaches and assistants, complete the following bas ic training programs and background check requirements before being permitted to coach a team. PROVIDER must provide documentation of such training to the City upon request . • Background Check • Concussion Awareness Training • Mandatory Child Abuse Reporting Training • Weather Policies and Procedures • Heat and Hydration Guidelines • Cold Weather Policy 1 .26 The Provider shall agree to the Field Playability, Weather Policies and Procedures, Heat and Hydration Guidelines and Cold Weather Policy below. Field Playability The Department will determine if fie lds are p layable. Programs will be notified as early as possible if the fields are not playable. Programs are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City 's normal business hours, the Program is responsible for determining field playability. Programs are expected to exercise good judgment in determining if a fie ld is playable, keeping the safety of the players foremost . The City shall maintain a weather hotline at 678-242-2533 to help communicate the status of the fields. The City also will update field conditions on the City website shown below (but does not guarantee the website will updated in real time, as delays in updating may occur): https ://www.cityofm il tonga.us/parks-recreation/athletics/ Bell Memorial Park For the safety of all, the City of Milton uses a lightning detection system located on the roof of the maintenance building (beyond center field of field 5) to determine the safety of play in potentially severe weather at Bell Memorial Park . When lightning is detected , the system will turn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields , the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe level , the strobe light will be turned off and there will be three short blasts from the siren. At this point, play may be resumed unless Department staff direct otherwise or the actual conditions on the field remain unsafe. Failure to adhere to this requirement could result in the termination of the Facility Use Agreement. 5 If the lightning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system , refer to the rules below for the Fulton County School fields. Fulton County School Fields Upon visua l or audible evidence of li ghtnin g or thunder, all participants are required to clear the field and seek shelter in a building or vehicle. Play will not be permitted until there is no visual or audible indication of thunder or lightning for a continuous 30 minutes. Every indication of thunder or lightning restarts the clock. Heat & Hydration Guidelines Providers that do not have their own established Hydration and Heat Guidelines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary , outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 degrees. Cold Weather Policy Providers that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows: If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the scheduled practice or game, it is recommended that the scheduled event be cancelled . If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled. Milton Parks and Recreation Department cancels and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Programs shall follow this procedure. 1.27 The PROVIDER is responsib le to select qualified coaches for their program. Each Program shall establish their own criteria to determine qualifications of coaches, such as coaching experience, past playing experience, etc. 1.28 The PROVIDER shall be a business that is properly registered with the Secretary of State's office and have a business license issued by the local governing body. 1.29 The PROVIDER shall communicate to the Milton Parks and Recreation Advisory Board (PRAB) liaison(s) and Department liaison(s) any and all substantial changes in their program. For this purpose, a substantial change shal l be defined as any change in the philosophy, mission , and organization of the PROVIDER which would impact the delivery of expected service to any and all program participants, current and future . This includes but is not limited to the following: • Addition/elimination of any age or ski ll le vel • Addition/elimination of any component of the overall program content (i.e. cheerleading, flag football, fast pitch softball, all stars , select, summer or winter league play, etc.) • Schedule of fees for participants • Anything that would be in direct conflict with existing City/Department policies 6 The Provider shall notify liaisons as soon as the idea for a substantia l change is being considered. Upon notification by the PROVIDER, the PRAB and/or employee liaison shall communicate the information to the Department Director or his/her designee. Before any action shall be taken by the PROVIDER to implement the substantial change, the PROVIDER may be required to prepare a written proposal outlining the planned change to include justification for the change; benefits of the change to the PROVIDER, the citizens of Milton, and the City; communication plan to inform the general publi c; timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc. It shall be at the sole discretion of the Department Director to determine if an in-depth written proposal shall be required . This will be determined on a case-by-case basis , depending on the nature of the proposed change. Any proposed fee change must be submitted in writing to the Department a minimum of sixty ( 60) days prior to the planned implementation . The Department shall determine the level of approval needed for the PROVIDER to implement the substantial change. The approval levels are noted as follows: a. The PROVIDER only b . Department Director or his/her designee c. Milton Parks and Recreation Advisory Board d. Milton Mayor and City Council 1.30 Records of the PROVIDER or any members of the PROVIDER , that are prepared and maintained or received by the PROVIDER or any of its members in the course of providing services on behalf of Milton, are "public records " under the Open Records Act. Therefore, such records are subject to production if a request for such records is made under the Open Records Act. In the event that an Open Records Act request is delivered to the City of Milton for PROVIDER records pertaining to the service being provided on behalf of Milton, the City of Milton will require, and the PROVIDER agrees to provide , timely assistance in responding to such request. Upon receiving an Open Records Act request for PROVIDER records, the City of Milton will promptly forward the request to the PROVIDER. All responsive documents shall be provided to the City by the PROVIDER within 24 hours of the City's notification; or, if the records cannot be assembled that quickly, then within 24 hours the PROVIDER will identify what records are responsive and provide the City of Milton with a list of such records and a timeline for when the requested documents will be assemb led and provided. Delivery of the Open Records Act request from the City to the PROVIDER may be delivered via email, or phone call. All Open Records request responses shall be emailed to the Director of Parks & Recreation or his designee (if specified in the communication relaying the request). ARTICLE 2.0 Equipment & Materials 2.1 All program materials and equipment needed or pertaining to the above stated programs will be provided by the PROVIDER at his/her own cost and expense. However, PROVIDER may require participants to obtain certain materials required in the programs by providing a list of such materials (with approximate costs) to the participants. If PROVIDER makes such materials available to participants, they must be sold at PROVIDER 's cost. All equipment provided by the PROVIDER shall be used in strict accordance with equipment manufacturer's instructions and in accordance with all applicable laws. PROVIDER shall coordinate storage of equipment with the principal of the school located at the facility, if applicable. 7 2.2 The sale of merchandise is restricted to those materials utilized in and for the programs , with the exception of fundraising activities, in which other appropriate items such as gifts and food/drink may be sold. Fundraising activities conducted by the PROVIDER will be permitted. The PROVIDER shall obtain the CITY 's approval of any fundraising activities and sale of merchandise prior to its distribution or sale . 2.3 The CITY will provide no storage space to the PROVIDER , unless otherwise mutually agreed upon in a separate written agreement. 2.4 Any supplies or equipment left at the facility will be the responsibility of the PROVIDER . The CITY will not be responsible for any lost, stolen, or broken equipment or supplies. 2.5 The PROVIDER shall inspect the premises and equipment offered to him/her for his/her proposed activity, and if he or she finds anything wrong with the premises or equipment before each program commences that cannot be corrected immediately by the DEPARTMENT, the program shall be cancelled, and the matter reported to the DEPARTMENT for correction. If the PROVIDER elects to hold his/her programs in the facility provided, it will be presumed that the PROVIDER has inspected the premises and facilities and equipment provided for such programs and has accepted same as being safe and suitable for the use intended. 2.6 On all of the fields at Bell Memorial Park , blue tooth interfaces to the scoreboards have been inst alled . There is an app available to interface with the blue tooth device which eliminates the need for the external scoreboard controllers. Go to www.singlescore.com for the app. Scoreboard control boxes may still be used under the following guidelines: a. The PROVIDER must acknowledge use and responsibility of all scoreboard controllers prior to the start of the season; b. Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; c . A minimum of thirty (30) days should be expected for all repairs ; d . The PROVIDER shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard controllers; e . Scoreboard controllers must be stored at the park in the storage room; f. Scoreboard controllers are mated to specific scoreboards and must remain with their respective mate; and g. The PROVIDER must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. ARTICLE 3.0 Program Size Minimums: 3.1 ACTIVE : Program sizes shall meet the minimum numbers of participants for each program as designated in Exhibit "A." 8 ARTICLE 4.0 Compensation and Method of Payment 4.1 In consideration of the City authorizing the PROVIDER to furnish the services described herein and to keep a portion of the revenues obtained from furnishing such services (as provided herein), the PROVIDER agrees to furnish the services pursuant to the terms of this Agreement, including but not limited to the releases and indemnities contained herein. Further, the CITY shall be entitled to a commission consisting of 15% of the registration fees paid by all program participants to the PROVIDER. In consideration for providing the services described herein , the PROVIDER shall be entitled to 85% of such fees paid, exclusive of the 50% non-resident surcharge described in Section 1 .4. The 50% non-resident surcharge (capped at a maximum of $90 .00) is fully payable to the CITY and shall not be included in PROVIDER 's gross income calculation . PROVIDER shall be entitled to reta in all non-registration fees paid by participants to PROVIDER , i.e. PROVIDER membership fees and costs for uniforms and pictures to participants . 4.2 The PROVIDER agrees to provide the CITY with schedules of fees to be charged to participants in conformance with Exhibit "A" and to collect all fees from participants. The PROVIDER will submit a completed registration report, to the CITY within 30 days of the close of registration for each program. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address , city, zip code, email address , age/program and resident registration rate. All PO Box addresses submitted will be considered non-residents. The Department will use the list to verify the resident status of registered players . The City will use the email address list to distribute an end of season Participant Satisfaction survey. City shall not use the list to promote Department programs without prior consent of the PROVIDER. The PROVIDER is responsible for identifying participants who have received a scholarship such that they are not included on the City registration commission invoice. After the City has verified residency of participants, the City will issue an invoice to the PROVIDER for registration commissions and non-resident fees payable to the City and then send the PROVIDER an invoice, including supporting documentation, for the total amount due to the CITY . Payments will be made to the CITY within fifteen (15) business days of PROVIDER 's receipt of each invoice. 4.3 It is the responsibility of the PROVIDER to pay all applicable local, state, and federal taxes associated with this Agreement, and to acquire and pay for all necessary permits, li censes, and insurance required for the execution of this Agreement. 4.4 PROVIDER is not allowed to require an admission fee or a parking fee to any PROVIDER event. For special tournaments and events, a team registration fee may be collected. The PROVIDER must obtain written approval from the Director of Parks and Recreation prior to the even t where a team regis tration fee will be collected. ARTICLE 5.0 Independent PROVIDER 5.1 This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an i ndependent contractor under this Agreement and not a CITY employee for all purposes , including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments , Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER shall retain sole and absolute discretion in the 9 judgment of the manner and means of carrying out PROVIDER 's activities and responsibilities hereunder. The PROVIDER agrees that it is a separate and independent enterprise from the CITY, that it had full opportunity to find other business , that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums. 5.2 PROVIDER warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person , company, corporation, individual or firm any fee , commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, the CITY shall have the right to terminate the Agreement without liabil ity at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission, percentage, gift or consideration. ARTICLE 6.0 Insurance 6.1 City shall not have any insurance obligations related to this Agreement, and PROVIDER shall not provide any service until all insurance required under this paragraph has been obtained and approved by the CITY. 6.2 Certificates of Insurance. Certificates of Insurance reflecting evidence of the required insurance shall be filed with the CITY prior to the commencement of this Agreement. The Certificates of Insurance and endorsements for each policy are to be issued by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of their validity and incorporation into the policy is provided. Further, the PROVIDER shall provide complete certified copies of current insurance policy(ies) and/or a certified letter from insurance company(ies) if requested by the City. These Certificates of Insurance provided shall contain a provision that coverages afforded under these policies will not be cancelled until at least forty-five days (45) prior written notice has been given to the CITY. Policies shall be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A-VI" in the latest edition of "Best Key Rating Guide", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreement, then in that event, the PROVIDER shall furnish , at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The PROVIDER shall not provide any service pursuant to this Agreement unless all required insurance remains in full force and effect. 6.4 Commercial General Liability insurance must be maintained for comprehensive coverage including for bodily injury and personal injury, sickness , disease and death, and property damage. 10 Exposures to be covered are: premises, operations, and certain contracts. Coverage must be written on an occurrence basis, with the following limits of liability: $1,000 ,000 $2,000,000 $1,000,000 Combined Single Limit -each occurrence Combined Single Limit -general aggregate Personal Injury PROVIDER shall have its insurer name the City of MILTON as an additional insured on its General Liability policy. PROVIDER shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of this Agreement to comply with the statutory limits for all employees, and in the case any work is sub let, the PROVIDER shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees are covered by the protection afforded by the PROVIDER. The PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability Insurance. The fol lowing limits must be maintained : A. B. Workers Compensation Employer's Liability Statutory $100,000 each accident $500,000 Disease-policy limit $100,000 Disease-each employee If PROVIDER or its subcontractor claims to be exempt from this requirement, PROVIDER shall provide CITY proof of such exemption; provided that CITY may reject such claim, and CITY's acceptance of such claim shall not affect this obligation should claim of exemption be determined inaccurate or false. 6.6 PROVIDER shall also maintain Directors and Officers insurance with lim its of at least $500,000.00, in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination , including sexual harassment; failure to accommodate disabilities; and claims alleg ing mental anguish and emotional distress. Claims-made coverage must cover the preceding six years or the length of time the Progra m has been operating in the City, whichever is less. The policy must include the City as an additional insured. 6.7 PROVIDER shall include all subcontractors as insureds under its policies o r shall ensure each subcontractor complies with the insurance requirements provided herein, including but not limited to naming the CITY as an additional insured. ARTICLE 7.0 Term and Termination 7.1 After a two (2) month tria l period , the programs will be evaluated by the DEPARTMENT , and the remainder of this Agreement will either be terminated or continue in full force and effect. If at any time after the two (2) month evaluation, program enrollment shou ld fall below the required minimum , the PROVIDER will be allotted four (4) weeks to bring enrollment up to the required minimum . The programs will be reevaluated at the close of this four (4) week 11 period , at which time the CITY may terminate this Agreement if the requirements herein have not been met or the CITY is otherwise unsatisfied with the program in its so le discretion. 7 .2 The term of this Agreement shall commence upon the date of execution hereof and shall remain in effect until December 31, 2020, unless terminated sooner as provided in this Article. Renewal of this Agreement beyond said term shall require the mutual written agreement of the CITY and PROVIDER . 7.3 PROVIDER's violation of any term set forth in this Agreement may result in termination of th is Agreement by written notice. This Agreement may also be term inated by the CITY for convenience and at the sole and exclusive discretion of the CITY upon g iving of at least thirty (30) days prior written notice of termination to the PROVIDER at the PROVIDER's address set forth here in. This Agreement may be terminated by the City immediately by written notice to PROVIDER upon any willful, reckless, or grossly negligent act or omission by PROVIDER or any of its officers , agents , employees, or volunteers. 7.4 This Agreement may be terminated by PROVIDER upon giving a t least thirty (30) days written notice of termination to the CITY . 7.5 PROVIDER must notify the DEPARTMENT in writing of any program cancellations at least ten ( 10) business days prior to the scheduled cancellation. 7.6 CITY reserves the right to cancel or reschedule any of the PROVIDER 's programs in the case of scheduling conflicts or other emergencies, as determined by the DEPARTM ENT . 7.7 Upon termination or expiration of this Agreement, PROVIDER shall provide payment to the CITY of any commission or surcharge due up to the termination date. 7.8 The rights and remedies of the CITY and PROVIDER provided under this Art icle 7 are in addition to any other rights and remedies provided under this Agreement or at law or in equity . ARTICLE 8.0 Indemnification 8.1 PROVIDER covenants and agrees to take and assume all responsibility for the services provided in connection with this Agreement. PROVIDER shall defend, indemnify and hold harmless the CITY and the FULTON COUNTY BOARD OF EDUCATION , and the CITY and FULTON COUNTY BOARD OF EDUCATION's trustees , elected and appointed officials, officers , boards, commissions , employees , representatives, consultants, servants, agents and volunteers (ind ividually an "Indemnified Party" and collectively the "Indemnified Part ies ") from and against any and all claims, suits, actions, judgments, injuries , damages, losses , costs , expenses and liabil ity of any kind whatsoever, including but not limited to attorney's fees , paralegal fees, and costs of defense ("Liabilities "), which may arise from or be the result of alleged willful , negligent or tort ious conduct arising out of the performance of services described herein , o r operations by the PROVIDER, any subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, regardless of whether or not the act or omission is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the so le negligence of an Indemnified Party . Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which wou ld otherwise exist as to any party or person described in this provision. In any and all claims against an 12 Indemnified Party by any employee of the PROVIDER, its subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcon tractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the PROVIDER or any subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 8.2 The Parties understand and agree that the covenants and representat ions relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to the PROVIDER's respons ibility to indemnify . ARTICLE 9.0 Americans with Disabilities Act; Nondiscrimination 9.1 PROVIDER shall not discriminate against any person in its operation and activities in its use or expenditure of the funds or any portion of the funds provided by this Agreement and shall affirmatively comply with all applicable provisions of the Americans With Disabilities Act ("ADA"), in the programs while providing any services funded in whole or in part by the CITY, including Titles I and II of the ADA and all applicable regulations, guidelines, and standards. 9.2 PROVIDER's decisions regarding the delivery of services under this Agreement shall be made without regard to or consideration of race, age, religion, color, gender, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully or appropriately used as a basis for delivery of service. 9.3 In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S .C. § 2000d, section 303 of the Age Discrimination Act of 1975 , as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilit ies Act of 1990, 42 U.S.C. § 12132 , and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, PROVIDER, for itself, its assignees and successors in interes t, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disab ility. In addition, PROVIDER agrees to comply with all applicable implementing regulations of the laws cited above, and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. 13 ARTICLE 10.0 Miscellaneous 10 .1 No modification, amendment, or alteration of the terms and cond itions co nta ined shall be effective unless contained in a written document executed by each party wi t h the same forma li ty and equal dignity herewith. 10 .2 This Agreement is not transferab le or assignable, and PROVIDER agrees not to delegate, transfer or assign the performance of any services called for in the Ag reement w ithout prior express written consent from the CITY . As to any approved subcontractors, the PROVIDER sha ll be solely responsible for reimbursing them , and the CITY shall have no obl igation to them. 10 .3 This Agreement sets fo rth the full and complete understanding of the Part ies as of the effective date, and supersedes any and all negotiations, agreements , and rep resentations made or dated prior to this Agreement. 10.4 The PROVIDER shall pay reasonable attorney's fees to the City should the C ity be required to incur attorney's fees in enforcing the provisions of this Agreement . 10.5 Time is of the essence of this Agreement. 10 .6 The individual executing this Agreement on behalf of PROVIDER agrees and represents that he is authorized to execute this Agreement on behalf of the respective en t ity and has obtained all necessary approva ls to execute and b ind PROVIDER to the terms of this Agreement. Accordingly, the City and PROV ID ER both waive and release any right to c ontest the enforceability of this Agreement based upon the execution and/or approval thereof. 10 .7 Nondiscrimination : In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d , section 303 of the Age Discrimination Act of 1975 , as amended, 42 U.S.C. § 6102 , section 202 of the Americans with Disabilities Act of 1990 , 42 U.S .C. § 12132 , and all othe r provis ions of Federal law, the PROVIDER agrees that, during performance of this Agreement, Consultant, for itself, its assignees and successors in interest, wi ll not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, PROVIDER agrees to comply w ith all applicable implementing regulations and sha ll include the provisions of this Section in every subcontract for services contemplated under this Agreement. 10 .8 Books , records, documents, account ledgers , data bases, and similar materials relating to t he services performed under this Agreement ("Records") shall be established and maintained by PROVIDER in accordance with requirements prescribed by the CITY and applicab le law. Upon request, the PROVIDER shall furnish t o the CITY any and all Records related to matters covered by this Agreement in the form requested by the CITY. The PROVIDER will permit th e CITY or C IT Y's representative(s) to audit, examine, and make excerpts or transcripts from such Records , and to audit all contracts, invoices , materials, payrolls , records of personnel, conditions of employment and/or data relating to a ll matters covered by th is Agreement. All communications relating to the day-to-day activities of the program shall be exchanged between TOM MCKLVEEN for the CITY and (~4L-{)..,G; D1 c,p..,e,J for the PROVIDER . All other notices , requests , demands, writings , or correspondence, as required by this Agreement, shall be in writing and shall be deemed received , and shall be effective, when: ( 1) personally 14 delivered, or (2) on the third day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a subst itute address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO THE CITY shall be sent to: Jim Cregge Parks and Recreation Director, City o f Mi lton 2006 Heritage Walk Milton , GA 30004 NOTICE TO THE PROVI DER shall be sent to : 10 .1 O No failure by the CITY to enforce any right or power granted under this Agreement, or to ins ist upon strict compliance by PROVIDER with this Agreement, and no custom or practice of the CITY at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the CITY's right to demand e xact a nd strict compliance by PROVIDER with the terms and conditions of this Agreement. Further, no e xpress waiver sha ll affect any term or condition other than the one spec ified in such waiver, and that one on ly for the time and manner specifically stated . 10.11 Pursuant to O .C .G.A. § 13-10-91 , the CITY shal l not enter into a contract for the physical performance of services unless the PROVIDER shall provide evidence on CITY-provided forms , attached hereto as Exhibits "D" and "E" (affidavits regarding compliance with the E-Verify prog ram to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71 ), that it and PROVIDER's subcontractors have registered with, are authorized to use and use the federa l work authorization program commonly known as E- Verify , or any subsequent replacement program, in accordance with the applicable provisio ns and deadlines estab lished in O.C.G.A . § 13-10-91 , and that they will continue to use the federal work authorization program throughout the contract period . The PROVIDER hereby verifies that it has , prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "D", and submitted such affidavit to C ITY . Further, PROVIDER hereby agrees to comply with the requ irements of the federa l Imm igration Reform and Control Act of 1986 (IRCA), P.L. 99 -603 , O.C.G.A. § 13-10-9 1 and Rule 300 -10-1-.02. In the event the PROVIDER employs or contracts with any subcontractor(s) in connection w ith the covered contract, the PROVIDER agrees to secure from such subcontractor (s) attestation of the subcontractor's compliance with O.C.G .A. § 13-10-91 and Rule 300 -10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "E ", which subcontractor affidavit shall become part of the contractor/subcon t ractor agreement, or evidence that the subcontractor is not required to 15 provide such an affidavit. If a subcontractor affidavit is obtained, PROVIDER agrees to provide a completed copy to the CITY within five (5) business days of receipt from any subcontractor. PROVIDER agrees that the employee-number category designated below is applicable to the PROVIDER. ✓ 500 or more employees . 100 or more employees . Fewer than 100 employees. PROVIDER hereby agrees that, in the event PROVIDER employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the PROVIDER will secure from the subcontractor(s) such subcontractor(s') indication of the above employee-number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law and shall be construed to be in conformity with those laws. 10.12 PROVIDER represents that it has reviewed and become familiar with this Agreement and has notified the CITY of any discrepancies, conflicts or errors here in. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the event of a conflict as to the duties and responsibilities of the Parties under this Agreement, this Agreement shall govern over any Exhibit, and the Exhibits shall govern in the order attached hereto. In the event of any conflict among the terms and conditions contained in this Agreement and the Facility Use Agreement, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 10 .13 Subject to the provision of this Agreement regarding assignment, this Agreement shall be binding on the heirs , executors, administrators, successors and assigns of the respective Parties, provided that no Party may assign this Agreement without prior written approval of the other Party. 10.14 This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, and PROVIDER submits to the jurisdiction and venue of such court. 10.15 Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal , invalid or unenforceable by a court of competent jurisd ictio n, the offending portion of the Agreement should be severed , and the remainder of this Agreement shall remain in full force and effect to the extent possible, as the Parties declare they would have agreed to the remaining parts of this Agreement if they had known that the severed provisions or portions thereof would be determined illegal, invalid or unenforceable . 10 .16 Neither the CITY nor PROVIDER shall be liable for its respective non -negligent or non- willful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a failure to perform) any of its respective duties or obligations under this Agreement or for 16 any delay in such performance due t o : (a ) any cause beyond it s respective reasonable control; (b) any act of God; (c) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (d) earthquake, f ire, exp losion or flood; (e ) st rike or labor dispute, excluding strikes or labor disputes by employees and/or agents of PROVIDER ; (f) delay or fai lure to act by any governmenta l or mili t ary authority; or (g) any war, hostility, embargo, sabotage, civil disturbance, rio t , insurrection or invas ion . In such event, the t ime for performance shall be extended by an amount of time equal to t he period o f delay caused by such acts, and all other obligations shall remain intact. 10.17 Hosting of camps and tournaments involving participants from outside the PROVIDER 'S own program along with participants in the PROVIDER'S own program is allowed but requires coordina tion wit h and written consent o f t he Department. PROV IDER must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field or facility rental fees and staff fees may be applicable for these types of events as determined by the Direc t or or his/her designee. Th e City reserves the right to require liability waivers , proofs of insurance, or other forms of protection from outside participants as a condition of consent to such events. 10 .18 The PROVIDER is specifica lly not permitted to sublet facilities to any individual or organization. The PROVIDER 'S Fac il ity Use Agreement will authorize the PROV IDER'S own use on ly. The City reserves the right t o restr ict f acility use on dates w h en there are special City/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. 10.19 The PROVIDER is allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for the PROVIDER to assist the City in funding capital projects benefit ting th e parks a nd facil ities they use . The PROV IDER is not permitted to obtain sponsorships , including direct financia l aid and/or in-kind donations, from any religious organization or individua ls and businesses that compete with contractual obligations o f the Ci ty. Sponsors mus t be in good taste and appropriate for City park environment (i.e. alcohol and/or tobacco-related products/businesses are not allowed to advertise in City parks). Details of how sponsorship opportunities may be implemented shall be d iscussed with and approved by the Department Director or his/her designee. Sponsor and team banners are allowed to be displayed at the park on the day of an event on ly . They must be mounted in a way tha t does not damage the City property and they must be removed at t he end of the day. Ba nn ers must not conta in a ny language or images that would be considered offensive or inappropriate around children. 10.20 If damage to a field or faci lit y occ urs because o f m isuse or abuse (misuse to include, but not limited to: failure to rotate goa ls, practice or play in inclement weather conditions , damage to flooring, etc.) by the PROVIDER, the City will require the PROVIDER to pay for any and all costs necessary to repa ir t he damaged area. The use of any form of metal cleats is strictly prohibited on the artificial turf fie lds . 10.21 PROVIDERs are responsib le for picking up litter around facilities and placing it in proper receptacles after the conclusion of a scheduled program . This includes all facilities , playing areas , walkways, restrooms , concession stands , dugouts, etc. 17 IN WITNESS OF THE FOREGOING, the Part ies have set their hands and seal the day and year first written above. ATTEST: SUDIE GORDON, CITY CLERK ATTEST: Print: Its: (Assistant) Corporate Secretary (required if corporation) CITY: BY: _________ _ JOE LOCKWOOD , MAYOR PROVIDER: :tF:,z.ee 6~, 6\J Print ya. ◄41.c:::;,.--- le one) ice President (Corporation) rtner (Partnership/Limited Partnership) -Member/Manager (LLC) [CORPORATE SEAL) (required if corporation 18 EXHIBIT "A" [INSERT SCOPE OF WORK (INCLUDING BUT NOT LIMITED TO FEES, SCHEDULE INFORMATION , AND MINIMUM NUMBER OF PARTICIPANTS)] 19 EXHIBIT "C" City of Milton Parks Ordinances & Park/Facility Regulations CITY OF MILTON PARKS ORDINANCES Programs are responsible for adherence to all City and park ordinances. A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time ; these ordinances may not be fully current; and other ordinances not shown here may be relevant depending on the activity. Sec. 34-22. -Prohibited acts. (a) Alcoholic beverages. Unless a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic, malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms . It shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with O.C .G .A. § 16-11 -173. Signs shall be posted at city parks stating the following: "In accordance with O.C.G.A. § 16-11 -173 and the City Code of Milton , the discharge of firearms in city parks is prohibited." (c) Fireworks . It shall be unlawful for any person to possess or use fireworks, as defined in O .C .G .A. 25- 10-1 (a) ( 1 ), in any of the city parks , unless written permission for such has been authorized by the mayor and city council . (d) Injuring public property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any public property, real or personal , belonging to, owned by, or leased or used by the city. (e) Killing wildlife. It shall be unlawful for any person to hunt, trap, shoot, maim or kill any animal or wildlife, or attempt to do any of the acts mentioned in this subsection to any animal or wildlife with in any of the city parks without the city manager's written permission . (f) Motor vehicles . It shall be unlawful for any person to drive, operate and park any motor vehicle, mini-bike or motorcycle within any city park, except in areas designated for such use. This section does not apply to city employees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform city business. (g) Noises. It shall be unlawful for any person to make any unnecessary, loud noises, engage in noisy disputes or conversation , engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks, according to the city's noise regulations . (h) Park hours. All city parks that have lighted athletic fields shall be closed between the hours of 10 :30 p .m . and 6:00 a .m . All other parks shall be closed from dusk until dawn . No person shall be authorized to be on the premises or property of any city park when they are closed , except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. 21 (i) Pets. All pets must be on a leash and the owner is responsible for the disposal of pet waste. All pets are prohibited on athletic fields, unless written permission for such has been authorized by the city manager or the re creation and parks director. (j) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without first obtaining such permit or ticket. (k) Polluting water in parks. It shall be unlawful for any person to pollute or disturb any spring , branch, pond, fountain , or other water owned by or leased to the city. (I) Posting signs . It shall be unlawful for any person to affix any bill , sign, or notice on any tree , building , or fixture in any of the parks. It shall be unlawful for any person to place any paper, books , refuse , or trash of any kind in any of the public parks, except in containers provided for such . (m) Skateboards. It shall be unlawful for any person to operate a skateboard on any street, lane, way, road , and/or any parking lot in any park in the city unless otherwise designated by signage or published rules . (n) Smoking. It shall be unlawful for anyone to smoke in the park. (o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes . It shall be unlawfu l for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a permit for such has been issued by the city recreation and parks department or an authorized representative, or such person are conducting recreation department business. (q) Urban camping. It shall be unlawful to reside or to store personal property in any park owned by the city. Furthermore, it shall be unlawful to use any public place, including city parks , for permanent living accommodations purposes or camping, except in areas specifically designated for such use or specifically authorized by permit. (Ord. No. 07-01-03 , § 1 (ch . 8, art. 1, § 4), 1-18-2 007 ; Ord . No. 07-08-42, § 1 (ch. 8, art. 1, § 4), 8-23-2007; Ord . No . 14-10-225, §§ 1, 2, 10 -20-2014 ); Ord. No. 15 -03-237, § 1, 3-1 6-2015) PARK/FACILITY REGULATIONS 1. Programs conducting youth activities on City facilities must have an appropriate number of adults superv ising the activities conducted by the Program from the outset to the conclusion of the activity. 2. Spectators, Parents, Coaches, or Officials of a Program must display appropriate conduct while operating activities on City facilities. Continuous failure to do so could result in the term ination of the right to use City facilities . All Programs must enact and enforce a policy of ZERO tolerance for abusive behavior while at a Program event on-site or at an away facility. 3. The park belongs to all of the residents of Milton. All Programs are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard to all elements of the park. The Program is responsible for cleaning the area around athletic fields, dugouts and walkways. This must be completed upon the conclusion of each activity. 22 4. Program representatives are responsible to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that such use as du ring bad weather would damage facilities or put participants at risk. 6. Bicycles , roller blades, skateboards, hover boards etc. are prohibited on walkways and other designated areas . 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10:00 pm . The park lights will go off at 10 :30 pm 8. Parks may not be used for golf practice. 9. Other than service animals, it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field . It is the owner's responsibility to remove any animal excrement deposited by the ir animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL, PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CITY OF MILTON PARK FACILITIES. 10. The use of unmanned aerial vehicles (UAVs) or drones is prohibited at all active parks within the City. 1 l. Music may be played in the park at a volume that does not interfere with other activities . Any organization that receives a reasonable request to lower the volume must do so or risk cancellation of scheduled activities. All music played at the park must be in compliance with the current noise ordinances of the City. Music p layed must not contain inappropriate language (e.g ., containing sexually explicit, degrading or violent words or themes) and must be family friendly. DJs are not permitted without a special use permit. 12. Synthet ic multi-sport field rules & restrictions: a) No pets of any kind b) No food or beverages, including gum, seeds , nuts, sports drinks or soft drinks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes, spikes, etc. may be driven into the turf h) No metal or detachable cleats -only sneakers or molded plastic cleats i) No painting, chalking or marking field j) No vehicles, bikes , scooters, skateboards , roller-or inline skates, strollers or hover boards k) No grills , fireworks or fires of any kind I) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed , NOT DRAGGED n) Do not throw, kick , hit or whip a ball into surrounding fences 13. Questions, recommendations , complaints, etc. regarding park facilities and operations should be directed to the Department-678-242-2489 or jim.cregge@cityofmiltonga.us 23 EXHIBIT "D" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this a ffi davit, the undersigned contract or veri fi es its complia nce with O .C.G .A. § 13-10-9 1, stating affirmatively that t he individual, firm , or corporation which is engaged in the physica l performance of services on behalf of the City of Milton has registered with, is auth orized to use and uses the federal work aut horization program commonly known as E-Verify, or any subsequent replacement program , in accordance with the applicable provisions and deadlines established in O.C .G .A. § 13-10-91. Furthermo re, the undersig ned contractor will continu e to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in sa tis faction of such contract only with subcontract ors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91 (b). Contractor hereby a ttes t s t hat it s federal work auth o riza ti o n user identifi c a tion number and date of authorization are as fo ll ows: eVerify Numbel Date of Authorizat ion Na me of Contractor Na m e of Project City of Milton , GA __________ _ ('\_ Na me of Public Employer 24 I hereby declare u nder penalty of perjury that the foregoing is true and correct. Executed on jA,v Ct.A._(sta te). , _.Z\.., 202 0 in M ,l--n, l\l (city), ,-~iz.e.E a 6 i?'.-,, t:"4_ Printed Name and Titl e of Aut ed Officer or Agent RN BEFORE ME ON THIS THE ~~lC.!l~-it--'202~. My Com mission Exp ires : __ ~.,_'/_i_:.,..f-~ __ l._0 ____ _ STATE OF GEORGIA CITY OF MI LTON EXHIBIT "E" SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcontractor ve rifi es its compliance w ith O .C .G .A. § 13-10-91 , stating affirmatively that the indiv idual, firm or corporation which is engaged in the physical performance of services under a c ontract w ith ______ on behalf of the City of Milton has registered with , is authorized to use and uses the federal work authorization program commonly known as E-Verify , or any subsequent replacement program , in accordance with the applicable provisions and deadlines established in O .C.G.A. § 13-10 -91. Furthermore, the undersigned subcontractor will c ontinue to use the federal w ork authorization program throughout the contract period, and the undersigned subcontractor w ill contract for the physical performance of services in satisfac ti on of such contract only with sub-subcontractors who present an affidavit to the subcontractor wi t h the information required by O.C.G .A. § 13-10 -91 (b). Additionall y, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub-subcontractor to the contractor w ithin five (5) bus iness days of receipt. If the undersigned subcontract or receives notice that a su b-subcontractor has received an affidavit from any other cont racted sub-subcontract or, th e undersigned subcontractor must forward , w ithin five (5) business days of receipt , a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows : tJIA eVeri fy Number Date of Authorization Name of Subcontractor Name of Project City of Milton , GA __________ _ Name of Public Employer 25 I hereby declare under penalty o f perjury that the foregoing is true and correct. Executed on .J'A-tJ .~, 202_a,in \A lL-1" N (city), &iA er or ;\gent TEet2.t2 ose-, EN Printed Name and Title of Authorized Officer or Agent SUBSCRI BED AND SWORN BEFO_jE ME ON THIS THE _2_L_ DAY OF "'.'.7~0 ,1-::: ,2020 . -~ 0 Jo,,.,,,. oZ..o OUTSIDE PROVIDER FACILITY USE AGREEMENT This agreement, made this ____ day of ______ , 20 __ , by the City of Milton ("City") and N\"-'1:»N °\~,"-.),...,_ C£bi-r~<L- a Georgia non-profit corporation called the "PROVIDER." Witnesseth: In consideration of the mutual agreements contained in this document, the City and PROVIDER agree as follows: 1. The PROVIDER agrees to provide a youth sports program (organized league play), to wit ·Ao\11,-r ANO 'i\NrH f£,vNl5 as a service for the City in accordance with applicable policies and procedures for youth sports providers operating on City property or City leased facilities. 2. The term of this agreement will begin JANUARY 1, 2020 and continue through DECEMBER 31 , 2020 . A new agreement must be signed for each calendar year. 3. The City hereby authorizes the PROVIDER to use fields and facilities as listed below: Y\I\ \l..,oN l~ ~c; UN -r;;-.1L CEro~ ANQ \.-be€JN(;:L.L The authorization provided by this agreement includes use of all support structures (dugouts , lights, concession stands, storage facilities , bleachers, batting cages, fencing , basketball goals , lacrosse goals, etc .) for approved league play unless otherwise specified. The PROVIDER is authorized to use the facilities at the following dates and t imes : WEEKDAYS: FROM 'l AM/PM TO lo AM/f:M_ ;..--- SATURDAYS: FROM <? AM/PM TO ( C) AM/PM ~ - SUNDAYS : FROM l\ AM/PM TO lo AM/PM -- DATES: j A N\/'A tt..,'( 1--"'2--0'2.-Q -\? c;_L£r'Y'(}£X=: :) \ I ""2.-c::."LO I For Spring programming at Bell Memorial Park and/or Cox Road, ALL field usage will end on the first Sunday after July 4th for field renovations. 26 4. In consideration for the usage of the facilities, the PROVIDER agrees to a direct payment to the City of 15% commission on all registration fees and l 00% of all applicable non-resident fees. 5. The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program . This database will be used for the purpose of the City conducting an end of season quality survey . The City will share the re sults with the PROVIDER . The PROVIDER must maintain a favorable quality rating in 7 5% of the survey responses . Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER . 6. The PROVIDER is permitted multiple advanced level (non-recreation level) teams provided that no advanced level team displaces a single recreation-level participant or team and the advanced level teams must be made up of at least 50% City of Milton residents . Tryouts must be open to all, advertised in the appropriate media for the sport involved. The 50% Milton residency requirement must be verified by the City prior to formation of an advanced level team. 7. The PROVIDER agrees the facilities will be used in a safe manner, and in compliance with all applicable federal and state laws and City ordinances, rules and regulations . 8 . The PROVIDER shall ensure that its coaches satisfy the certification and training requirements set forth in Exhibit A. INITIALED: pB 9. PROVIDER shall not cause or permit damage or injury to the facilities. No alteration, addition , or improvement to the facilities shall be made by the PROVIDER without prior written consent from the City. Such alterations, additions , or improvements shall become and remain City property. l 0 . The City may enter the facilities at any time during the period of this agreement for inspection or supervision as deemed necessary. 11 . The PROVIDER shall indemnify and hold harmless the City, its elected and appointed officers , agents, servants and employees, from and against any and all claims , demands, or causes of action of whatsoever kind of nature, and the resulting losses , costs , expenses , reasonable attorneys ' fees , including paralegal fees , liabilities , damages, orders , judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement or the willful or negligent acts, errors , or omissions of the 27 PROVIDER or its agents, officers , volunteers or employees . The Parties understand and agree that the covenants and representations relati n g to this indemnification provision shall survive the term of this Agreement and continue in full force and effect. 12 . It is the understanding of the City and the PROVIDER that nothing contained in this agreement shall be interpreted to assign to the PROVIDER any status under this agreement other than that of an independent PROVIDER . This Agreement does not create an employee/employer relationship between the Parties . It is the intent of the Parties that the PROVIDER is an independent contractor under th is Agreement and not a City employee for all purposes, includ ing but not limited to , the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act , the provisions of the Internal Revenue Code, The State Workers Compensation Act, and th e State unemployment insurance law. The PROVIDER agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business , that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the City and the City will not be liable for any obligation incurred by PROVIDER , including but not limited to unpaid minimum wages or overtime premiums . 13. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees . 14 . For the purpose of this agreement, any notices required to be sent to t he parties shall be mailed to the following respective addresses : PROVIDER NAME : llEJ:;: .. ~f <2BlZ-l Erv ADDRESS:Z-5 3 5 BEU::1:-Mi Ct-wectt RI?. CITY/STATE/ZIP: M LL TV/\J ( &.-.Sooo1 PHONE: 4ol-f 3f&-C2C?9 WEBSITE : IV\ l \ hi n t-.e O Q I..:) (e{t +s:r Cc) fY} EMAIL: +~r Ce Ob {Jl. beJ I 5t1Jtb ( oe-t- 28 CITY: City of Milton Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmiltonga.us jim.cregge@cityofmiltonga.us 15. This agreement may be executed in counterparts, each of which shall constitute an original. 16. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person , coordinator, and liaison person with the PROVIDER in the execution of the terms of this agreement. 17. The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City . 18 . The PROVIDER may not deny participation in any park or program ba sed on race , color, national origin, religion , sex , gender, sexual orientation , marital status , physical or mental disability, political affiliation , age, or any other factor which cannot be lawfully or appropriately used as a basi s for such denial. 19 . The PROVIDER agrees to adhere to all relevant City policies and procedures including, but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable) in effect as of the date of this Agreement (which policies and procedures the PROVIDER has received and reviewed) or as may be duly adopted by the City during the term of this Agreement . 20 . The PROVIDER will adhere to fee policies set by the City, including fees that may not yet be currently established. 2 1 . This Agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This Agreement shall be construed under and governed by the laws of the State of Georgia . This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior ag reements relating to the same subject matter. The parties may modify this Agreement only by written instrument signed by each of the parties hereto . Failure by either party to enforce a provision of this Agreement 29 shall not constitute a waiver of that or any other provision of the Agreement . The invalidity or unenforceability of any provis ion of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City's Athletic Association Organizational Manual or Agreement for Outside Providers , that term or condition shall govern that the City determines, in its sole discretion , to be most beneficial to the City. 22. The PROVIDER acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the PROVIDER under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and further due to the fact that the recreation fees generated from the availability of such fields , the PROVIDER is subject to the Open Records and Open Meeting laws of t he state of Georgia. The PROVIDER agrees to comply with those laws . To the extent that the PROVIDER is uncertain or needs assistance as to proper compliance with such laws , the City may provide assistance and guidance, but not legal advice, regarding same. The PROVIDER further agrees that all books and records of the PROVIDER shall be made available to the City of Milton as and when requested for review or audit . 23. City shall have the right to terminate this Agreement upon failure of PROVIDER to perform its obligations to the reasonable satisfaction of City . Prior to exercising this right of termination , City shall provide PROVIDER w ith a written notice specifying PROVIDER 's failure to perform , and providing PROVIDER with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the City, to cure its deficiency. In the event that PROVIDER fails to cure the deficiency, or in the event of any subsequent failure to perform , City shall have the right to immediately terminate the Agreement by provid ing written notice of termination to PROVIDER. PROVIDER shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of PROVIDER . Prior to exercising this right of termination , PROVIDER shall provide City with a written notice specifying City's failure to perform , and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the PROVIDER , to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform , PROVIDER shall have the right to immediately terminate the Agreement by providing written notice of termination to City. 30 Either party may terminate this Agreement at any time for convenience upon thirty (30) days written notice to the other party. I hereby acknowledge and understand that the PROVIDER, which I am au t horized to represent , will abide by and comply with the terms and conditions set forth in this Facility Use Agreement as well as all of the applicable policies, procedures, guidelines , and rules of the City . I understand that failure of the PROVIDER or any of its members to comply with any applicable requiremen t may result in termination of this Agreement with the City. PROVIDER : By :lfqZlZ-\? "~ eJ Pres ident Name:~~->-' (Typ ~d) Date: ThNvAV-y 'Z l f 2020 Attest : --------- PROVIDER Secretary Name : ---------- (Typed or Printed) Date : ---------- [AFFIX CORPORATE SEAL] CITY : 31 By: ________ _ Steve Krokoff , City Manag e r City of Milton Date : ________ _ Ratified by City Council : By : _________ _ Joe Lockwood Mayor, City of M il ton Date : --------- EXHIB IT A [This exhibit to be modified on a case-by-case basis to reflect the varying nature of coaching certifications in different sports.] PROVIDER must require that a minimum of one ( 1) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics: NYSCA, Simply the Be st , A.C.E ., A.C .E.P., Doyle, GHSA, GYSA, US Youth Soccer, Higher Ground, US Lacrosse Association , USA Football, National Cheerleading Association . The PROVIDER may submit a written request to the City for the approval of other certifica t ions. Records of certifications are to be sent to the Parks & Recreation Department within two weeks of the season start. SPORT: \ ,s ACCEPTABLE COACHING CERTIFICATIONS:0 l ~s \>TP\ I ~erA ( S\.)e~t-v 1.! 1 o ,._J (:z) \J s-r A s:~~~\?1 ~ 32 ACORD CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 01/21/2020 THIS CERTIFICATE IS ISSUED AS A MA 1 1 ER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER AND THE CERTIFICATE HOLDER. IMt'URTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Mass Merchandising Underwriting K&K Insurance Group, Inc. r-nv,.c 1-800-506-4856 rAA 1-260-459-5590 IA/C No Exll: IAJC Nol : 1712 Magnavox Way 1:-MAIL info@fitnessinsurance-kk.com Fort Wayne IN 46804 ADDRESS: CUSTOMER ID: INSURER(SI AFFORDING COVERAGE NAICt INSURED INSURER A: Nationwide Mutual Insurance Company 23787 Terrence B. O'Brien INSURERB: OBA: Tennis Instructor INSURER C: 2535 Bethany Church Rd . Milton, GA 30004 INSURERD : A Member of the Sports, Leisure & Entertainment RPG INSURERE : INSURER F: COVERAGES CERTIFICATE NUMBER: W01667558 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED . NOlWITHSTANDING ANY REQUIREMENT , TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE iNSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS , EXCLUSIONS AND CONDITIONS OF SUCH POLICIES . LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS . INSR TYPE OF INSURANCE IAUUL SUBK POLICY NUMBER t'ULJ\, T 1:n· t'ULJ\, T l:AI' LIMITS LTR INSD WVD (MM/DDIYYYYI IMM/DDIYYYYI A X COMMERCIAL GENERAL LIABILITY X 6BRPG0000007215100 02/01/2020 02,01/2021 EACH OCCURRENCE $500,000 t--o~S-[8JoccuR 12 :01 AM EDT 12:01 AM UAM,-uc Ii Yi r<cro, cu PREMISES Ea Occurrence) $500,000 MED EXP (Any one person) $5,000 t-- PERSONAL & ADV INJURY $500,000 -GENERAL AGGREGATE $5,000,000 - GEN 'L AGGREGATE LIMIT APPLIES PER : PRODUCTS -CO MP/OP AGG $500 ,000 ==1 POLICY □ PRO -DLoc PROFESSIONAL LIABILITY $500,000 JECT OTHER: LEGAL LIAB TO PARTICIPANTS $500,000 AUTOMOBILE LIABILITY <,UMt>INED SINGLE LIMIT (Ea accident) -ANY AUTO BODILY INJURY (Per persoo) -OWNED AUTOS B SCHEDULED ONLY AUTOS BODILY INJURY (Per accide<11) -HIRED NON-OWNED r,,._,r 1-n, I l UJ-\IVll•\\.;,C -AUTOS ONLY AUTOS ONLY /Per accidentl NOT PROVIDED \NI-IILE IN HAWAII UMBREUA LIAB d OCCUR EACH OCCURRENCE -EXCESS LIAB CLAIMS-MADE AGGREGATE -OED n RETENTION WORKERS COMPENSATION AND N/A _J STATUTELJ OTHER EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/ Y/N E.L EACH ACCIDENT EXECUTIVE OFF ICER/MEMBER □ E.L DISEASE-EA EMPLOYEE EXCLUDED? (Mandatory in NHI If yes, desaile lrder DESCRIPTION E.L DISEASE-POLICY LIMIT OF OPERATIONS below MEDICAL PAYMENTS FOR PARTICIPANTS PRIMAR Y MEDICAL EXCESS MEDI CAL DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Instructor of: Tennis Sports instruction conducted at locations that are NOT owned or operated by the instructor. The certificate holder is added as an additional insured , but only for liability caused , in whole or in part, by the acts or omissions of the named insured . CERTIFICATE HOLDER City of Milton 2006 Heritage Walk Milton, GA 30004 (Owner/Lessor of Premises) Coverage is only extended to U.S. events and activities . CANCELLATION SH ULD ANY F THE ABOVE DE CRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE .. NOTICE TO TEXAS INSUREDS : 1lle Insurer for the purchasing group may not be subject to all the insurance laws and regulations of the State of Texas ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD © 1988-2015 ACORD CORPORATION. All rights reserved . Milton Tennis Center Tennis Program: (Started 1996) The Tennis Director and Head Pro, Terre O'Brien, has been teaching at this location for 23 years. He has coached over 100 USTA and ALTA Division Championship Teams and 45 City Championship Teams. MTC is known for making tennis fun while teaching kids how to play. Beginners to advanced players are all welcomed here. Whether picking up the racket for the first time or experienced players, MTC has a place for you. Our Junior Program offers tennis for all levels and ages. MTC Tiny Tot Program for ages 6 -8 teaches skills and fun games for kids learning the game. MTC Future Stars Program for ages 8 -10 teaches skills, games, match play and stroke analysis. MTC 10 Over -12 Under Boys and Girls Beginner Program for ages 10 - 12 teaches skills, games, and basics to kids just learning the game. MTC 12 Under -14 Under Boys and Girls Intermediate and Advanced Program for ages 10 -14 teaches players learning how to play singles and doubles matches, including stroke work and strategy. ALTA and USTA teams are available at this level. MTC 15 Over-18 Under Boys and Girls Intermediate and Advanced Program for ages 14-18 teaches players preparing for already playing high school tennis. ALTA and USTA teams are also available at this level. For more information on MTC Junior Program please contact: Terre O'Brien . Email: terreob@bellsouth.net or Call 404 388 0909 MTC Adult Program has many options for all players levels: Milton Tennis Center Tennis Program: (Started 1996) USTA / ALTA League Tennis Teams USTA: Women's, Senior Women's team tennis. ALTA: Men's, Women's, Business Women's, Men's Seniors, Women's Seniors, A and B level Mixed teams. Group Lessons for Adults: Ladies Monday's 7:00 -8:00 pm Group lessons Open play from 8:00 -9:00 pm Men's Tuesday's 6:30 -7:30 pm Group lessons Open play from 7:30 -8:30 pm MTC also excepts alternate league play: T2, League Atlanta, Ultimate Tennis for individuals who like to make their own scheduled times. MTC Team Tennis days are a fun way to combine all levels of play on a single day. For more info on MTC Adult Program please contact: Terre O'Brien Email: terreob@bellsouth.net or C: 404 388 0909 TO: FROM MILTON*k ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager 0 AGENDA ITEM: Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and North Georgia Recreation, Inc. to Provide Youth Boys Lacrosse. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (1PPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (,V ES () NO CITY ATTORNEY REVIEW REQUIRED: (k4S () NO APPROVAL BY CITY ATTORNEY: (,IIAPPROVED () NOT APPROVED PLACED ON AGENDA FOR: 0 31I d 1e01 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltongo.us I www.cityofmiltonga.us 0000 To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 3, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and North Georgia Recreation, Inc. to Provide Youth Boys Lacrosse. ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of a Parks and Recreation Department Agreement for Outside Providers & Facility Use Agreement between The City of Milton and North Georgia Recreation, Inc. Executive Summary: North Georgia Recreation provides the city with the youth boys lacrosse program. This program will offer lacrosse leagues & camps at Bell Memorial Park, Cox Rd. Athletic Complex, as well as Fulton County School athletic fields. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City. Alternatives: If this contract is not approved, we will have to research to find another youth lacrosse provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Agreement for Outside Providers & Facility Use Agreement between The City of Milton and North Georgia Recreation, Inc. 2020 CITY OF MILTON PARKS & RECREATION DEPARTMENT AGREEMENT FOR OUTSIDE PROVIDERS & FACILITY USE AGREEMENT North Georgia Recreation THIS IS AN AGREEMENT, made this Jl....,day of Jan~ , 2020, between: THE CITY OF MILTON, a municipal corporation organized and operating under the laws of the State of Georgia, acting by and through its governing authority, the Milton Mayor and City Council, and with a business address of 2006 Heritage Walk, Milton, Georgia 30004, hereinafter referred to as the "CITY." and NORTH GEORGIA RECREATION, INC hereinafter referred to as "PROVIDER". CITY and PROVIDER may hereinafter collective ly be referred to as "the Parties". In consideration of the mutual obligations of the Parties and for good and valuable consideration , the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1.0 PROVIDER's Services and Responsibilities 1.1 PROVIDER shall conduct services generally described as YOUTH BOYS LACROSSE LEAGUES , CAMPS AND CLINICS at t he following locations: BELL MEMORIAL PARK, COX ROAD ATHLETIC COMPLEX, HOPEWELL MIDDLE SCHOOL AND COGBURN WOODS ELEMENTARY SCHOOL 1.2 The PROVIDER's services shall be performed during the days and hours described in Exhibit "A," attached hereto and incorporated herein by reference. 1 .3 The PROVIDER and The Director of the Parks & Recreation Department (hereinafter referred to as the "Department") or his designee, will coordinate the program schedule, which will be approved by Department Director, or his designee, at its sole discretion. Proposed program schedules shall be provided to the Department at least 30 days prior to the start of the activity. 1 .4 All registration fees shall be fair and equitable to all participants. ( Execution of this Agreement by the City shall act as a finding that the fees proposed in Exhibit "A" are fair and equitable; any fees not described in Exhibit "A" shall be determined fair and equitable in the reasonab le discretion of the Department Director or his designee). The fees charged to each participant will be as described in Exhibit "A" for residents of MILTON , and a surcharge of 50% more will be charged to each participant who is not a resident of MILTON, up to a cap of $90.00 . The entire balance of this surcharge for non-residents shall be paid to the CITY. 1 .5 The PROVIDER can make available a reasonable number of scholarships for participants requiring assistance . Scholarships offered to residents of the City of Milton will result in no payment of commission on the registrat ion to the City of Milton. Scholarships offered to participants who are not residents of the City of Milton will result in no payment of commission on the registration to the City of Milton, however, the PROVIDER is responsible to pay the City non-resident fees for non-resident scholarship recipien ts to the City. The PROVIDER is responsible for iden tifying participants who have received a scholarship from the PROVIDER. 1.6 The PROVIDER warrants to CITY that it is not insolvent, it is not in bankruptcy proceedings or receivership, nor is it engaged in or threatened with any litigation or other legal or administrative proceedings or investigations of any kind which would have an adverse effect on its ability to perform its obligations under this Agreement. 2 1.7 The PROVIDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement. The PROVIDER stipulates and certifies that it is qualified to provide the programs it is hired to provide, maintains the education and required licenses or permits necessary to provide the programs, and shall continue to maintain such licenses or permits during the term of this Agreement. 1 .8 This Agreement is considered a non-exclusive Agreement between the Parties. The CITY shall have the right to purchase the same kind of services to be provided by the PROVIDER from o'ther sources during the term of this Agreement. The PROVIDER is not precluded from providing the same or similar services for other parties so long as such other engagements do not interfere with the PROVIDER'S provision of services to the CITY. 1.9 The DEPARTMENT must approve any promotional material flyers, and posters advertising the programs prior lo ifs release. The following content and topics shall specifically be prohib#ed: sexually explicit materials, profanity, child pornography, alcoholic beverages, tobacco products, adu/1 movies, adu/1 book/video stores, adu/1 enlerlainmenl establishments, massage parlors, pawn shops, and laHoo parlors or shops. 1.1 O The PROVIDER shall not promote any privately-owned business in a CITY park/facility or solicit any participant in a CITY park/facility activity for any privately-owned business. The PROVIDER may not use said facilities to conduct personal business, including but not limited to workshops, clinics, seminars , camps, private sessions, or any other activities that are outside the scope of service described in Exhibit "A". It is further understood that such improper/prohibited action(s) may result in immediate termination of this Agreement and the forfeiture of all compensation due or authorized for payment to the PROVIDER. 1 .11 The PROVIDER shall abide by the policies, procedures, rules and regulations of the DEPARTMENT, the CITY, and the FULTON COUNTY BOARD OF EDUCATION as promulgated from time to time . PROVIDER understands and agrees Iha/ the DEPARTMENT shall have first priority for use of CITY facilities, nolwilhslandinq any other provisions of this Agreement 1 .12 All assistants, substitutes, and subcontractors utilized by the PROVIDER must have prior written approval of the DEPARTMENT . 1 .13 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the programs obey all applicable policies, procedures, Rules and Regulations. 1.14 The DEPARTMEN T or CITY may require that the PROVIDER not be permitted to utilize specific assistants, substitutes, or subcontractors of PROVIDER who have failed to follow any policies, procedures, rules or regulations applicable to the use of the facility. 1.15 Although the CITY shall not control the PROVIDER's techniques, methods, procedures, or sequence of instruction, the PROVIDER will comply with the CITY's and DEPARTMENT's policies, rules, regulations, ordinances and procedures (Exhibit "C"), as well as those of the FULTON COUNTY BOARD OF EDUCATION (if operating on Board of Education property), and shall not interfere with their operation, nor harm or damage the equipment or facilities afforded to PROVIDER for his/her programs, nor otherwise disrupt the other on-site activities being offered at such public facilities. 1 .16 The PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under the PROVIDER's charge . 3 1 .1 7 If the PROVIDER will be providing services directly with minor children without parental supervision, the PROVIDER shall, prior to commencing services under this Agreement, comply with the CITY 's policy regarding criminal background screening. The CITY will furnish the PROVIDER with a background release form (Exhibit "B"), which must be completed and executed by and for all of the provider's counselors , coaches, volunteers , subcontractors, employees or any other individuals that will come in contact with a child , and background checks will be completed at the PROVIDER 's sole expense . A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER 's employees or any individual who will come in contact with a child at the CITY through PROVIDER or at PROVIDER 's direction, such form authorizing the CITY to conduct a search of each such individual's criminal background . The result of such inquiry may be deemed acceptable by the CITY in its sole and complete discretion , and the CITY may reject any individua l from participating in any program based upon such results . If the PROVIDER has recently had a background screening conducted b y another agency, the CITY, at its sole discretion, may accept that background screening and w aive the requirement o f a new background screening. PROVIDER and its employees must also execute a Waiver and Release of Liability holding the CITY and FULTON COUNTY BOARD OF ED UCATION harmless . 1 .1 8 It is the responsibility of the PROVIDER to ensure that 100% of their coaches and volunteers complete all lega ll y mandated reporter training programs before being permitted to volunteer or coach. 1 .19 The CITY may require all participants in all programs to sign a Waiver and Release of Liab ility . 1.20 The PROVIDER shall only use the facilities identified by the CITY , and such use shall be limited to CITY designated activities . 1.21 The PROVIDER shall not sublet any CITY facilities to any entity. 1.22 The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season qua lity survey. The City will share the results with the PROVIDER . The PROV IDER must maintain a favorable quality rating in 75% of the survey responses . Failure to achieve the desired quality ratings will resu lt in an administrative review of the program and PROVIDER. 1.23 The PROVIDER agrees to continually strive to grow the program(s) it is operating . For the facilities provided, the ideal number of participants is identified below. PROVIDERs shall str ive to grow to the ideal capacity and maintain tha t level of participation . Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and PROVIDER. Ideal Capacity: ___ 3,_0~()~------------ ll8?\ I '5ga,..,r-J~ Previous Season Participation : _~ _ _____.ccv_<.._ _________ _ Growth Goal for This Season : 3 ;)S -~~------------ 1.24 The PROVIDER is permitted multiple advanced level (non-recreation level) teams provided that no advanced level team displaces a single recreation-level participant or team and t he advanced level teams must be made up of at least 50% City of Milton residents . Tryouts 4 must be open to all, advertised in the appropriate media for the sport involved. Rosters for advance level teams must be submitted to the Department to verify the 50% Milton residency requirement prior to the formation of any advanced level team. 1 .25 The PROVIDER shall provide sport-appropriate certification and training to all paid and volunteer coaches . Additional certification requirements may be described in the Facility Use Agreement. In addition, it is the responsibility of the PROVIDER to ensure that all of their program instructors, coaches, volunteer and professional, head coaches and assistants , complete the following basic training programs and background check requirements before being permitted to coach a team. PROVIDER must provide documentation of such training to the City upon request. • Background Check • Concussion Awareness Training • Mandatory Child Abuse Reporting Training • Weather Policies and Procedures • Heat and Hydration Guidelines • Cold Weather Policy 1.26 The Provider shall agree to the Field Playab ility, Weather Policies and Procedures, Heat and Hydration Guidelines and Cold Weather Policy below. Field Playability The Department will determine if fields are playable. Programs will be notified as early as possible if the fields are not playable. Programs are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City's normal business hours , the Program is responsible for determining field playability. Programs are expected to exercise good judgment in determining if a field is playable, keeping the safety of the players foremost. The City shall maintain a weather hotline at 678-242-2533 to help communicate the status of the fields. The City also will update field conditions on the City website shown below (but does not guarantee the website will updated in real time, as delays in updating may occur): https : //www.cityofmiltonga.us/parks-recreation/ athletics/ Bell Memorial Park For the safety of all, the City of Milton uses a lightning detection system located on the roof of the maintenance building (beyond center field of field 5) to determine the safety of play in potentially severe weather at Bell Memorial Park. When lightning is detected, the system will turn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields, the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe level, the strobe light will be turned off and there will be three short blasts from the siren. At this point, play may be resumed unless Department staff direct otherwise or the actual conditions on the field remain unsafe . Failure to adhere to this requirement could result in the termination of the Facility Use Agreement. If the lightning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system, refer to the rules below for the Fulton County School fields. 5 Fulton County School fields Upon visual or audible evidence of lightning or thunder, all participants are required to clear the field and seek shelter in a building or vehicle . Play wil l not be permitted until there is no visual or audible indication of thunder or ligh tning for a continuous 30 minutes . Every indication of t hunder or lightning restarts the clock. Heat & Hydration Guidelines Providers that do not have their own establi shed Hydration and Heat Guidel ines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary, outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 degrees. Cold Weather Policy Prov iders that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows: If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the schedu led practice or game, it is recommended that the sched ul ed event be cancelled. If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled. Milton Parks and Recreation Department cancels and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Programs shal l follow this procedure . 1.27 The PROVIDER is responsible to select qualified coaches for their program. Each Program shall establish their own criteria t o determine qualifications of coaches, such as coaching experience, past playing experience, etc. 1.28 The PROVIDER shall be a business that is properly registered with t he Secretary of State 's office and have a business license issued by the local governing body. 1 .29 The PROV ID ER shall communicate to the Milton Parks and Recreation Advisory Board (PRAB) liaison(s) and Department liaison(s) any and all substantia l changes in their program. For this purpose, a substan ti al change sha ll be defined as any change in t he philosophy, mission , and organization of the PROVIDER which would impact the delivery of expected service to any and all program participants, current and future. Th is includes but is not limited to the following : • Addition/elimination of any age or skill level • Addition/elim ination of any component of the overall program content (i.e. cheerleading , flag football, fast pitch sof t ball, all stars, select, summer or winter league p lay, etc .) • Schedule of fees for participants • Anything that would be in d irect conflict with existing City /Department polic ies The Provider shall notify liaisons as soon as the idea for a substantia l change is being considered. Upon notification by the PROVIDER , the PRAB and/or employee liaison shall communicate t he information to the Department Director or his/her designee. Before any action shall be taken by the PROVIDER to implement the substantial change, the PROVIDER may be required to prepare a written proposal outlining the planned change to include just ification for the change; 6 benefits of the change to the PROVIDER, the citizens of Milton, and the City; communication plan to inform the general public; timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc. It shall be at the sole discretion of the Department Director to determine if an in-depth written proposal shall be required. This will be determined on a case-by-case basis, depending on the nature of the proposed change. Any proposed fee change must be submitted in writing to the Department a minimum of sixty (60) days prior to the planned implementation. The Department shall determine the level of approval needed for the PROVIDER to implement the substantial change. The approval levels are noted as follows: a. The PROVIDER only b. Department Director or his/her designee c. Milton Parks and Recreation Advisory Board d. Milton Mayor and.City Council 1 .30 Records of the PROVIDER or any members of the PROVIDER, that are prepared and maintained or received by the PROVIDER or any of its members in the course of providing services on behalf of Milton, are "public records" under the Open Records Act. Therefore, such records are subject to production if a request for such records is made under the Open Records Act. In the event that an Open Records Act request is delivered to the City of Milton for PROVIDER records pertaining to the service being provided on behalf of Milton, the City of Milton will require, and the PROVIDER agrees to provide, timely assistance in responding to such request. Upon receiving an Open Records Act request for PROVIDER records, the City of Milton will promptly forward the request to the PROVIDER. All responsive documents shall be provided to the City by the PROVIDER within 24 hours of the City's notification; or, if the records cannot be assembled that quickly, then within 24 hours the PROVIDER will identify what records are responsive and provide the City of Milton with a list of such records and a timeline for when the requested documents will be assembled and provided. Delivery of the Open Records Act request from the City to the PROVIDER may be delivered via email, or phone call. All Open Records request responses sha ll be emailed to the Director of Parks & Recreation or his designee (if specified in the communication relaying the request). ARTICLE 2.0 Equipment & Materials 2. 1 All program materials and equipment needed or pertaining to the above stated programs will be provided by the PROVIDER at his/her own cost and expense. However, PROVIDER may require participants to obtain certain materials required in the programs by providing a list of such materia ls (with approximate cos ts) to the participants. If PROVIDER makes such materials available to participants, they must be sold at PROVIDER 's cost. All equipment provided by the PROVIDER shall be used in strict accordance with equipment manufacturer's instructions and in accordance with all applicable laws. PROVIDER shall coordinate storage of equipment with the principal of the school located at the facility, if applicable. 2.2 The sale of merchandise is restricted to those materials utilized in and for the programs, with the exception of fundraising activities, in which other appropriate items such as gifts and food/drink may be sold. Fundraising activities conducted by the PROV IDER will be permitted. The PROVIDER shall obtain the CITY 's approval of any fundraising activities and sale of merchandise prior to its distribution or sale. 7 2.3 The CITY will provide no storage space to the PROVIDER, unless otherwise mutually agreed upon in a separate written agreement. 2.4 Any supplies or equipment left at the facility will be the responsibility of the PROVIDER . The CITY will not be responsible for any lost, stolen, or broken equipment or supplies. 2.5 The PROVIDER shall inspect the premises and equipment offered to him/her for his/her proposed activity, and if he or she finds anything wrong with the premises or equipment before each program commences that cannot be corrected immediately by the DEPARTMENT, the program shall be cancelled, and the matter reported to t he DEPARTMENT for correction. If the PROVIDER elects to hold his/her programs in the facility provided, it will be presumed that the PROVIDER has inspected the premises and facilities and equipment provided for such programs and has accepted same as being safe and suitable for the use intended. 2.6 On all of the fields at Bell Memorial Park, blue tooth interfaces to the scoreboards have been installed. There is an app available to interface with the blue tooth device which eliminates the need for the external scoreboard controllers. Go to www.singlescore .com for the app. Scoreboard control boxes may still be used under the following guidelines : a. The PROVIDER must acknowledge use and responsibility of all scoreboard controllers prior to the start of the season; b . Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; c . A minimum of thirty (30) days should be expected for all repairs ; d. The PROVIDER shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard controllers; e. Scoreboard controllers must be stored at the park in the storage room; f. Scoreboard controllers are . mated to specific scoreboards and must remain with their respective mate; and g . The PROVIDER must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. ARTICLE 3.0 Program Size Minimums: 3.1 ACTIVE: Program sizes shall meet the minimum numbers of participants for each program as designated in Exhibit "A." 8 ARTICLE 4.0 Compensation and Method of Payment 4.1 In consideration of the City authorizing the PROVIDER to furnish the services described herein and to keep a portion of the revenues obtained from furnishing such services ( as provided herein), the PROVIDER agrees to furnish the services pursuant to the terms of this Agreement, including but not limited to the releases and indemnities contained herein. Further, the CITY shall be entitled to a commission consist ing of 15% of the registration fees paid by all program participants to the PROVIDER. In consideration for providing the services described herein, the PROVIDER shall be entitled to 85% of such fees paid , exclusive of the 50% non-resident surcharge described in Sectio n 1 .4. The 50% non-resident surcharge [capped at a maximum of $90 .00) is fully payable to the CITY and shall not be in cluded in PROVIDER's gross income calculation. PROVIDER shall be entitled to retain all non-registration fees paid by participants to PROVIDER, i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. 4.2 The PROVIDER agrees to provide the CITY with schedules of fees to be charged to participants in conformance with Exhibit "A" and to collect all fees from participants . The PROVIDER will submit a completed registration report, to the CITY within 30 days of the close of registration for each program. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address, city, zip code, email address , age/program and residen t registration rate. All PO Box addresses submitted will be considered non-residents. The Department will use the list to verify the resident status of registered players. The City will use the email address list to distribute an end of season Participant Satisfaction survey. City shall not use the list to promote Department programs without prior consent of the PROVIDER. The PROVIDER is responsible for identifying participants who have received a scholarship such that they are not included on the City registration commission invoice . After the City has verified residency of participants, the City will iss ue an invoice to the PROVIDER for registration commissions and non-resident fees payable to the City and then send the PROVIDER an invoice, including supporting documentation, for the total amount due to the CITY. Payments will be made to the CITY within fifteen ( 15) business days of PROVIDER's receipt of each invoice. 4.3 It is the responsibility of the PROVIDER to pay all applicable local, state, and federal taxes associated with this Agreement, and to acquire and pay for all necessary permits, licenses, and in surance required for the execution of this Agreement. 4.4 PROVIDER is not allowed to require an admission fee or a parking fee to any PROVIDER event. For special tournaments and events , a team reg ist ration fee may be collected. The PROVIDER must obtain written approval from the Director of Parks and Recreation prior to the event where a team registration fee will be collected. ARTICLE 5.0 Independent PROVIDER 5.1 This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a CITY employee for all purposes , including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER shall retain sole and absolute discretion in the ju dgment of the manner and means of carrying out PROVIDER's activities and responsibilities 9 hereunder. The PROVIDER agrees that it is a separate and independent enterprise from the CITY , that it had full opportunity to find other business, that it has made its own investment in its business , and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER , including but not limited to unpaid minimum wages or overtime premiums . 5.2 PROVIDER warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person, company, corporation, individual or firm any fee, commission, percentage, gift, or other cons ideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, the CIT Y shall have the right to terminate the Agreement without liabil ity at its discretion, to deduct from t he contract price, or otherwise recover the full amount of such fee , commission , percentage, gift or consideration. ARTICLE 6.0 Insurance 6.1 City shal l not have any insurance obligations related to this Agreement, and PROVIDER shall not provide any service until all insurance required under this paragraph has been obtained and approved by the CITY. 6.2 Certificates of Insurance . Certificates of Insurance reflecting evidence of the required insurance shall be filed with the CITY prior to the commencement of this Agreement. The Certificates of Insurance and endorsements for each policy are to be issued by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of t heir validity and incorporation into the · policy is provided. Further, the PROVIDER shall provide complete certified copies of current insurance policy(ies) and/or a certified letter from insurance company(ies) if requested by the City. These Certificates of Insurance provided shal l contain a provision that coverages afforded under these policies will not be cancelled until at least forty-five days (45) prior written notice has been given to the CITY . Policies shall be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A-VI" in the latest edition of "Best Key Rating Guide ", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreemen t, then in that event, the PROVIDER shall furnish , at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The PROVIDER sha ll not provide any service pursuant to this Agreement unless all required insurance remains in full force and effect. 6.4 Commercial General Liability insurance must be maintained for comprehensive coverage including for bodily injury and personal injury , sickness , disease and death, and property damage. Exposures to be covered are: premises , operations , and certain contracts. Coverage must be written on an occurrence basis, with the fol lowing limits of liability: $1,000 ,000 Combined Single Limit -each occurrence 10 $2,000,000 $1,000,000 Combined Single Limit -general aggregate Personal Injury PROVIDER shall have its insurer name the City of MILTON as an additional insured on its General Liability policy. PROVIDER shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of this Agreement to comply with the statutory limits for all employees, and in the case any work is sublet, the PROVIDER shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees are covered by the protection afforded by the PROVIDER . The PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability Insurance . The following limits must be maintained: A. B. Workers Compensation Employer 's Liability Statutory $100,000 each accident $500 ,000 Disease -policy limit $100 ,000 Disease-each employee If PROVIDER or its subcontractor claims to be exempt from this requirement, PROVIDER shall provide CITY proof of such exemption; provided that CITY may reject such claim , and CITY 's acceptance of such claim shall not affect this obligation should claim of exemption be determined inaccurate or false. 6.6 PROVIDER shall also maintain Directors and Officers insurance with limits of at least $500 ,000.00 , in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination , including sexual harassment; failure to accommodate disabilities; and claims alleging mental anguish and emotional distress . Claims-made coverage must cover the preceding six years or the length of time the Program has been operating in the City, whichever is less. The policy must include the City as an additional insured. 6.7 PROVIDER shall include all subcontractors as insureds under its policies or shall ensure each subcontractor complies with the insurance requirements provided herein , including but not lim ited to naming the CITY as an additional insured . ARTICLE 7.0 Term and Termination 7.1 After a two (2) month trial period, the programs will be evaluated by the DEPARTMENT , and the remainder of this Agreement will either be terminated or continue in full force and effect. If at any time after the two (2) month evaluation , program enrollment should fall below the required minimum , the PROVIDER will be allotted four (4) weeks to bring enrollment up to the required minimum . The programs will be reevaluated at the close of this four (4) week period, at which time the CITY may terminate this Agreement if the requirements herein have not been met or the CITY is otherwise unsatisfied with the program in its sole discretion. 7 .2 The term of this Agreement shall commence upon the date of execution hereof and shall remain in effect until December 31 , 2020 , unless terminated sooner as provided in this Article . 11 Renewal of this Agreement beyond said term shall require the mutual written agreement of the CITY and PROVIDER . 7.3 PROVIDER's violation of any term set forth in this Agreement may result in termination of this Agreement by written notice. This Agreement may also be terminated by the CITY for convenience and at the sole and exclusive discretion of the CITY upon giving of at least thirty (30) days prior written notice of termination to the PROVIDER at the PROVIDER's address set forth herein. This Agreement may be terminated by the City immediately by written notice to PROVIDER upon any willful, reckless, or grossly negligent act or omission by PROVIDER or any of its officers, agents, employees, or volunteers. 7.4 This Agreement may be terminated by PROVIDER upon giving at least thirty (30) days written notice of termination to the CITY . 7.5 PROVIDER must notify the DEPARTMENT in writing of any program cancellations at least ten ( 10) business days prior to the scheduled cancellation . 7.6 CITY reserves the right to cancel or reschedule any of the PROV IDER's programs in the case of scheduling conflicts or other emergencies, as determined by the DEPARTMENT. 7.7 Upon termination or expiration of this Agreement, PROVIDER shall provide payment to the CITY of any commission or surcharge due up to the termination date. 7.8 The rights and remedies of the CITY and PROVIDER provided under this Article 7 are in addition to any other rights and remedies provided under this Agreement or at law or in equity . ARTICLE 8.0 Indemnification 8.1 PROVIDER covenants and agrees to take and assume all responsibility for the services provided in connection with this Agreement. PROVIDER shall defend, indemnify and hold harmless the CITY and the FULTON COUNTY BOARD OF EDUCATION , and the CITY and FULTON COUNTY BOARD OF EDUCATION's trustees , elected and appointed officials, officers, boards, commissions, employees, representatives, consultants , servants , agents and volunteers (individually an "Indemnified Party" and collectively the "Indemnified Parties") from and against any and all claims , suits , actions, judgments, injuries , damages, losses, costs , expenses and liability of any kind whatsoever, including but not limited to attorney 's fees, paralegal fees , and costs of defense ("Liabilities "), which may arise from or be the result of alleged willful, negligent or tortious conduct arising out of the performance of services described herein, or operations by the PROVIDER, any subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, regardless of whether or not the act or omission is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision . In any and all claims against an Indemnified Party by any employee of the PROVIDER, its subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the PROVIDER or any subcontractor under workers ' or workmen 's compensation acts, disability benefit acts or other employee benefit acts. 12 8.2 The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to the PROVIDER 's responsibility to indemnify . ARTICLE 9.0 Americans with Disabilities Act: Nondiscrimination 9 .1 PROVIDER shall not discriminate against any person in its operation and activities in its use or expenditure of the funds or any portion of the funds provided by th is Agreement and shall affirmatively comply with all applicable provisions of the Americans With Disabilities Act ("ADA "), in the programs while providing any services funded in whole or in part by the CITY , including Ti t les I and II of the ADA and all applicable regulations, guidelines, and standards. 9 .2 PROVIDER 's decisions regarding the delivery of services under th is Agreement shall be made without regard to or consideration of race, age, religion, color, gender, sexual orientation, national origin , marital status , physical or mental disability , political affiliation , or any other factor wh ich cannot be lawfully or appropriately used as a basis for delivery of service . 9 .3 In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d , section 303 of the Age Discrimination Act of 1975 , as amended, 42 U.S .C . § 6102, section 202 of the Americans with Disabilities Act of 1990 , 42 U.S.C. § 12132 , and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, PROVIDER, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin , gender, age or disability . In addition, PROVIDER agrees to comply with all applicable implementing regulations of the laws cited above, and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. 13 ARTICLE 10.0 Miscell aneous 10.1 No modification, amendment, or alteration of the terms and conditions confained shall be effective unless contained in a written document executed by each party with the same formality and equal dignity herewith. 10.2 This Agreement is not transferable or assignable, and PROVIDER agrees not to delegate, transfer or assign the performance of any services called for in the Agreement without prior express written consent from the CITY. As to any approved subcontractors, the PROVIDER shall be solely responsible for reimbursing them, and the CITY shall have no obligation to them. 10 .3 This Agreement sets forth the ful l and complete understanding of the Parties as of the effective date, and supersedes any and all negotiations, agreements, and representations made or dated prior to this Agreement. 10.4 The PROVIDER shall pay reasonable attorney's fees to the City should the City be required to incur attorney's fees in enforcing the provisions of this Agreement. 10.5 Time is of the essence of this Agreement. 10.6 The individual executing this Agreement on behalf of PROVIDER agrees and represents that he is authorized to execute this Agreement on beha lf of the respective entity and has obtained all necessary approvals to execute and bind PROVIDER to the terms of this Agreement. Accordingly, the City and PROVIDER both waive and release any right to contest the enforceability of this Agreement based upon the execution and/or approval thereof. 10.7 Nondiscrimination: In accordance with Title VI of the Civi l Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102 , section 202 of the Americans with Disabi lities Act of 1990, 42 U.S .C. § 12132, and all other provisions of Federal law, the PROVIDER agrees that, during performance of this Agreement, Consultant, for itse lf, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, PROVIDER agrees to comply with all applicab le implementing regulat ions and sha ll include the provisions of this Section in every subcontract for services contemplated under this Agreement. 10.8 Books , records, documents, account ledgers , data bases, and similar materials relating to the services performed under this Agreement ("Records") sha ll be established and maintained by PROVIDER in accordance with requirements prescribed by the CITY and applicable law. Upon request, the PROVIDER shall furnish to the CITY any and all Records related to matters covered by this Agreement in the form requested by the CITY. The PROVIDER will permit the CITY or CITY's representative(s) to audit, examine, and make excerpts or transcripts from such Records, and t o audit all contracts, invoices, materia ls, payrolls, records of personnel, conditions of employment and/or data re lating to all matters covered by this Agreement. All communications relating to the day-to-dfi activities of the program shall be exchanged between TOM MCKL VEENfor the CITY a nd (1,,-Nb\. All ~") for the PROVIDER. Al l other notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received , and sha ll be effective: when : ( 1) personally delivered, or (2) on the third day after the postmark date when mailed by certified mail, 14 postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a substitute . address previously furnished to the other Party by written notice in accordance herewith : NOTICE TO THE CITY shall be sent to: Jim Cregge Parks and Recreation Director, City of Milton 2006 Heritage Walk Milton, GA 30004 NOTICE TO THE PROVIDER shall be sent to: 3<)<;)0 G\J.. A I h-Wi1\-R,,t. )\t,, 6l-'1 ~ p, I~~ &A .3s,a.l ~ 10.10 No failure by the CITY to enforce any right or power granted under this Agreement, or to insist upon strict compliance by PROVIDER with this Agreement, and no custom or practice of the CITY at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the CITY's right to demand exact and strict compliance by PROVIDER with the terms and conditions of this Agreement. Further, no express waiver sha ll affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. 10.11 Pursuant to O .C.G .A. § 13-10-91, the CITY shall not enter into a contract for the physical performance of services unless the PROVIDER shall provide evidence on CITY-provided forms , attached hereto as Exhibits "D" and "E" (affidavits regarding compliance with the E-Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and PROVIDER's subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E- Verify, or any subsequent replacement program , in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91 , and that they will continue to use the federal work authorization program throughout the contract period. The PROVIDER hereby verifies that it has , prior to executing this Agreement, executed a notarized affidavit, the form of which .is provided in Exhibit "D", and submitted such affidavit to CITY. Further, PROVIDER hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O .C.G.A. § 13-10-91 and Rule 300-10-1 -.02. In the event the PROVIDER employs or contracts with any subcontractor(s) in connection with the covered contract, the PROVIDER agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G .A. § 13-10-9 1 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached here to as Exhibit "E", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit. If a subcontractor affidavit is obtained, PROVIDER agrees to provide a completed copy to the CITY within five (5) business days of receipt from any subcontractor. 15 PROVIDER agrees that the employee-number category designated below is applicable to the PROVIDER. 500 or more employees. 100 or more employees. Fewer than 100 employees. PROVIDER hereby agrees that, in the event PROVIDER employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-9 l, the PROVIDER will secure from the subcontractor(s) such subcontractor(s') indication of the above employee-number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law and shall be construed to be in conformity with those laws. 10.12 PROVIDER represents that it has reviewed and become familiar with this Agreement and has notified the CITY of any discrepancies, conflicts or errors herein. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the event of a conflict as to the duties and responsibilities of the Parties under this Agreement, this Agreement shall govern over any Exhibit, and the Exhibits shall govern in the order attached hereto. In the event of any conflict among the terms and conditions contained in this Agreement and the Facility Use Agreement, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 10.13 Subject to the provision of this Agreement regarding assignment, this Agreement shall be binding on the heirs , executors, administrators, successors and assigns of the respective Parties, provided that no Party may assign this Agreement without prior written approval of the other Party . 10. 14 This Agreement shall be governed by and construed in accordance with the laws of the Sta te of Georgia. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, and PROVIDER submits to the jurisdiction and venue of such court. 10 .15 Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdictio n, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible, as the Parties declare they would have agreed to the remaining parts of this Agreement if they had known that the severed provisions or portions thereof would be determined illegal, invalid or unenforceable . 10.16 Neither the CITY nor PROVIDER shall be liable for its respective non-negligent or non- willful failure to perform or shall be deemed in default with respect to the failure to perform ( or cure a failure to perform) any of its respective duties or obligations under this Agreement or for any delay in such performance due to: ( a) any cause beyond its respective reasonable control; (b) any act of God; (c) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (d) earthquake, fire, explosion or flood; (e) strike or labor dispute, excluding strikes or labor 16 disputes by employees and/or agents of PROVIDER: (f) delay or failure to act by any governmental or military authority; or (g) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection or invasion . In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. 10.17 Hosting of camps and tournaments involving participants from outside the .PROVIDER'S own program along with participants in the PROVIDER'S own program is allowed but requires coordination with and written consent of the Department. PROVIDER must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field or facility rental fees and staff fees may be applicable for these types of events as determined by the Director or his/her designee. The City reserves the right to require liability waivers , proofs of insurance, or other forms of protection from outside participants as a condition of consent to such events. 10.18 The PROVIDER is specifically not permitted to sublet facilities to any individual or organization. The PROVIDER'S Facility Use Agreement will authorize the PROVIDER'S own use only. The City reserves the right to restrict facility use on dates when there are special C ity/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. 10 .19 The PROVIDER is allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for the PROVIDER to assist the City in funding capital projects benefitting the parks and facilities they use. The PROVIDER is not permitted to obtain sponsorships, including direct financial aid and/or in-ki nd donations, from any religious organization or individuals and businesses that compete with contractual obligations of the City. Sponsors must be in good taste and appropriate for City park environment (i.e. alcohol and/or tobacco-related products/businesses are not allowed to advertise in City parks). Details of how sponsorship opportunities may be implemented shall be discussed with and approved by the Department Director or his/her designee. Sponso r and team banners are allowed to be displayed at the park on the day of an event only. They must be mounted in a way that does not damage the City property and they must be removed at the end of the day. Banners must not contain any language or images that would be considered offensive or inappropriate around children. 10 .2 0 If damage to a field or facility occurs because of misuse or abuse (misuse to include, but not limited to: failure to rotate goals, practice or play in inclement weather conditions, damage to flooring, etc.) by the PROVIDER, the City will require the PROVIDER to pay for any and all costs necessary to rep air the damaged area. The use of any form of metal cleats is str ictly prohibited on the artificial turf fields. 10.21 PROVIDERs are responsible for picking up litter around facilities and placing it in proper receptacles after the conclusion of a scheduled program . This includes all facilities, playing areas, walkways, restrooms, concession stands , dugouts, etc. IN WITNESS OF THE FOREGOING , the Parties have set their hands and seal the day and year first written above. 17 ATTEST: SUDIE GORDON, CITY CLERK Print : Its : · \1, 2.0 2-D (Assistant) Corporate Secretary (required if c orporation) CITY: BY : _________ _ JOE LOCKWOOD, MAYOR Its: · cle one) -resident/. ice President (Corporation) -Genera Partner (Partnership/Limit ed Partnership) -Member/Manager (LLC) [CORPORATE SEAL] (required if corporation 18 EXHIBIT "A" PROGRAM REQUEST FORM Individuals interested in proposing their programs and services must complete and return this form attached to the Letter of Interest. This information wt/I be used for consideration of program proposals. Use one form per program . Name of ProQram: BOYS YOUTH LACROSSE Part icipant Ages : 7-13 yrs. old boys Day /s of the week program is offered: 1 pract ice a week and 1-2 games on the weekend Time of Program: Practices are twice weekly for 1.5 hours beginning at 4:00pm, games are scheduled 1 hour and 15 minutes apart to 1 hour and 45 minutes apart on Saturdays (8 :00am-9 :30pm) or on Sundays (12:30pm -7:45pm) Program Dates: Spring Practice begins January 20th , First game February 22nd Last Game May 23rd (all weather permitting). Fall practice begins August 17 th . First game September 5th_ Last game November 15 th . Program Fee: U9 Boys -$170 , U11 Boys -$180 , Middle School Boys-$190 Program Enrollment: Minimum: 45 per age group Maximum: 150 per age group Materials to be supplied by participants: cleats/tennis shoes. Materials to be supplied by PROVIDER: Jersey , balls , cones , goals. Field will be lined by provider. Materials to be supplied by the City of MIL TON: Field to participate on , goals , Additional Program Requ irements: __________________ _ PROVIDER ('s)Name: North Georgia Recreation (Brandon Allen) Address: 3000 Old Alabama Rd . Suite 200. Johns Creek, GA 3002 2 Phone Number: (Day) 678 297 -2662 (Evening) 678 860-3102 (E-mail): brandon@newtownrec.com (Fax) 678 297-3920 Minimum Requirements: Office Use Only: 1,000,000 General Liability Insurance Prog r am Rate :$ __ # of programs i n Session : Fee/Program : $ EXHIBIT "C" City of Milton Parks Ordinances & Park/Facility Regulations CITY OF MILTON PARKS ORDINANCES Programs are responsible for adherence to al l City and park ordinances . A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time; these ordinances may not be fully current; and other ordinances not shown here may be relevant depending on the activity. Sec . 34-22 . -Prohibited acts. (a) Alcoholic beverages. Unless a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic, malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms. It shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with . O.C.G .A. § 16-11-173. Signs shall be posted at city parks stating the fol lowing : "In accordance with O.C.G.A. § 16-11-173 and the City Code of Milton, the discharge of firearms in city parks is prohibited." (c) Fireworks. It shall be unlawful for any person to possess or use fireworks, as defined in O.C.G.A. 25- 10-1 (a) ( 1), in any of the city parks, unless written permission for such has been authorized by the mayor and city council. (d) Injuring public property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any public property, real or personal, belonging to , owned by, or leased or used by the city. (e) Killing wildlife . It shall be unlawful for any person to hunt, trap, shoot, maim or kill any anima l or wildlife , or attempt to do any of the acts mentioned in this subsection to any animal or wildlife within any of the city parks without the city manager's written permission . (f) Motor vehicles. It shal l be unlawful for any person to drive, operate and park any motor vehicle, mini-bike or motorcycle within any city park, except in areas designated for such use . This section does not apply to city employees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform city business . (g) Noises. It shall be un lawful for any person to make any unnecessary, loud noises, engage in noisy disputes or conversation, engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks, according to the city's noise regulat ions. (h) Park hours. All city parks that have lighted athletic fields shall be closed between the hours of 10:30 p.m . and 6:00 a.m. Al l other parks shal l be closed from dusk until dawn. No person shall be authorized to be on the premises or property of any city park when they are closed, except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. 21 (i) Pets. All pets 'must be on a leash and the owner is responsible for the disposal of pet waste. All pets are prohibited on athletic fields, unless written permission for such has been authorized by the city manager or the recreation and parks director. (j) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without first obtaining such permit or ticket. (k) Polluting water in parks. It shall be unlawful for any person to pollute or disturb any spring, branch, pond, fountain, or other water owned by or leased to the city. (I) Posting signs. It shall be unlawful for any person to affix any bill, sign, or notice on any tree, building, or fixture in any of the parks. It shall be unlawful for any person to place any paper, books, refuse, or trash of any kind in any of the public parks, except in containers provided for such. (m) Skateboards. It shall be unlawful for any person to operate a skateboard on any street, lane, way, road, and/or any parking lot in any park in the city unless otherwise designated by signage or published rules. (n) Smoking. It shall be unlawful for anyone to smoke in the park. (o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes . It shall be unlawful for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a permit for such has been issued by the city recreation and parks department or an authorized representative, or such person are conducting recreation department business. ( q) Urban camping. It shall be unlawful to reside or to store personal property in any park owned by the city. Furthermore, it shall be unlawful to use any public place, including city parks, for permanent living accommodations purposes or camping, except in areas specifically designated for such use or specifically authorized by permit. (Ord. No. 07-01-03, § 1 (ch. 8, art. 1, § 4), 1-18-2007; Ord. No. 07-08-42, § 1 (ch. 8, art. 1, § 4), 8-23-2007; Ord. No . 14-10-225, §§ 1, 2, 10-20-2014); Ord. No. 15-03-237, § 1, 3-16-2015) PARK/FACILITY REGULATIONS 1. Programs conducting youth activities on City facilities must have an appropriate number of adults supervising the activities conducted by the Program from the outset to the conclusion of the activity. 2. Spectators, Parents, Coaches, or Officials of a Program must display appropriate conduct while operating activities on City facilities. Continuous failure to do so could result in the termination of the right to use City facilities . All Programs must enact and enforce a policy of ZERO tolerance for abusive behavior while at a Program event on-site or at an away facility. 3. The park belongs to all of the residents of Milton. All Programs are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard to all elements of the park. The Program is responsible for cleaning the area around athletic fields, dugouts and walkways. This must be completed upon the conclusion of each activity. 22 4. Program representatives are responsib le to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that such use as during bad weather would damage facilities or put participants at risk . 6. Bicycles, roller blades, skateboards, hover boards etc. are prohibited on walkways and other designated areas. 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10:00 pm. The park lights will go off at 10:30 pm 8. Parks may not be used for golf practice. 9. Other than service animals, it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field. It is the owner 's responsibility to remove any animal excrement deposited by their animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL, PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CITY OF MILTON PARK FACILITIES. 10. The use of unmanned aerial vehicles (UAVs) or drones is prohibited at all active parks within the City. 1 1 . Music may be played in the park at a volume that does not interfere with other activities. Any organization that receives a reasonable request to lower the volume must do so or risk cancellation of scheduled activities . All music played at the park must be in compliance with the current noise ordinances of the City . Music played must not contain inappropriate language (e .g., containing sexually explicit, degrading or violent words or themes) and must be family friendly. DJs are not permitted without a special use permit. 12. Synthetic multi-sport field rules & restrictions: a) No pets of any kind b) No food or beverages, including gum, seeds, nuts, sports drinks or sof t drinks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes, spikes, etc. may be driven into the turf h) No metal or detachable cleats -only sneakers or molded plastic cleats i) No painting, chalking or marking field j) No vehicles, bikes, scooters, skateboards, roller-or inline skates, strollers or hover boards k) No grills, fireworks or fires of any kind I) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed, NOT DRAGGED n) Do not throw, kick, hit or whip a ball into surrounding fences 13. Questions, recommendations, complaints, etc. regarding park facilities and operations should be directed to the Department-678-242-2489 or jim.cregge@cityofmiltonga.us 23 EXHIBIT "D" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor ve rifies its compliance with O.C.G.A . § 13-10-91, stating affirmatively that the ind ividual, firm , or corporation which is engaged in the physica l performance of services on behalf of the C ity of Mil t on has registered with , is authorized to use and uses t he federal work authorization program common ly known as E-Verify , o r any subsequent replacement program , in accordance with the applicable provisions and deadlines established in O.C.G.A . § 13-10-91._ Furthermore , the undersigned contractor will continue to use t h e federal work authorization program throughout t he contract period and the un dersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required byO.C.G .A . § 13-10-9 l (b). Contractor hereby attests that its federal work authorization user identifi cation number and date of authorization are as fo ll ows: eVerify Number rJp l /1).0tJ Date of Authorization /}e~l,t,N.U,<\,\ Name of Contractor Name of Project Ci ty of Milton , GA __________ _ Name of Public Employer 24 I hereby declare under penalty of perjury that the forego ing is true and correct. Executed on ~ti ~ , ff202 !!_ in JZJ,,,sfJ,p~city), Signature of Authorized Officer or Agent 'f>~Al/uf\ Printed Name and Tit le of Authorized Officer or Agent STATE OF GEORGIA CITY OF MILTON EXHIBIT "E" SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcontractor verifies its complia nce with O.C.G.A . § 13-10-91 , stating affirmatively that the individual, firm or corp oration which is engaged in the physica l performanc e of services under a contract with ______ on behalf of the City o f Milton has registered with , is authorized to use and uses the federal work authorization program common ly known as E-Verify , or any subsequent replacement program, in accordance with the applicable provisions and dead li nes established in O .C.G.A . § 13-10-9 1. Furthermore, th e undersigned subcontractor wi ll continue to use the federal work authorization p rogram t hroughout the contract period , and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub-subcontractors who present an affidavit to the subcontractor with the information required by O .C.G .A. § 13-10-91 (b). Additiona ll y , the undersigned subcontra ctor will forward notice of the receipt of an affidavit from a sub -subcontractor t o the contractor within five (5) business days of rece ip t . If the undersigned subcontractor receives notice that a sub-subcontractor has received an affidavit from any other contracted sub-subcontractor, the undersigned subcontractor must forward, with in five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows : f-'"16'931 eVerify Number :1./~, I ;l i:J /3 Date of Authorization Name of Subcontractor 'ft;y > /..A(¥'() J >< Name of Project City of Milton , GA __________ _ Name of Public Employer 25 I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on -::.ilt«lry , !..J; 202 iJ in Jllh11< {;1e i (city), 4eo fd:'·1AV~ Sign'atu re of Aut h ori~fficer or Agent 6 r QtYi(h_ A Jtll\ Printed Name and Ti tle of Authorized Officer or Agent OUTSIDE PROVIDER FACILITY USE AGREEMENT Th is agreement, made this ft~ day of ::f~~ , 20 Jo , by the City of Milton ("City") and -'-M---=-="'-'-~~~&A~~lk~r~w~7k=~"'----'----------- a Georgia non-profit corporation called the "PROVIDER." Witnesseth: In consideration of the mutual agreements contained in th is document, the C ity and PROVIDER agree as follows : 1. The PROVIDER agrees to provide a youth sports program (organized league play), to w it ___________ as a service for the City in accordance with applicable policies and procedures for youth sports providers operating on City property or City leased facilitie s. 2. The term of this agreement will begin JANUARY 1, 2020 and continue through DECEMBER 31 , 2020. A new agreement must be signed for each calendar year. · 3. The City hereby authorizes the PROVIDER to use fields and f acilities as listed below: BeJl ff\~'c..,\ f ctrK I Co '6oe<l-t l«.-\1;1~ 1 f /crfo..,JeJJl MS 1 ~bv\I"t'\ ~~c.J ES The authorization provided by this agreement includes use of all support structures (dugouts, lights , concession stands , storage facilities , bleachers , batting cages , fencing , basketball goals , lacrosse goals , etc.) for approved league play unless otherwise specified. The PROVIDER is authorized to use the facilities at the following dates and t imes : WEEKDAYS : FROM :{ AM!(}) TO / () AMI SATURDAYS : FROM ~ tJ /PM TO / AM/{;) SUNDAYS : FROM / Z, AM/~ TO q AMI(!} DATEs ::f°'" rLoY--" -fr'19 ,~~ f A'1v.-tt /~.µ,,. -/JeJi1~ I~ For Spring programming at Bell Memorial Park and/or Cox Road, ALL field usage will end on the first Sunday after July 4th for field renovations. 26 4 . 5 . 6. 7 . 8 . 9 . 10 . 11. In consideration for the usage of the facilities, the PROVIDER agrees to a direct payment to the City of 15% commission on all registration fees and 100% of all applicable non-resident fees. I The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey . The City will share the results with the PROVIDER. The PROVIDER must maintain a favorable quality rating in 7 5% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER . The PROVIDER is permitted multiple advanced level (non-recreation level) teams provided that no advanced level team displaces a single recreation-level participant or team and the advanced level teams must be made u·p of at least 50% City of Milton residents. Tryouts mus_t be open to all, advertised in the appropriate media for the sport involved. The 50% Milton residency requirement must be verified by the City prior to formation of an advanced level team . The PROVIDER agrees the facilities will be used in a safe manner, and in compliance with all applicable federal and state laws and City ordinances, rules and regulations. The PROVIDER shall ensure that its coaches satisfy the certification a~£\ training requirements set forth in Exhibit A. INITIALED: _L[_l_ PROVIDER shall not cause or permit damage or injury to the facilities . No alteration, addition , or improvement to the facilities shall be made by the PROVIDER without prior written consent from the City . Such alterations, additions, or improvements shall become and remain City property. The City may enter the facilities ·at any time during the period of this agreement for inspection or supervision as deemed necessary. The PROVIDER shall indemnify and hold harmless the City, its elected and appointed officers , agents , servants and employees, from and against any and all claims , demands, or causes of action of whatsoever kind of nature, and the resulting losses, costs , expenses, reasonable attorneys ' fees, including paralegal fees, liabilities , damages, orders, judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement or the willful or negligent acts, errors , or omissions of the PROVIDER or its agents, officers , volunteers or employees. The Parties 27 understand and agree that the covenants and representa t ions relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect . 12 . It is the understanding of the City and the PROVIDER that nothing contained in this agreement shall be interpreted to assign to the PROVIDER any status under this agreement other than that of an independent PROVIDER . This Agreement does not create an employee/employer relationship between the Parties . It is the intent of the Parties that the PROVIDER is an independent contractor u nder this Agreement and not a City employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act , the Social Security Act , the Federal Unemployment Tax Act , the provis ions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the City and the City will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums . 13 . Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees. 14. For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective addresses : PROVIDER NAME : /VorAk CrA ~~~ ADDREss: 3 o J. A [qjx~ ki-S4 io-o CITY/STATE/ZIP: A[p~tto. ! G,A .)C)()Q.~ PHONE : 61a {}_,91-J66 ~ WEBSITE : WWJ, n~,+h.oeo r-~\ci..r:'.eu,. C<:i'vlA. EMAIL : bra~ 62 A ~<1vn r«c, C.o:M CITY : City of Milton 28 Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmiltonga.us jim.cregge@cityofmiltonga.us 15. This agreement may be executed in counterparts, each of which shall constitute an original. 16. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person, coordinator, and liaison person with the PROVIDER in the execution of the terms of this agreement. 17 . The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City. 18. The PROVIDER may not deny participation in any park or program based on race, color, national origin, religion, sex, gender, sexual orientation, marital status, physical or mental disability, political affiliation, age, or any other factor which cannot be lawfully or appropriately used as a basis for such denial. 19 . The PROVIDER agrees to adhere to all relevant City policies and procedures including, but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable) in effect as of the date of this Agreement (which policies and procedures the PROVIDER has received and reviewed) or as may be duly adopted by the City during the term of this Agreement. 20. The PROVIDER will adhere to fee policies set by the City, including fees that may not yet be currently established. 21 . This Agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This Agreement shall be construed under and governed by the laws of the State of Georgia. This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this Agreement only by written instrument signed by each of the parties hereto. Failure by either party to enforce a provision of this Agreement shall not constitute a waiver of that or any other provision of the Agreement. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other 29 provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City's Athletic Association Organizational Manual or Agreement for Outside Providers, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 22. The PROVIDER acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the PROVIDER under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and furtf1er due to the fact that the recreation fees generated from the availability of such fields, the PROVIDER is subject to the Open Records and Open Meeting laws of the state of Georgia. The PROVIDER agrees to comply with those laws. To the extent that the PROVIDER is uncertain or needs assistance as to proper compliance with such laws, the City may provide assistance and guidance, but not legal advice, regarding same. The PROVIDER further agrees that all books and records of the PROVIDER shall be made available to the City of Milton as and when requested for review or audit. 23 . City shall have the right to terminate this Agreement upon failure of PROVIDER to perform its obligations to the reasonable satisfaction of City. Prior to exercising this right of termination, City shall provide PROVIDER with a written notice specifying PROVIDER's failure to perform, and providing PROVIDER with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the City , to cure its deficiency. In the event that PROVIDER fails to cure the deficiency, or in the event of any subsequent failure to perform, City shall have the right to immediately terminate the Agreement by providing written notice of termination to PROVIDER . PROVIDER shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of PROVIDER. Prior to exercising this right of termination , PROVIDER shall provide City with a written notice specifying City's failure to perform, and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the PROVIDER, to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform , PROVIDER shall have the right to immediately terminate the Agreement by providing written notice of termination to City . Either party may terminate this Agreement at any time for convenience upon thirty (30} days written notice to the other party. I hereby acknowledge and understand that the PROVIDER, which I am authorized to represent , will abide by and comply with the terms and conditions 30 set forth in this Facility Use Agreement as well as all of the applicable policies, procedures, guidelines , and rules of the City. I understand that failure of the PROVIDER or any of its members to comply with any applicable requirement may result in termination of this Agreement with the City. PROVIDER: By: 7vl/j/l_, President Name: Ere~ AJleA (Typed or Printed) Date: / ft 1 / 2a Attest:~it>J .('L ~ PROVIDER Secretary Name: \ci,ciCL iloiggl/\J (Typed or Printed) Date: ':&uJ . 17, '2-0'lD [AFFIX CORPORATE SEAL] 31 CITY: By: ________ _ Steve Krokoff, City Manager City of Milton Date: --------- Ratified by City Council: By: _________ _ Joe Lockwood Mayor, City of Milton Date: ________ _ EXHIBIT A [This exhibit to be modified on a case-by-case basis to reflect t he varying na tu re o f coaching certifications in different sports.] PROVIDER must require that a minimum of one ( 1) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics : NYSCA, Simply the Best , A.C .E., A.C.E.P., Doyle , GHSA, GYSA , US Youth Soccer, Higher Ground , US Lacrosse Association , USA Football , National Cheerleading Assoc iation. The PROVIDER may submit a written request to the City for the approval of other certifications . Records of certifications are t o be sent to the Parks & Recreation Department within two weeks of the season start . SPORT : L ,(l-,('.,,roSSe , ACCEPTABLE COACHING CERTIFICATIONS : U-i45.i/ 1 l,/,&/f;,X 1 J0/S CA 32 TO: FROM: MILTON't ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager AGENDA ITEM: Approval of an Athletic Association Organizational Manual Agreement & Facility Use Agreement between The City of Milton and North Atlanta Football League. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (1PPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (.11YES () NO CITY ATTORNEY REVIEW REQUIRED: (11YES () NO APPROVAL BY CITY ATTORNEY: (,.�IAPPROVED () NOT APPROVED PLACED ON AGENDA FOR: 0 0c f L"w 2006 Heritage Walk Milton, GA P: 678.242.2500 1 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us 0000 To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 5, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Athletic Association Organizational Manual Agreement & Facility Use Agreement between The City of Milton and North Atlanta Football League. ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of the Athletic Association Organizational Manual Agreement & Facility Use Agreement between The City of Milton and North Atlanta Football League. Executive Summary: North Atlanta Football League provides the city with the youth tackle football, flag football and cheerleading program. This program will offer football programing and camps at Bell Memorial Park, Cox Rd. Athletic Complex, Hopewell Middle School, and Cogburn Woods Elementary School. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City. Alternatives: If this contract is not approved, we will have to research to find another football provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Parks and Recreation Department Athletic Association Organizational Manual Agreement & Facility Use Agreement between The City of Milton and North Atlanta Football League. HOME OF 'THE BEST QUALITY OF LIFE IN G^" MILTON , ESTABLISIII_L 2006 2020 ATHLETIC ASSOCIATION ORGANIZATIONAL MANUAL AGREEMENT &FACILITY USE AGREEMENT North Atlanta Football League TABLE OF CONTENTS PAGE Department Mission and Philosophy 3 Legal and Organizational Requirements 4 Requirements of Associations 12 City and Park Ordinances 22 Park/Facility Regulations 25 Recreation and Parks Personnel/Contact Information 27 City of Milton Accident/Incident Report Form 28 Agreement Consenting to Terms in Manual 29 Athletic Association Facility Use Agreement 34 DEFINITIONS ASSOCIATION: A volunteer -run organization permitted by the City of Milton to implement a formal recreation program on City property. CITY: The City of Milton unless otherwise specified. DEPARTMENT: The City of Milton Parks and Recreation Department. OCGA: Official Code of Georgia Annotated. PRAB: Parks and Recreation Advisory Board of the City of Milton. 2 • •. , URN I , • MISSION1 VISION Mission The Milton Parks & Rec Department is committed to providing quality parks and facilities along with traditional and innovative recreational programs for its residents. We strive to promote healthy lifestyles to support the best quality of life in Milton. Vision The Milton Parks and Recreation Department will develop and maintain premier parks for active, passive and mixed use. We will develop trails that will link key Locations within the City of Milton and with other cities. We will offer high quality programs for people of all ages and abilities. The primary focus will be on recreation level activities with limited opportunities for advanced levels of play. Core Values Respect, Excellence, Integrity, Responsiveness, Collaboration, Knowledge, Bold Leadership, Recreation, Inclusiveness, Health 3 In order to qualify as a recognized Association and to operate on City of Milton property, an organization must adhere to certain minimum legal and organizational requirements as set forth in this Athletic Association Organizational Manual. Each Association must indicate its intent and ability to comply with these requirements by signing the agreement found at the end of this Manual (the "AAO Manual Agreement") prior to the operation of any activity on City property. These requirements are necessary in order to insure the safety and well-being of all participants. The City retains the right to change the requirements of this manual at any time, without advance notice, as it deems appropriate, and any such changes will be binding on any signatory to the AAO Manual Agreement. The City will endeavor to communicate any changes made to this manual to the Association within five (5) business days after the change has been made and approved. The signing of the AAO Manual Agreement indicates the Association's assumption of the financial responsibility for its program, as well as the management of the program participants and volunteers. The City will not be held responsible for the finances or the program management. Violation of the above-mentioned responsibilities constitutes cause for the revocation of the AAO Manual Agreement. The requirements are as follows: I CORPORATE REGITRATI Each Association must be a federally registered 501(c)3 non-profit organization and licensed to operate in the State of Georgia. Proof of the current registration status must be on file with Milton Parks and Recreation Department ("Department"). 2 BYLAWS Associations shall furnish a current copy of their by -Laws to the Department. By-laws must be on file or submitted with the signed AAO Manual Agreement. 3 ELECTION OF OFFICERS Each Association shall have a Board of Directors ("Board"), which shall be the governing body of the Association for the operation of the affairs of the Association as documented in the bylaws. Each Association Board must be comprised of a majority of Residents upon election or appointment. The Board of Directors must be elected annually or as mandated by the Association's by-laws, but no less than once every two years, by the Association membership. 4 Open advertised election of the Board is mandatory. All members of the Association as defined by the bylaws shall have the opportunity to vote. A notice of upcoming elections must be sent to the Department and shall be posted on the Association website at least two weeks prior to the elections. Associations are encouraged to email notice of elections to all participant families and to post flyers at the park. Elections should be held in an easily accessible central location when there are normal Association activities scheduled at the park to provide the best opportunity for members to vote. Associations are also encouraged to provide a process for members to vote electronically. Each Association Board will have a City employee liaison and a PRAB liaison. Liaisons must be invited to Association meetings but will not be voting members of the Board. The Department Director will appoint the employee liaison to the Board. The Chairman of the PRAB will appoint the PRAB liaison(s) to the Board on an annual basis. To serve as r member of _ Association executive committee, r candidate must have a child actively participating in the Association program at the time of - elections. The Association must furnish a list of all elected Board members, addresses, email addresses, telephone numbers (home and office) to the Department no later than one month after the elections. The City will verify residency and notify the PRAB liaison of the City resident percentage of newly elected Board. ASSOCIATION ETI S AND ANNUAL EETIN Upon request, Associations must provide copies of meeting minutes from Association membership and Board meetings to Association members and the City. It is recommended that meeting minutes be posted on the Association website. Each Association must schedule a minimum of one (1) annual membership meeting. This meeting shall be for the purpose of electing Board members, and any other necessary business. Efforts must be made to contact all members, and the Department must be notified of the meeting. Notice of said meeting must be posted at Department facilities and on the Association website two weeks prior to meeting date. FINANCIAL T The Official Code of Georgia Annotated requires all corporate minutes and books of account be held open for inspection by any member of the Association at any reasonable time. The City assumes no responsibility for 5 the financial well-being or outstanding debts of Associations. Each Association must provide the City with an annual Financial Statement to include a summary of operating income and expenses, capital expenditures, registration fees charged to participants, Federal and State tax returns, and profit and loss statement. Submission of these books to the City will be required on July 1. 6 LIABILITY INSURANCE COVERA 6.1 Association shall not provide any service until all insurance required under this paragraph has been obtained and approved by the City. 6.2 Certificates of Insurance. Certificates of Insurance reflecting evidence of the required insurance shall be filed with the City prior to the commencement of the AAO Manual Agreement. These Certificates shall contain a provision that coverages afforded under these policies will not be cancelled until at Least forty-five days (45) prior written notice has been given to the City. Policies shall be issued by companies authorized to do business under the Laws of the State of Georgia. Financial Ratings must be not less than "A -VI" in the latest edition of "Best Key Rating Guide", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of the AAO Manual Agreement, then in that event, the Provider shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The Provider shall not provide any service pursuant to the AAO Manual Agreement unless all required insurance remains in full force and effect. 6.4 Commercial General Liability insurance to cover liability bodily injury and property damage. Exposures to be covered are: premises, operations, and certain contracts. Coverage must be written on an occurrence basis, with the following limits of liability: $1,000,000 Combined Single Limit -each occurrence $2,000,000 Combined Single Limit general aggregate $1,000,000 Personal injury Association shall have its insurer name the City of Milton as an additional insured on its General Liability policy. 6 Association shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of the AAO Manual Agreement to comply with the statutory limits for all employees, and in the case any work is sublet, the Association shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees are covered by the protection afforded by the Association. The Association and its subcontractors shall maintain during the life of the AAO Manual Agreement Employers Liability Insurance. The following limits must be maintained: A. Workers Compensation Statutory B. Employer's Liability $100,000 each accident $500,000 Disease -policy limit $100,000 Disease -each employee If the Association or its subcontractor claims to be 'exempt from this requirement, it shall provide the City proof of such exemption along with a written request for exemption, written on Association or subcontractor's letterhead. 6.6 The Association shall also maintain Directors and Officers insurance with limits of at least $500,000.00, in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination, including sexual harassment; failure to accommodate disabilities; and claims alleging mental anguish and emotional distress. Claims -made coverage must cover the preceding six years or the length of time the Association has been operating in the City, whichever is less. The policy must include the City as an additional insured. 7 PARTICIPATION EP T All Associations are required to submit a list of registered players to the Department no later than thirty (30) calendar days after the end of the established program registration period. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address, city, zip code, email address, age/program and resident registration rate. All PO Box addresses submitted will be considered non- residents. The Department will use the list to verify the resident status of registered players. The City will use the email address list to distribute an end of season Participant Satisfaction survey. City shall not use the list to promote Department programs without prior consent of the Association. After the City has verified residency of participants, the City will issue an invoice to the Association for non-resident fees payable to the City. NOTE: It is imperative that participation information be sent to the Department as soon as possible in order for Department to verify addresses. Association may send participant information at any time during their registration period for Department to check residency status of participants. 8 REGISTRATION Associations are required to provide registration dates to the Department in time for inclusion in the City website and promotional activity. The City provides a link to Association websites at www.cityofmiltonga.us Associations must notify City of any web address changes. 9 CITY RESIDENCY REQUIREMENT FOR TRAVEL/SELECT/ELITE TEAMS The mission of the Department is to provide quality programs and the promotion of healthy activities for all residents. Advanced level programs are permitted to provide higher level athletic competition for young people. Residency requirement guidelines ensure that travel/select/elite/feeder teams are formed in the best interest of the City resident participants. These guidelines also ensure that City residents are fairly represented on these teams, City assets and resources are utilized in the best interest of City resident participants, and to foster long-term success of the Association's competitive youth athletic program. Due to the varying nature of advanced level teams in different sports, the guidelines for an advanced level team for each sport will be addressed in the Facility Use Agreement which will be unique for each program. 10 FACILITY USE - RESTRICTIONS Each Association is organized to provide league play for youth, including player evaluations, pre -season player and coach clinics, league practices, scrimmages, games, and post -season tournaments. All field use shall be coordinated with the Department thirty (30) days prior the start of the season. Hosting of camps and tournaments involving participants from outside the Association's own program along with participants in the Association's own program is allowed but requires coordination with and written consent of the Department. Associations must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field rental fees and staff fees may 8 be applicable for these types of events as determined by the Director or his/her designee. The City reserves the right to require liability waivers, proofs of insurance, or other forms of protection from outside participants as a condition of consent to such events. The Association is specifically not permitted to sublet facilities to any individual or organization. The Association's Facility Use Agreement will authorize the Association's own use only. The City reserves the right to restrict facility use on dates when there are special City/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. The City will provide two storage buildings for use by the Associations. The City will designate which Associations get assigned to each building. Sharing storage space with another Association is expected. These storage buildings are not the property of the Associations. Each Association is expected to work together in their shared space, keep the facility neat and clean, and keep the facility secured. Failure to do so may result in expulsion from the storage facility. 11 CAPITAL IMPROVEMENTS Capital improvements may be suggested by the Association for budgetary consideration. Financial partnerships (50/50) between the Associations and the Department for mutually agreed upon projects are welcomed. 12 CHANGES TO PROGRAM CONTENT, T U TU E, PHILOSOPHY, ETC. Each Association shall communicate to the PRAB liaison(s) and Department liaison(s) any and all substantial changes in their program. For this purpose, a substantial change shall be defined as any change in the philosophy, mission, and organization of the Association which would impact the delivery of expected service to any and all program participants, current and future. This includes but is not Limited to the following: ® Addition/elimination of any age or skill level ® Addition/elimination of any component of the overall program content (i.e. cheerleading, flag football, fast pitch softball, all stars, select, summer or winter league play, etc.) ® Association by-laws ® Board structure and composition ® Schedule of fees for participants 9 Anything that would be in direct conflict with existing City/Department policies Association shall notify liaisons as soon as the idea for a substantial change is included on an Association meeting agenda. Upon notification by the Association, the PRAB and/or employee liaison shall communicate the information to the Department Director or his/her designee. Before any action shall be taken by the Association to implement the substantial change, the Association may be required to prepare a written proposal outlining the planned change to include justification for the change; benefits of the change to the Association, the citizens of Milton, and the City; communication plan to inform the general public timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc. It shall be at the sole discretion of the Department Director to determine if an in-depth written proposal shall be required. This will be determined on a case-by-case basis, depending on the nature of the proposed change. Any proposed fee change must be submitted in writing to the Department a minimum of sixty (60) days prior to the planned implementation. The Department shall determine the level of approval needed for the Association to implement the substantial change. The approval levels are noted as follows: a. Association Board and members only b, Department Director or his/her designee c. Milton Parks and Recreation Advisory Board d. Milton Mayor and City Council 13 SPONSORSHIPS/ADVERTISING Associations are allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for Associations to assist the City in funding capital projects benefitting the parks and facilities they use. Associations are not permitted to obtain sponsorships, including direct financial aid and/or in- kind donations, from any religious organization or individuals and businesses that compete with contractual obligations of the City. Sponsors must be in good taste and appropriate for City park environment (i.e. alcohol and/or tobacco -related products/businesses are not allowed to advertise in City parks). ID Details of how sponsorship opportunities may be implemented shall be discussed with and approved by the Department Director or his/her designee. Sponsor and team banners are allowed to be displayed at the park on the day of an event only. They must be mounted in a way that does not damage the city property and they must be removed at the end of the day. Banners must not contain any language or images that would be considered offensive or inappropriate around children. 11 ATHLETIC ASSOCIATION ORGANIZATIONAL MANUAL AGREEMENT Any Association seeking to operate on City property or City leased facilities must start by signing the AAO Manual Agreement found at the end of this manual. Once signed, the AAO Manual Agreement will be continuously effective until an Association ceases to provide programs at the City of Milton or until affirmatively terminated by the City or the Association. 2 FACILITY USE AGREEMENT Any Association operating on City property or City leased facilities must also sign the City's Facility Use Agreement prior to the start of the activity. The agreement is issued on an annual basis, and specifically identifies the facilities to be used by the Association and the terms of that use. With respect to renewal for the next year, any Association currently holding a Facility Use Agreement will receive priority, unless the City has reason to revoke the agreement. Facilities not in use will be distributed on a first come first served basis. 3 BACKGROUND CHECK - VOLUNTEERS All Association Board members and any individual who wants to coach in a youth program shall go through a criminal history background check once per calendar year. All background checks must be performed in accordance with the established City policy. A copy of the background check report from the agency being used must be submitted to the City prior to the start of the regular season games. 4 BACKGROUND CHECK - OFFICIALS AND UMPIRES Each Association that has a contractual agreement with an outside vendor to provide officiating services for the Association shall require, as part of the written agreement, that all officials/umpires 18 years of age and older who will be scheduled to officiate at Association activities complete a criminal history background check prior to officiating any games for the Association. The background check should be performed once per calendar year. The Association shall require appropriate documentation of completion of background checks. Documentation must be maintained on file by the Association. 5 CHILD ABUSE REPORTING LAW Volunteers who work with children are required by law to report suspected child abuse. The mandatory reporting requirement is a 12 provision in HB 1176, the criminal justice reform bill signed by Governor Nathan Deal on May 2, 2012. Specifically, HB 1 176 changed the definition of "child service organization personnel" to include volunteers. The new law defines "child service organization personnel" as follows: "Child service organization personnel" means persons employed by or volunteering at a business or an organization, whether public, private, for profit, not for profit, or voluntary, that provides care, treatment, education, training, supervision, coaching, counseling, recreational programs, or shelter to children." In accordance with the established City policies, each volunteer is required to participate in training on compliance with this law. The training is only required one time per volunteer, but a copy of the completed certification must be provided to the City. 6 CONCUSSION AWARENESS POLICIES AND PROCEDURES O.C.G.A. § 20-2-324.1 requires agencies to educate youth athletes and their parents on the dangers of concussions in youth athletic activities. The Georgia Department of Public Health is referring everyone to the "Heads Up - Concussion in Youth Sports" program offered by the CDC. The following is a link to the program: https://www.cdc.gov/headsup/youthsports/training/index.html It is the policy of the Department to educate coaches, referees, employees and instructors of at -risk activities, trainers, parents, and participants of the signs, symptoms and behaviors consistent with sports - and activity -induced concussions. Further, the Department requires that any participant, under the age of 18, suspected of a concussion or head injury must be removed from the activity and it is recommended that the participant be examined by a licensed health care provider. If a participant is deemed by a licensed health care provider to have sustained a concussion, Department personnel or other designated personnel (coaches, referees, instructors of at -risk activities, trainers, and parents) shall not permit the participant to return to play until he or she receives documented clearance from a licensed health care provider for a full or graduated return to play. In accordance with the established City policies, each volunteer is required to participate in training on compliance with this law. The training is only required one time per volunteer, but a copy of the completed certification must be provided to the City. 13 Coach certification and training requirements vary by the sport and will be addressed under the Facility Use Agreement. In addition, it is the responsibility of the Association to ensure that all of their coaches, volunteer and professional, head coaches and assistants, complete the following basic training programs and background check requirements before being permitted to coach a team. Association must provide documentation of such training to the City upon request. ® Background Check • Concussion Awareness Training ® Mandatory Child Abuse Reporting Requirement ® Weather Policiesand Procedures • Heat and Hydration Guidelines ® Cold Weather Policy SELECTION F COACHES Associations are responsible to select qualified coaches for their program. Each Association shall establish their own criteria to determine qualifications of coaches, such as coaching experience, past playing experience, etc. Registration Fees All registration fees shall be fair and equitable to all participants. Associations shall communicate to participants what the registration fee covers, including the anticipated number of practices and games per season. Registration fees shall be derived from predicted costs to operate the program, to fund Association operations, to fund City commissions (in the percentage specified in the applicable Facility Use Agreement) and to fund park capital improvements (current and future) that mutually benefit the City and Association. Registration fees shall include the total cost of operating the Association's program to include but not limited to; commission to the City, player awards, umpires/officials, equipment for the league/teams, first aid supplies, marketing, web administration, general maintenance of facilities, etc. 14 Any organization which chooses to not charge a registration fee for participation in any program will still be responsible for paying a commission to the City based upon the City -assessed value of the registration. Non -Resident Fees All program participants who reside outside the city limits of Milton will be assessed a non-resident fee. Association shall pay the City non-resident fees for each Association non-resident participant in their program. This fee shall be paid for each athletic season held each year (fall, winter, spring, and/or summer), and must be paid to the City no later than thirty (30) days after the invoice is sent. Association non-resident fees shall be calculated at 50% more than the resident registration fee, but not to exceed $90. The Association is encouraged to add a GIS address check to their registration process to verify residency at the time of registration and to properly collect a nonresident fee if it is applicable. The Association is also encouraged to use the City's interactive map tool to verify residency. That tool can be found here: https://www.cityotmiltonga.us/residents/milton-on-demand/ The Association will be responsible for the determination of city residence during the registration period. Within two weeks after receiving the Association's participation list with addresses, the Department will verify player residency and submit an invoice to the Association. The City's commission on the registration fee and the City's non-resident fee will be paid directly to the City of Milton based on the Department's verification of player residency. The Association is responsible for remitting non- resident fees for all non -City participants, regardless of whether or not it was collected by the Association. City of Milton employees and their immediate family members, regardless of where they reside, are considered residents. Non-resident fees are waived for these participants. Associations should contact the Department to verify employee status. 15 Scholarships The Association should make available a reasonable number of scholarships for participants requiring assistance. For all scholarships, the Association need not pay the City's commission on the registration fee. However, scholarships offered to participants who are not residents of the City of Milton will not relieve the Association from paying the City non-resident fees for such participants. The Association is responsible for identifying participants who have received a scholarship from the Association such that they are not included on the City commission invoice. Admission Fees Associations are not allowed to require an admission fee or a parking fee to any Association event. For special tournaments and events, a team registration fee may be collected. The Association must obtain written approval from the Director of Parks and Recreation prior to the event where a team registration fee will be collected. 10 PROGRAWFACILITY SCHEDULES Associations are required to submit all master schedules to the Department 2 weeks prior to the beginning of use of any City facility. The schedule must be in a Microsoft Excel format. This includes tryout dates, practice schedules, opening ceremonies, game schedules, special events such as player clinics, all forms of advanced level teams' schedules, etc. These schedules should be submitted 2 two weeks prior to the beginning of any program. Facility use outside the scope of the Facility Use Agreement must be requested through the Department and is not guaranteed. 11 SAFETY/ACCIDENT PREVENTION Associations are responsible for operating their programs in a safe and effective manner. All fields, equipment and other facilities should be inspected before each use. Associations should have an adequate number of adults present at each scheduled activity to supervise the participants from the outset to the close of the program. League officials are responsible for insuring that all programs are operated under safe weather conditions. Safety plans should be implemented in case hazardous situations should occur. 12 DISCRIMINATION Associations must provide equal opportunity without regard to race, color, religion, sex, national origin, age, veteran's status, and disability. Associations must comply with the Americans with Disabilities Act (ADA) of 16 1990 and provide reasonable accommodations to members of the public, if so requested, unless participation would create a risk to any participant. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, Association, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, Association agrees to comply with all applicable implementing regulations of the laws cited above, and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. 13 MAINTENANCE/FACILITY UPKEEP The Department will be responsible for all field and facility preparation for all practices and games. This includes game day facility preparation, grass mowing, and lining of baseball and softball fields. Parks Services staff will prepare the grass baseball fields once per week day, three times on a Saturday and once on a Sunday. The multi -use synthetic turf fields will be prepared once per day. Preparation of any field will only be performed on days that there are previously scheduled activities, in accordance with the submitted and approved schedule. Associations are responsible to report any and all facility maintenance issues to the Department as soon as they are noticed. Associations are required to provide safe sports equipment for participants. Associations are responsible for picking up litter around facilities and placing it in proper receptacles after the conclusion of a scheduled program. This includes playing areas, walkways, restrooms, concession stands, dugouts, etc. Associations should take proper steps to ensure that scheduled activities do not infringe on park neighbors or other park users. This includes reducing excessive noise, excessive traffic, parking problems, etc. 17 The Department will determine if fields are playable. Associations will be notified as early as possible if the fields are not playable. Associations are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City's normal business hours, the Association is responsible for determining field playability. Associations are expected to exercise good judgment in determining if a field is playable, keeping the safety of the players foremost. The City shall maintain a weather hotline at 678-242-2533 to help communicate the status of the fields. The City also will update field conditions on the City website shown below (but does not guarantee the website will updated in real time, as delays in updating may occur): https://www.cityofmiltonga.us/parks-recreation/athletics/ Bell Memorial Park For the safety of all, the City of Milton uses a lightning detection system located on the roof of the maintenance building (beyond center field of field 5) to determine the safety of play in potentially severe weather at Bell Memorial Park. When lightning is detected, the system will turn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields, the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe level, the strobe light will be turned off and there will be three short blasts from the siren. At this point, play may be resumed unless Department staff direct otherwise or the actual conditions on the field remain unsafe. Failure to adhere to this requirement could result in the termination of the Facility Use Agreement. If the lightning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system, refer to the rules below for the Fulton County School fields. Fulton County School Fields Upon visual or audible evidence of lightning or thunder, all participants are required to clear the field and seek shelter in a building or vehicle. Play will not be permitted until there is no visual or audible indication of thunder or lightning for a continuous 30 minutes. Every indication of thunder or lightning restarts the clock. Associations that do not have their own established Hydration and Heat Guidelines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 degrees. 18 Associations that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows: If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the scheduled practice or game, it is recommended that the scheduled event be cancelled. If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled. Milton Parks and Recreation Department cancels and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Associations shall follow this procedure. 15 RESTROOMS Associations are encouraged to inspect the restrooms and report any deficiencies to the City. The City is responsible for the supply of paper products and general maintenance that may occur. 16 SECURING OF FACILITIES An Association Board member should be responsible for securing facilities after each use, including all practices and games. This includes closing and locking of all buildings, the turning off of all scoreboards, returning all scoreboard controllers to the storage room and ensuring all necessary gates are closed and secured. 17 INCIDENTS INVOLVING VANDALISM Vandalism must be reported to the Police Department immediately by calling 91 1. The Association must report damage to City of Milton facilities or buildings to the Department immediately. If damage is a result of the Association's negligence or failure to comply with accepted operational or security measures, the Association may be held responsible for reimbursing the City for all or part of the repair cost. 18 ACCIDENT/INCIDENT REPORTS (attached) The Association is responsible for filing an accident/incident report to the City which documents the details of any accident, injury, or incident which occurs on City property. The report should detail what occurred, the time of the accident/incident, where it occurred, who was involved, and who witnessed the accident/incident and filed the report. A copy of the accident/incident report is included in this manual. The report shall be submitted to the Department within twenty-four (24) hours of the accident/incident. Any and all accidents/incidents must be reported. 19 SCOREBOARDS AND CONTROLLERS o] On all of the fields at Bell Memorial Park, blue tooth interfaces to the scoreboards have been installed. There is an app available to interface with the blue tooth device which eliminates the need for the external scoreboard controllers. Go to www.singlescore.com for the app. Scoreboard control boxes may still be used under the following guidelines: a. The Association President must acknowledge use and responsibility of all scoreboard controllers prior to the start of the season; b. Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; C. A minimum of thirty (30) days should be expected for all repairs; d. The Association shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard controllers; e. Scoreboard controllers must be stored at the park in the storage room; f. Scoreboard controllers are mated to specific scoreboards and must remain with their respective mate; and g. The Association must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. 20 DAMAGE TO TURF GRASS If damage to the turf grass occurs because of misuse or abuse (misuse to include, but not limited to: failure to rotate goals, practice or play in inclement weather conditions) by the Association, the City will require the Association to purchase replacement sod and incur any other cost necessary to repair the damaged area and to make the playing fields safe. The Department will determine sod renovation needs. 21 METAL CLEATS The use of any form of metal cleats is strictly prohibited on the artificial turf fields. The Association will be held accountable for the cost of repairs of any damaged artificial turf. 22 KEYS Keys will not be distributed to the Associations. The City will provide code - based locks for those elements of the park that the Associations need access to. Periodically, the Department will change the combinations to buildings, gates, and electrical boxes. The Department will notify the affected Association of any changes and will supply new combinations as needed. 23 PUBLICITY 20 Associations should regularly provide the Department with information on activities which the Association wishes for the City to promote. The Department will review information and notify Association within five (5) business days if any changes need to be made in order to comply with established guidelines. The use of social media which the City can share on social media is strongly encouraged. The Department must approve any promotional• - • e' posters advertising the programs prior to its release. The following content • . topics shall• a •- prohibited: s- • explicit - •< profanity, child pornography, alcoholic beverages, tobacco products, adult movies, adult booklvideo stores, adult entertainment establishments, massage parlors, pawn shops, and tattoo parlors or shops. The Department will provide links to Association websites on the City's website. The City will help with the marketing of registration information. City may send news releases to Focal media outlets; include information in the e -newsletter and Facebook page, etc. The City will not pay for Association advertising, flyers, mailings, etc. The links and all promotional media provided to the City, by the Association, must be to promote only those programs for which the City is a partner. If an Association is running any activities that are not formally sanctioned by the City, those activities cannot be on the website that the City's promotional activity will point to. 24 LIC USE OF FIELDS The Facility Use Agreement that will be separately issued by the City applies only to organized league play for the duration of the agreement as specified on the agreement. Unless otherwise scheduled, the facilities are available to the public on a first come first serve basis or may be rented by the Department to outside groups in accordance with the established City policies. The City reserves the right to conduct independent participant surveys. In doing so, the City will use the email addresses provided by the Association to survey the participants for feedback on the quality and satisfaction with the facilities, the program and other information. The City will not release an Association's email database to any party and will share the survey results with the Association Board of Directors. 21 Records of an Association or any members of the Association, that are prepared and maintained or received by the Association or any of its members in the course of providing services on behalf of Milton, are "public records" under the Open Records Act. Therefore, such records are subject to production if a request for such records is made under the Open Records Act. In the event that an Open Records Act request is delivered to the City of Milton for Association records pertaining to the service being provided on behalf of Milton, the City of Milton will require, and the Association agrees to provide, timely assistance in responding to such request. Upon receiving an Open Records Act request for Association records, the City of Milton will promptly forward the request to the Association. All responsive documents shall be provided to the City by the Association within 24 hours of the City's notification; or, if the records cannot be assembled that quickly, then within 24 hours the Association will identify what records are responsive and provide the City of Milton with a list of such records and a fimeline for when the requested documents will be assembled and provided. Delivery of the Open Records Act request from the City to the Association may be delivered via email, or phone call. All open record request responses shall be emailed to the Director of Parks & Recreation or his designee (if specified in the communication relaying the request). CITY AND PARK ORDINANCES Associations are responsible for adherence to all City and park ordinances. A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time and these ordinances may not be fully current. Sec. 34-22. Prohibited acts. (a) Alcoholic beverages. Unless a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic, malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms. It shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with O.C.G.A. § 16-11-173. Signs shall be posted at city parks stating the following: "In accordance with O.C.G.A. § 16-11-173 and the City Code of Milton, the discharge of firearms in city parks is prohibited." 22 (c) Fireworks. It shall be unlawful for any person to possess or use fireworks, as defined in O.C.G.A. 25-10-1 (a) (1), in any of the city parks, unless written permission for such has been authorized by the mayor and city council. (d) Injuring public property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any public property, real or personal, belonging to, owned by, or leased or used by the city. (e) Killing wildlife. It shall be unlawful for any person to hunt, trap, shoot, maim or kill any animal or wildlife, or attempt to do any of the acts mentioned in this subsection to any animal or wildlife within any of the city parks without the city manager's written permission. (f) Motor vehicles. It shall be unlawful for any person to drive, operate and park any motor vehicle, mini -bike or motorcycle within any city park, except in areas designated for such use. This section does not apply to city employees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform city business. (g) Noises. It shall be unlawful for any person to make any unnecessary, loud noises, engage in noisy disputes or conversation, engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks, according to the city's noise regulations. (h) Park hours. All city parks that have lighted athletic fields shall be closed between the hours of 10:30 p.m. and 6:00 a.m. All other parks shall be closed from dusk until dawn. No person shall be authorized to be on the premises or property of any city park when they are closed, except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. (i) Pets. All pets must be on a leash and the owner is responsible for the disposal of pet waste. All pets are prohibited on athletic fields, unless written permission for such has been authorized by the city manager or the recreation and parks director. (j) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without first obtaining such permit or ticket. (k) Polluting water in parks. It shall be unlawful for any person to pollute or disturb any spring, branch, pond, fountain, or other water owned by or leased to the city. 23 (1) Posting signs. It shall be unlawful for any person to affix any bill, sign, or notice on any tree, building, or fixture in any of the parks.. It shall be unlawful for any person to place any paper, books, refuse, or trash of any kind in any of the public parks, except in containers provided for such. (m) Skateboards, It shall be unlawful for any person to operate a skateboard on any street, lane, way, road, and/or any parking lot in any park in the city unless otherwise designated by signage or published rules. (n) Smoking. It shall be unlawful for anyone to smoke in the park. (o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes. It shall be unlawful for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a permit for such has been issued by the city recreation and parks department or an authorized representative, or such person are conducting recreation department business. (q) Urban camping. It shall be unlawful to reside or to store personal property in any park owned by the city. Furthermore, it shall be unlawful to use any public place, including city parks, for permanent living accommodations purposes or camping, except in areas specifically designated for such use or specifically authorized by permit. (Ord. No. 07-01-03, § 1(ch. 8, art. 1, § 4), 1-18-2007; Ord. No. 07-08-42, § 1 (ch. 8, art. 1, § 4), 8-23-2007, Ord. No. 14-10-225, §§ 1, 2, 10-20-2014); Ord. No. 15-03-237 , § 1, 3-16-2015) 24 1. Associations conducting youth activities on City facilities must have an appropriate number of adults supervising the activities conducted by the Association from the outset to the conclusion of the activity. 2. Spectators, Parents, Coaches, or Officials of an Association must display appropriate conduct while operating activities on City facilities. Continuous failure to do so could result in the termination of the right to use City facilities. All Associations must enact and enforce a policy of ZERO tolerance for abusive behavior while at an Association event on-site or at an away facility. 3. The park belongs to all of the residents of Milton. All Associations are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard toallelements of the park. The Association is responsible for cleaning the area around athletic fields, dugouts and walkways. This must be completed upon the conclusion of each activity. 4. Association representatives are responsible to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that such use as during bad weather would damage facilities or put participants at risk.. 6. Bicycles, roller blades, skateboards, hover boards etc. are prohibited on walkways and other designated areas. 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10:00 pm. The park lights will go off at 10:30 pm 8. Parks may not be used for golf practice. 9. Other than service animals, it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field. It is the owner's responsibility to remove any animal excrement deposited by their animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL, PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CITY OF MILTON PARK FACILITIES. 1 O.The use of unmanned aerial vehicles (UAVs) or drones is prohibited at all active parks within the City. 25 1 1. Music may be played in the park at a volume that does not interfere with other activities. Any organization that receives a reasonable request to lower the volume must do so or risk cancellation of scheduled activities. All music played at the park must be in compliance with the current noise ordinances of the City. Music played must not contain inappropriate language (e.g., containing sexually explicit, degrading or violent words or themes) and must be family friendly. DJs are not permitted without a special use permit. 12.Synthetic multi -sport field rules & restrictions: a) No pets of any kind b) No food or beverages, including gum, seeds, nuts, sports drinks or soft drinks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes, spikes, etc. may be driven into the turf h) No metal or detachable cleats - only sneakers or molded plastic cleats i) No painting, chalking or marking field j) No vehicles, bikes, scooters, skateboards, roller- or inline skates, strollers or hover boards k) No grills, fireworks or fires of any kind 1) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed, NOT DRAGGED n) Do not throw, kick, hit or whip a ball into surrounding fences 13. Questions, recommendations, complaints, etc. regarding park facilities and operations should be directed to the Department - 678-242-2489 or jim.cregge@cityofmiltonga.us W DEPARTMENT PERSONNEL AND CONTACT INFORMATION Director Jim Cregge, CPRP, CYSA 678-242-2489 jim.creage@cityofmiltonaa.us Program Manager Tom McKlveen, CYSA 678-242-2519 Parks and Recreation Specialist Thomas Rhodes, CPO 678-242-2610 tom.mcklveen@cityofmilton..ga.us thomas.rhodes@cityofmiltonga.us 27 ATHLETIC ASSOCIATION ORGANIZATIONAL MANUAL AGREEMENT This agreement, made this day of 20 , by th City of Milton ("City") and Npa:,,4 (atLya,�-(x Puyy�Po-, L a (��,F� a Georgia non-profit corporation ( "Association"). Witnesseth: In consideration of the mutual promise set forth herein, the City and Association agree as follows: The Association shall fully comply with all requirements set forth in the City of Milton Athletic Association Organizational Manual (the "Manual") as it currently exists and as it may be revised and updated from time to time by the City. The Association acknowledges that it has been provided a copy of the Manual prior to its execution of this agreement. 2. During the term of this agreement, the Association will be recognized by the City as an entity authorized to provide recreational and advanced level programs on City -owned or leased property. The specific conditions applicable to use of City property will be set forth in a separate Facility Use Agreement, which must be signed by the Association once a year before engaging in any activity on City property. 3. The City shall endeavor to timely update the Association, through the Association's listed contact information, of any changes to the Manual. The City will not penalize the Association for failure to comply with revised provisions of the Manual unless and until the Association has been provided notice of such revisions and given reasonable time to come into compliance. 4. The term of this agreement will begin upon the last -dated signature placed on this agreement and continue indefinitely until the Association ceases to actively provide recreational programs on City -owned or leased property or until affirmatively terminated by either party. Either party may terminate this agreement for any reason by providing 30 -days' notice to the other party. 5. The City may inspect Association activities, and shall be given access to Association documents, to confirm that the Association is fully complying with the requirements of the Manual. 6. The Association shall indemnify and hold harmless the City, its elected and appointed officers, agents, servants and employees, from and against any 29 and all claims, demands, or causes of action of whatsoever kind of nature, and the resulting losses, costs, expenses, reasonable attorneys' fees, liabilities, damages, orders, judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement, or the willful or negligent acts, errors, or omissions of the Association or its agents, officers, volunteers or employees, The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect. The Association shall maintain at all times during the term of this agreement insurance coverages as set forth in the Manual. If the Association engages in activity on Fulton County Board of Education property, the Association shall indemnify and hold harmless the Board of Education to the same extent as the City. 7. It is the understanding of the City and the Association that nothing contained in this agreement shall be interpreted to assign to the Association any status under this agreement other than that of an independent association. This Agreement does not create an employee/employer relationship between the parties. It is the intent of the parties that the Association is an independent contractor under this Agreement and not a City employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The Association agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the Association and the City and the City will not be liable for any obligation incurred by Association, including but not limited to unpaid minimum wages or overtime premiums. 8. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees. 30 9. For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective addresses: ASSOCIATION NAME: gAcha S tAP% L— ADDRESS: PQ 60 x. � 5 CITY/STATE/ZIP: Ne00®`l PHONE: M-1- a— a WEBSITE: W w w , n C� �- &A00 EMAIL: n`D\A,\S I t1��\bflAt�(�, `--tT-1 CITY: City of Milton Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmiltonga.us iim.cregae@cityofmiltonga.us 10. This agreement may be executed in counterparts, each of which shall constitute an original. 11. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person, coordinator, and liaison person with the Association in the execution of the terms of this agreement. 31 12. This agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This agreement shall be construed under and governed by the laws of the State of Georgia. This agreement is the complete understanding of the parties in respect of the subject matter of this agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this agreement only by written instrument signed by each of the parties hereto. Failure by either party to enforce a provision of this agreement shall not constitute a waiver of that or any other provision of the agreement. The invalidity or unenforceability of any provision of this agreement shall not affect the validity or enforceability of any other provision of this agreement. In the event of any conflict among the terms and conditions contained in this agreement and the Manual, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. [SIGNATURES ON FOLLOWING PAGE] 32 ASSOCIATION: By: President Name: O A- C� A u Vl.N S (Typed or Printed) Date: 40 � D Attest: Organization Secretary Name: (Typed or Printed) Date: [AFFIX CORPORATE SEAL] CITY: By: Joe Lockwood Mayor, City of Milton Attest: Name: Date: [CITY SEAL] Approved as to form: City Attorney 33 ATHLETIC ASSOCIATION FACILITY USE AGREEMENT n� ` This agreement, made this day of J Ajv\\ 20 a , by the City of Milton ("City") and N N� �_ a Georgia non-profit corporation called the "Organization." Witnesseth: In consideration of the mutual agreements contained in this document, the City and Organization agree as follows: 13. The Association agrees to.provide a ouch sports program (organized league play), to wit q_o� , vow, f"M as a service for the City in accordance with applicable policies and procedures for youth sports organization operating on City property or City leased facilities. 14. The term of this agreement will begin JANUARY 1, 2020 and continue through DECEMBER 31, 2020. A new agreement must be signed for each calendar year. 15. The City hereby authorizes the Organization to use fields and facilities as listed below: awl („e_,\ k, -V\ The authorization provided by this agreement includes use of all support structures (dugouts, lights, concession stands, storage facilities, bleachers, batting cages, fencing, basketball goals, lacrosse goals, etc.) for approved league play unless otherwise specified. The Organization is authorized to use the facilities at the following dates and times: WEEKDAYS: FROMAM/0 TO 16 AM/& SATURDAYS: FROM �' OM PM TO u AM6) SUNDAYS: FROM Z A /P TO 9 AMP_�i DATES: I>% -(?,P __ l -Lc 2-Z.N For Spring programming at Bell Memorial Park and/or Cox Road, ALL field usage will end on the first Sunday after July 4th for field renovations. 34 16. In consideration for the usage of the facilities, the Organization agrees to a direct payment to the City of 15% commission on all registration fees and 100% of all applicable non-resident fees. 17. The Organization agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey. The City will share the results with the Organization. The organization must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and Organization. 18. The Organization agrees to continually strive to grow the program(s) it is operating. For the facilities provided, the ideal number of participants is identified below. Organizations shall strive to grow to the ideal capacity and maintain that level of participation. Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and Organization. Ideal Capacity: Previous Season Participation: N iq Participation Goal for This Season: Z 5-b 19. The Organization is permitted multiple advanced level (non -recreation level) teams provided that no advanced level team displaces a single recreation -level participant or team and the advanced level teams must be made up of at least 50% City of Milton residents. Tryouts must be open to all, advertised in the appropriate media for the sport involved. The 50% Milton residency requirement must be verified by the City GIS database prior to formation of an advanced level team. If the Organization is an Association subject to the City of Milton's Athletic Association Organizational Manual, the Organization shall comply with the program requirements set forth in Exhibit A. 20. The Organization agrees the facilities will be used in a safe manner, and in compliance with all applicable federal and state laws and City ordinances, rules and regulations. 21. The Organization shall ensure that its coaches satisfy the certificatio_rl Cd training requirements set forth in Exhibit B. INITIALED: 'N 35 22. Organization shall not cause or permit damage or injury to the facilities. No alteration, addition, or improvement to the facilities shall be made by the Organization without prior written consent from the City. Such alterations, additions, or improvements shall become and remain City property. 23. The City may enter the facilities at any time during the period of this agreement for inspection or supervision as deemed necessary. 24. The Organization shall indemnify and hold harmless the City, its elected and appointed officers, agents, servants and employees, from and against any and all claims, demands, or causes of action of whatsoever kind of nature, and the resulting losses, costs, expenses, reasonable attorneys' fees, including paralegal fees, liabilities, damages, orders, judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement or the willful or negligent acts, errors, or omissions of the Organization or its agents, officers, volunteers or employees. The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect. 25. It is the understanding of the City and the Organization that nothing contained in this agreement shall be interpreted to assign to the Organization any status under this agreement other than that of an independent Organization. This Agreement does not create an employee/employer relationship between the Parties. It the intent of the Parties that the Organization is an independent contractor under this Agreement and not a City employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act,. the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The Organization agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the Organization and the City and the City will not be liable for any obligation incurred by Organization, including but not limited to unpaid minimum wages or overtime premiums. 36 26. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees. 27. For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective addresses: ORGANIZATION NAME: A3 A(--L— ADDRESS: Vb f5-� CITY/STATE/ZIP: %Tr , 6 PHONE: ""-'1 1 ZSS WEBSITE:-LVLA--)v..). NAFL.(,Ul, EMAIL: /Vi�-u,, I t sc2 tiqFL60A-f--0 - �`✓� CITY: City of Milton Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmiltonga.us jim.cregcle@cityofmiltonga.us 28. This agreement may be executed in counterparts, each of which shall constitute an original. 29. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person, coordinator, and liaison person with the Organization in the execution of the terms of this agreement. 30. The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City. 31. The Organization may not deny participation in any park or program based on race, color, national origin, religion, sex, gender, sexual orientation, marital status, physical or mental disability, political affiliation, age, or any other factor which cannot be lawfully or appropriately used as a basis for such denial. 37 32. The Organization agrees to adhere to all relevant City policies and procedures including, but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable) in effect as of the date of this Agreement (which policies and procedures the Organization has received and reviewed) or as may be duly adopted by the City during the term of this Agreement. 33. The Organization will adhere to fee policies set by the City, including fees that may not yet be currently established. 34. This Agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This Agreement shall be construed under and governed by the laws of the State of Georgia. This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this Agreement only by written instrument signed by each of the parties hereto. Failure by either party to enforce a provision of this Agreement shall not constitute a waiver of that or any other provision of the Agreement. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City's Athletic Association Organizational Manual or Agreement for Outside Providers, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 35. The Organization acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the Organization under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and further due to the fact that the recreation fees generated from the availability of such fields, the Organization is subject to the Open Records and Open Meeting laws of the state of Georgia. The Organization agrees to comply with those laws. To the extent that the Organization is uncertain or needs assistance as to proper compliance with such laws, the City may provide assistance and guidance, but not legal advice, regarding same. The Organization further agrees that all books and records of the Organization shall be made available to the City of Milton as and when requested for review or audit. 36. City shall have the right to terminate this Agreement upon failure of Organization to perform its obligations to the reasonable satisfaction of City. Prior to exercising this right of termination, City shall provide Organization with a written notice specifying Organization's failure to 38 perform, and providing Organization with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the City, to cure its deficiency.: In the event that Organization fails to cure the deficiency, or in the event of any subsequent failure to perform, City shall have the right to immediately terminate the Agreement by providing written notice of termination to Organization. Organization shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of Organization. Prior to exercising this right of termination, Organization shall provide City with a written notice specifying City's failure to perform, and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the Organization, to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform, Organization shall have the right to immediately terminate the Agreement by providing written notice of termination to City. Either party may terminate this Agreement at any time for convenience upon thirty (30) days written notice to the other party. 39 I hereby acknowledge and understand that the Organization, which I am authorized to represent, will abide by and comply with the terms and conditions set forth in this Facility Use Agreement as well as all of the applicable policies, procedures, guidelines, and rules of the City, including those contained within the City's Athletic Association Organizational Manual. I understand that failure of the Organization or any of its members to comply with any applicable requirement may result in termination of this Agreement with the City. ORGANIZATION: By: u ✓ President Name: (Typed or Printed) Date: II �D Attest: Organization Secretary Name: (Typed or Printed) Date: [AFFIX CORPORATE SEAL] CITY: By: Steve Krokoff, City Manager City of Milton Date: Ratified by City Council: By: Joe Lockwood Mayor, City of Milton Date: 40 EXHIBIT A [This exhibit to be modified on a case-by-case basis to reflect the varying nature of advanced level teams in different sports.] GUIDELINES: A. Open, advertised tryouts must be held prior to team formation. Players are not guaranteed positions on any teams prior to the first tryout date. B. The MOU with the City of Alpharetta expired on November 30, 2018. City of Alpharetta residents who participate in Milton recreation programs shall no longer be considered residents of Milton for the purpose of travel/select/elite/feeder teams with residency requirements. C. Each travel/select/elite/feeder team must have a minimum of 50% Residents. Each team roster must be verified by Department staff before a team can officially form. Teams that do not meet the minimum requirement will not be permitted to use City facilities for practices and games. Any team that meets the required Resident percentages as noted above when the team is formed but drops below the minimum percentage during the season due to no fault of their own (i.e. a Resident quits the team, gets injured, relocates, etc.) shall be allowed to exist and continue playing through Milton's program through the remainder of the season. Any players added late to a roster must keep the team's residency above the required percentage. If a resident leaves a team mid-season, dropping the residency below the required percentage, only residents can be added to the roster until the residency is at or above 50%. Any abuse of these guidelines or the intent of these guidelines may result in punitive action, up to and including immediate dissolution of a team. INITIALED: I 41 EXHIBIT B [This exhibit to be modified on a case-by-case basis to reflect the varying nature of coaching certifications in different sports.] Organization must require that a minimum of one (1) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics: NYSCA, Simply the Best, A.C.E., A.C.E.P., Doyle, GHSA, GYSA, US Youth Soccer, Higher Ground, US Lacrosse Association, USA Football, National Cheerleading Association. The Organization may submit a written request to the City for the approval of other certifications. Records of certifications are to be sent to the Parks & Recreation Department within two weeks of the season start. SPORT: C C) A- W0" ACCEPTABLE COACHING CERTIFICATIONS: (�` - 42 EXHIBIT "D" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization follows: /4 eV;e�rify Num er ` 1 �� ap at!D Date of Authorization ly A'F�' L— Name of Contractor Name of Project City of Milton, GA Name of Public Employer user identification number and date of authorization are as 24 I hereby declare under penalty of perjury that the foregoing is true and correct. A Executed onA-� �� 202 0 in VOW,) W,) (city), � n (state). J Signature oflIAut orized Officer or Agent Q �4 e- Printed Name and Title of Authorized Officer or Agent SU RIBED AN TORN BEFORE ME ON THIS THE DAY QF ,202 . NOTARY P 4TARY SEAL] `� Q• m%SS10" j \4pTARy p; jUBL%C :CZC ? I., .•• 05.20-y•. �p \�\� C11111 OUN�```v\\`�. My Commission Expires: EXHIBIT "E" SUBCONTRACTOR AFFIDAVIT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: eVerify Number ! a- y I '�L-J a--0 Date of Authorization jA A_� 1✓ Name of Subcontractor Name of Project City of Milton, GA Name of Public Employer 25 I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on J O\`N `,'ia, 2020 in M1 (city), _( t te). OV 1V ^v / V Signature of A thorized Officer or Agent W ►�_/ I^ Logi s Printed Name and Title of Authorized Officer or Agent SUBSCRIBED A D SWORN BE ON THIS THE DAY OF NOTAR ELIC NOTARY SEAL] My Commission Expires: ME E R Q F.gs1o� �, 9 ZV% :V aoTARY a's M •:� S �0.0� 0 p. es IiTIRTA-i:Lri 9 W -RU �_67 ® Fall/ Winter 2020 Season ® March 1st thru June 13th (Late registration from June 14th thru June 30th) Cost • Tackler $450 ® Flag- $250 ® Cheer $95 Detailed description of the program The North Atlanta Football League Football and Cheer program is a non-profit organization whose mission is to: ®Provide youth with organized competition in a safe environment ®Bring our youth closer together through common interest in sportsmanship and competition -instill values of education and community service -Acquaint the players with the fundamentals of the game. -Encourage the players to maintain satisfactory grades in school and to emphasize the importance of keeping a proper relationship and balance between scholastic, community service and athletic endeavors A,FL offers: ® youth tackle football for 2nd, 3rd, 4th, and 5th grade. ® youth flag (non -contact) football for K - 5th grade. ® sideline cheer for ages 5-13 and competition cheer for ages 6-13. TO: 111TO7,n MILTON* ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager AGENDA ITEM: Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Rhythm N' Shoes to Provide Youth Dance Programming. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (APPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (1YES () NO CITY ATTORNEY REVIEW REQUIRED: (�IYES () NO APPROVAL BY CITY ATTORNEY: (, X PPROVED (J NOT APPROVED PLACED ON AGENDA FOR: v 511 (I 1016 2006 Heritage Walk Milton, GA P: 678.242.2500 1 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us 0000 To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 5, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Rhythm N’ Shoes to Provide Youth Dance Programming. ____________________________________________________________________________ Department Recommendation: Staff is recommending the approval of the Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Rhythm N’ Shoes. Executive Summary: Rhythm N’ Shoes would provide the city with recreational dance programming. This program will have dance classes for various youth ages. The classes will be offered year-round at Bethwell Community Center. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City for all programming offered at City facilities. Alternatives: If this contract is not approved, we will have to research to find another dance provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Rhythm N’ Shoes. HOME OE `TH}= b7-S F Q JAI IiY OF I..IFF IN �= �,aRGIA' T' -0 N)r ESTA BLISI IED 2006 2020 CITY OF MILTON PARKS & RECREATION DEPARTMENT AGREEMENT FOR OUTSIDE PROVIDERS & FACILITY USE AGREEMENT Rhythm `N Shoes Dance TRIS IS AN AGREEMENT, made this day of 2020, between: THE CITY OF MILTON, a municipal corporation organized and operating under the laws of the State of Georgia, acting by and through its governing authority, the Milton Mayor and City Council, and with a business address of 2006 Heritage Walk, Milton, Georgia 30004, hereinafter referred to as the "CITY." and HYTH `N DANCE SHOES hereinafter referred to as 'PROVIDER". CITY and PROVIDER may hereinafter collectively be referred to as "the Parties". In consideration of the mutual obligations of the Parties and for good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1.0 1.1 PROVIDER shall conduct services generally described as YOUTH DANCE CLASSES AND CAMPS at the following locations: BETH ELL COMMUNITY CENTER & COMMUNITY PLACE 1.2 The PROVIDER's services shall be performed during the days and hours described in Exhibit "A," attached hereto and incorporated herein by reference. 1.3 The PROVIDER and The Director of the Parks & Recreation Department (hereinafter referred to as the "Department") or his designee, will coordinate the program schedule, which will be approved by Department Director, or his designee, at its sole discretion. Proposed program schedules shall be provided to fhe Department at least 30 days prior to the start of the activity. 1.4 All registration fees shall be fair and equitable to all participants. (Execution of this Agreement by the City shall act as a finding that the fees proposed in Exhibit "A" are fair and equitable; any fees not described in Exhibit "A" shall be determined fair and equitable in the reasonable discretion of the Department Director or his designee). The fees charged to each participant will be as described in Exhibit "A" for residents of MILTON, and a surcharge of 50% more will be charged to each participant who is not a resident of MILTON, up to a cap of $90.00. The entire balance of this surcharge for non-residents shall be paid to the CITY. 1.5 The PROVIDER can make available a reasonable number of scholarships for participants requiring assistance. Scholarships offered to residents of the City of Milton will result in no payment of commission on the registration to the City of Milton. Scholarships offered to participants who are not residents of the City of Milton will result in no payment of commission on the registration to the City of Milton, however, the PROVIDER is responsible to pay the City non-resident fees for non-resident scholarship recipients to the City. The PROVIDER is responsible for identifying participants who have received a scholarship from the PROVIDER. 1.6 The PROVIDER warrants to CITY that it is not insolvent, it is not in bankruptcy proceedings or receivership, nor is it engaged in or threatened with any litigation or other legal or administrative proceedings or investigations of any kind which would have an adverse effect on its ability to perform its obligations under this Agreement. 2 1.7 The PROVIDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement. The PROVIDER stipulates and certifies that it is qualified to provide the programs it is hired to provide, maintains the education and required licenses or permits necessary to provide the programs, and shall continue to maintain such licenses or permits during the term of this Agreement. 1.8 This Agreement is considered a non-exclusive Agreement between the Parties. The CITY shall have the right to purchase the some kind of services to be provided by the PROVIDER from other sources during the term of this Agreement. The PROVIDER is not precluded from providing the same or similar services for other parties so long as such other engagements do not interfere with the PROVIDER'S provision of services to the CITY. 1.9 The DEPARTMENT must approve any promotional m• .'• posters advertising the programs prior to its release. The following content and topics shall specifically be prohibited: sexually explicit materials, profanity, child pornography, alcoholic beverages, tobacco products, adult movies, adult book/video stores, adult entertainment establishments, massage parlors, pawn shops,and •o parlors or •p 1.10 The PROVIDER shall not promote any privately -owned business in a CITY park/facility or solicit any participant in a CITY park/tacility activity for any privately -owned business. The PROVIDER may not use said facilities to conduct personal business, including but not limited to workshops, clinics, seminars, cis, private sessions, or any other activities that are outside the scope of service described in Exhibit "A". It is further understood that such improper/prohibited actions) may result in immediate termination of this Agreement and the forfeiture of all compensation due or authorized for payment to the PROVIDER. 1.11 the PKUVIDEK shall abide by the policies, procedures, rules and regulations of the DEPARTMENT, the CITY, and the FULTON COUNTY BOARD OF EDUCATION as promulgated from time to time. PROVIDER understands and agrees MCI` the DEPARTMENTshall have first priority for use of CITY facilities. notwithstanding any other provisions of this Agreement. 1.12 All assistants, substitutes, and subcontractors utilized by the PROVIDER must have prior written approval of the DEPARTMENT. 1.13 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the programs obey all applicable policies, procedures, Rules and Reaulations. 1.14 The DEPARTMENT or CITY may require that the PROVIDER not be permitted to utilize specific assistants, substitutes, or subcontractors of PROVIDER who have failed to follow any policies, procedures, rules or regulations applicable to the use of the facility. 1.15 Although the CITY shall not control the PROVIDER's techniques, methods, procedures. or sequence of instruction, the PROVIDER will comply with the CITY's and DEPARTMENT's policies. rules, reaulations, ordinances and procedures (Exhibit "C"l, as well as those of the FULTON COUNTY BOARD OF EDUCATION (if operatinq on Board of Education property), and shall not interfere with their operation, nor harm or damage the equipment or facilities afforded to PROVIDER for his/her prow_ _rams, nor otherwise disrupt the other on-site activities beina offered at such public facilities. 1.16 The PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under the PROVIDER's charge. 1.17 If the PROVIDER will be providing services directly with minor children without parental supervision, the PROVIDER shall, prior to commencing services under this Agreement, comply with the CITY's policy regarding criminal background screening. The CITY will furnish the PROVIDER with a background release form (Exhibit "B"), which must be completed and executed by and for all of the provider's counselors, coaches, volunteers, subcontractors, employees or any other individuals that will come in contact with a child, and background checks will be completed at the PROVIDER's sole expense. A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER's employees or any individual who will come in contact with a child at the CITY through PROVIDER or at PROVIDER's direction, such form authorizing the CITY to conduct a search of each such individual's criminal background. The result of such inquiry may be deemed acceptable by the CITY in its sole and complete discretion, and the CITY may reject any individual from participating in any program based upon such results. If the PROVIDER has recently had a background screening conducted by another agency, the CITY, at its sole discretion, may accept that background screening and waive the requirement of a new background screening. PROVIDER and its employees must also execute a Waiver and Release of Liability holding the CITY and FULTON COUNTY BOARD OF EDUCATION harmless. 1.18 It is the responsibility of the PROVIDER to ensure that 100% of their coaches and volunteers complete all legally mandated reporter training programs before being permitted to volunteer or coach. 1.19 The CITY may require all participants in all programs to sign a Waiver and Release of Liability. 1.20 The PROVIDER shall only use the facilities identified by the CITY, and such use shall be limited to CITY designated activities. 1.21 The PROVIDER shall not sublet any CITY facilities to any entity. 1.22 The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be f^ used for the purpose of the City conducting an end of season quality survey. The City will share the results with the PROVIDER. The PROVIDER must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 1.23 The PROVIDER agrees to continually strive to grow the programs) it is operating. For the facilities provided, the ideal number of participants is identified below. PROVIDERs shall strive to grow to the ideal capacity and maintain that level of participation. Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and PROVIDER. Ideal Capacity: 0 Previous Season Participation: Growth Goal for This Season: q D (FA, Z-L__tt\� 1.24 The PROVIDER is permitted multiple advanced level (non -recreation level) teams provided that no advanced level team displaces a single recreation -level participant or team and the 4 N advanced level teams must be made up of at least 50% City of Milton residents. Tryouts must be open to all, advertised in the appropriate media for the sport involved. Rosters for advance level teams must be submitted to the Department to verify the 50% Milton residency requirement prior to the formation of any advanced level team. 1.25 The PROVIDER shall provide sport -appropriate certification and training to all paid and volunteer coaches. Additional certification requirements may be described in the Facility Use Agreement. In addition, it is the responsibility of the PROVIDER to ensure that all of their program instructors, coaches, volunteer and professional, head coaches and assistants, complete the following basic training programs and background check requirements before being permitted to coach a team. PROVIDER must provide documentation of such training to the City upon request. • Background Check • Concussion Awareness Training • Mandatory Child Abuse Reporting Training • Weather Policies and Procedures Heat and Hydration Guidelines • Cold Weather Policy 1.26 The Provider shall agree to the Field Playability, Weather Policies and Procedures, Heat and Hydration Guidelines and Cold Weather Policy below. Field Playability The Department will determine if fields are playable. Programs will be notified as early as possible if the fields are not playable. Programs are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City's normal business hours, the Program is responsible for determining field playability. Programs are expected to exercise good judgment in determining if a field is playable, keeping the safety of the players foremost. The City shall maintain a weather hotline at 678-242-2533 to help communicate the status of the fields. The City also will update field conditions on the City website shown below (but does not guarantee the website will updated in real time, as delays in updating may occur): https://www.cityofmiltonac.us/parks-recreation/athletics/ Bell Memorial Park For the safety of all, the City of Milton uses a lightning detection system located on the roof of the maintenance building (beyond center field of field 5) to determine the safety of play in potentially severe weather at Bell Memorial Park. When lightning is detected, the system will turn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields, the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe level, the strobe light will be turned off and there will be three short blasts from the siren. At this point, play may be resumed unless Department staff direct otherwise or the actual conditions on the field remain unsafe. Failure to adhere to this requirement could result in the termination of the Facility Use Agreement. If the lightning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system, refer to the rules below for the Fulton County School fields. Fulton County School Fields Upon visual or audible evidence of lightning or thunder, all participants are required to clear the field and seek shelter in a building or vehicle. Play will not be permitted until there is no visual or audible indication of thunder or lightning for a continuous 30 minutes. Every indication of thunder or lightning restarts the clock. Heat & Hydration Guidelines Providers that do not have their own established Hydration and Heat Guidelines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary, outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 degrees. Cold Weather Policy Providers that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows: If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the scheduled practice or game, it is recommended that the scheduled event be cancelled. If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled. Milton Parks and Recreation Department cancels and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Programs shall follow this procedure. 1.27 The PROVIDER is responsible to select qualified coaches for their program. Each Program shall establish their own criteria to determine qualifications of coaches, such as coaching experience, past playing experience, etc. 1.28 The PROVIDER shall be a business that is properly registered with the Secretary of State's office and have a business license issued by the local governing body. 1.29 The PROVIDER shall communicate to the Milton Parks and Recreation Advisory Board (PRAB) liaison(s) and Department liaison(s) any and all substantial changes in their program. For this purpose, a substantial change shall be defined as any change in the philosophy, mission, and organization of the PROVIDER which would impact the delivery of expected service to any and all program participants, current and future. This includes but is not limited to the following: • Addition/elimination of any age or skill level • Addition/elimination of any component of the overall program content (i.e. cheerleading, flag football, fast pitch softball, all stars, select, summer or winter league play, etc.) • Schedule of fees for participants • Anything that would be in direct conflict with existing City/Department policies The Provider shall notify liaisons as soon as the idea for a substantial change is being considered. Upon notification by the PROVIDER, the PRAB and/or employee liaison shall communicate the information to the Department Director or his/her designee. Before any action shall be taken by the PROVIDER to implement the substantial change, the PROVIDER may be required to prepare a written proposal outlining the planned change to include justification for the change; benefits of the change to the PROVIDER, the citizens of Milton, and the City; communication plan to inform the general public; timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc. It shall be at the sole discretion of the Department Director to determine if an in-depth written proposal shall be required. This will be determined on a case-by-case basis, depending on the nature of the proposed change. Any proposed fee change must be submitted in writing to the Department a minimum of sixty (60) days prior to the planned implementation. The Department shall determine the level of approval needed for the PROVIDER to implement the substantial change. The approval levels are noted as follows: a. The PROVIDER only b. Department Director or his/her designee C. Milton Parks and Recreation Advisory Board d. Milton Mayor and City Council 1.30 Records of the PROVIDER or any members of the PROVIDER, that are prepared and maintained or received by the PROVIDER or any of its members in the course of providing services on behalf of Milton, are "public records" under the Open Records Act. Therefore, such records are subject to production if a request- for such records is made under the Open Records Act. In the event that an Open Records Act request is delivered to the City of Milton for PROVIDER records pertaining to the service being provided on behalf of Milton, the City of Milton will require, and the PROVIDER agrees to provide, timely assistance in responding to such request. Upon receiving an Open Records Act request for PROVIDER records, the City of Milton will promptly forward the request to the PROVIDER. All responsive documents shall be provided to the City by the PROVIDER within 24 hours of the City's notification; or, if the records cannot be assembled that quickly, then within 24 hours the PROVIDER will identify what records are responsive and provide the City of Milton with a list of such records and a timeline for when the requested documents will be assembled and provided. Delivery of the Open Records Act request from the City to the PROVIDER may be delivered via email, or phone call. All Open Records request responses shall be emailed to the Director of Parks & Recreation or his designee (if specified in the communication relaying the request). ARTICLE 2.0 2.1 All program materials and equipment needed or pertaining to the above stated programs will be provided by the PROVIDER at his/her own cost and expense. However, PROVIDER may require participants to obtain certain materials required in the programs by providing a list of such materials (with approximate costs) to the participants. If PROVIDER makes such materials available to participants, they must be sold at PROVIDER's cost. All equipment provided by the PROVIDER shall be used in strict accordance with equipment manufacturer's instructions and in accordance with all applicable laws. PROVIDER shall coordinate storage of equipment with the principal of the school located at the facility, if applicable. 7 2.2 The sale of merchandise is restricted to those materials utilized in and for the programs, with the exception of fundraising activities, in which other appropriate items such as gifts and food/drink may be sold. Fundraising activities conducted by the PROVIDER will be permitted. The PROVIDER shall obtain the CITY's approval of any fundraising activities and sale of merchandise prior to its distribution or sale. 2.3 The CITY will provide no storage space to the PROVIDER, unless otherwise mutually agreed upon in a separate written agreement. 2.4 Any supplies or equipment left at the facility will be the responsibility of the PROVIDER. The CITY will not be responsible for any lost, stolen, or broken equipment or supplies. 2.5 The PROVIDER shall inspect the premises and equipment offered to him/her for his/her proposed activity, and if he or she finds anything wrong with the premises or equipment before each program commences that cannot be corrected immediately by the DEPARTMENT, the program shall be cancelled, and the matter reported to the DEPARTMENT for correction. If the PROVIDER elects to hold his/her programs in the facility provided, it will be presumed that the PROVIDER has inspected the premises and facilities and equipment provided for such programs and has accepted same as being safe and suitable for the use intended. 2.6 On all of the fields at Bell Memorial Park, blue tooth interfaces to the scoreboards have been installed. There is an app available to interface with the blue tooth device which eliminates the need for the external scoreboard controllers. Go to www.sinalescore.com for the app. Scoreboard control boxes may still be used under the following guidelines: a. The PROVIDER must acknowledge use and responsibility of all scoreboard controllers prior to the start of the season; b. Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; C. A minimum of thirty (30) days should be expected for all repairs; d. The PROVIDER shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard controllers; e. Scoreboard controllers must be stored at the park in the storage room; f. Scoreboard controllers are mated to specific scoreboards and must remain with their respective mate; and g. The PROVIDER must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. ARTICLE 3.0 Program Size Minimums: 3.1 ACTIVE: Program sizes shall meet the minimum numbers of participants for each program as designated in Exhibit "A." ARTICLE , '1 4.1 In consideration of the City authorizing the PROVIDER to furnish the services described herein and to keep a portion of the revenues obtained from furnishing such services (as provided herein), the PROVIDER agrees to furnish the services pursuant to the terms of this Agreement, including but not limited to the releases and indemnities contained herein. Further, the CITY shall be entitled to a commission consisting of 15% of the registration fees paid by all program participants to the PROVIDER. In consideration for providing the services described herein, the PROVIDER shall be entitled to 85% of such fees paid, exclusive of the 50% non-resident surcharge described in Section 1.4. The 50% non-resident surcharge (capped at a maximum of $90.00) is fully payable to the CITY and shall not be included in PROVIDER's gross income calculation. PROVIDER shall be entitled to retain all non -registration fees paid by participants to PROVIDER, i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. 4.2 The PROVIDER agrees to provide the CITY with schedules of fees to be charged to participants in conformance with Exhibit "A" and to collect all fees from participants. The PROVIDER will submit a completed registration report, to the CITY within 30 days of the close of registration for each program. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address, city, zip code, email address, age/program and resident registration rate. All PO Box addresses submitted will be considered non-residents. The Department will use the list to verify the resident status of registered players. The City will use the email address list to distribute an end of seascn Participant Satisfaction survey. City shall not use the list to promote Department programs without prior consent of the PROVIDER. The PROVIDER is responsible for identifying participants who have received a scholarship such that they are not included on the City registration commission invoice. After the City has verified residency of participants, the City will issue an invoice to the PROVIDER for registration commissions and non-resident fees payable to the City and then send the PROVIDER an invoice, including supporting documentation, for the total amount due to the CITY. Payments will be made to the CITY within fifteen (15) business days of PROVIDER's receipt of each invoice. 4.3 It is the responsibility of the PROVIDER to pay all applicable local, state, and federal taxes associated with this Agreement, and to acquire and pay for all necessary permits, licenses, and insurance required for the execution of this Agreement. 4.4 PROVIDER is not allowed to require an admission fee or a parking fee to any PROVIDER event. For special tournaments and events, a team registration fee may be collected. The PROVIDER must obtain written approval from the Director of Parks and Recreation prior to the event where a team registration fee will be collected. ARTICLE 5.0 5.1 This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a CITY employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State 9 unemployment insurance law. The PROVIDER shall retain sole and absolute discretion in the judgment of the manner and means of carrying out PROVIDER's activities and responsibilities hereunder. The PROVIDER agrees that it is a separate and independent enterprise from the CITY, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums. 5.2 PROVIDER warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person, company, corporation, individual or firm any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, the CITY shall have the right to terminate the Agreement without liability at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission, percentage, gift or consideration. ARTICLE 6.0 Insurance 6.1 City shall not have any insurance obligations related to this Agreement, and PROVIDER shall not provide any service until all insurance required under this paragraph has been obtained and approved by the CITY. 6.2 Certificates of Insurance. Certificates of Insurance reflecting evidence of the required insurance shall be filed with the CITY prior to the commencement of this Agreement. The Certificates of Insurance and endorsements for each policy are to be issued by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of their validity and incorporation into the policy is provided. Further, the PROVIDER shall provide complete certified copies of current insurance policy(ies) and/or a certified letter from insurance company(ies) if requested by the City. These Certificates of Insurance provided shall contain a provision that coverages afforded under these policies will not be cancelled until at least forty-five days (45) prior written notice has been given to the CITY. Policies shall be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A -VI" in the latest edition of "Best Key Rating Guide", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreement, then in that event, the PROVIDER shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The PROVIDER shall not provide any service pursuant to this Agreement unless all required insurance remains in full force and effect. 10 6.4 Commercial General Liability insurance must be maintained for comprehensive coverage including for bodily injury and personal injury, sickness, disease and death, and property damage. Exposures to be covered are: premises, operations, and certain contracts. Coverage must be written on an occurrence basis, with the following limits of liability: $1,000,000 Combined Single Limit - each occurrence $2,000,000 Combined Single Limit - general aggregate $1,000,000 Personal Injury PROVIDER shall have its insurer name the City of MILTON as an additional insured on its General Liability policy. PROVIDER shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of this Agreement to comply with the statutory limits for all employees, and in the case any work is sublet, the PROVIDER shall require the subcontractors) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees are covered by the protection afforded by the PROVIDER. The PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability Insurance. The following limits must be maintained: A. Workers Compensation Statutory B. Employer's Liability $100,000 each accident $500,000 Disease -policy limit $100,000 Disease -each employee If PROVIDER or its subcontractor claims to be exempt from this requirement, PROVIDER shall provide CITY proof of such exemption; provided that CITY may reject such claim, and CITY's acceptance of such claim shall not affect this obligation should claim of exemption be determined inaccurate or false. 6.6 PROVIDER shall also maintain Directors and Officers insurance with limits of at least $500,000.00, in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination, including sexual harassment; failure to accommodate disabilities; and claims alleging mental anguish and emotional distress. Claims -made coverage must cover the preceding six years or the length of time the Program has been operating in the City, whichever is less. The policy must include the City as an additional insured. 6.7 PROVIDER shall include all subcontractors as insureds under its policies or shall ensure each subcontractor complies with the insurance requirements provided herein, including but not limited to naming the CITY as an additional insured. ARTICLE 7.0 Term and Termination 7.1 After a two (2) month trial period, the programs will be evaluated by the DEPARTMENT, and the remainder of this Agreement will either be terminated or continue in full force and effect. IN If at any time after the two (2) month evaluation, program enrollment should fall below the required minimum, the PROVIDER will be allotted four (4) weeks to bring enrollment up to the required minimum. The programs will be reevaluated at the close of this four (4) week period, at which time the CITY may terminate this Agreement if the requirements herein have not been met or the CITY is otherwise unsatisfied with the program in its sole discretion. 7.2 The term of this Agreement shall commence upon the date of execution hereof and shall remain in effect until December 31, 2020, unless terminated sooner as provided in this Article. Renewal of this Agreement beyond said term shall require the mutual written agreement of the CITY and PROVIDER. 7.3 PROVIDER's violation of any term set forth in this Agreement may result in termination of this Agreement by written notice. This Agreement may also be terminated by the CITY for convenience and at the sole and exclusive discretion of the CITY upon giving of at least thirty (30) days prior written notice of termination to the PROVIDER at the PROVIDER's address set forth herein. This Agreement may be terminated by the City immediately by written notice to PROVIDER upon any willful, reckless, or grossly negligent act or omission by PROVIDER or any of its officers, agents, employees, or volunteers. 7.4 This Agreement may be terminated by PROVIDER upon giving at least thirty (30) days written notice of termination to the CITY. 7.5 PROVIDER must notify the DEPARTMENT in writing of any program cancellations at least ten (10) business days prior to the scheduled cancellation. 7.6 CITY reserves the right to cancel or reschedule any of the PROVIDER's programs in the case of scheduling conflicts or other emergencies, as determined by the DEPARTMENT. 7.7 Upon termination or expiration of this Agreement, PROVIDER shall provide payment to the CITY of any commission or surcharge due up to the termination date. 7.8 The rights and remedies of the CITY and PROVIDER provided under this Article 7 are in addition to any other rights and remedies provided under this Agreement or at law or in equity. ARTICLE 8.0 Indemnification 8.1 PROVIDER covenants and agrees to fake and assume all responsibility for the services provided in connection with this Agreement. PROVIDER shall defend, indemnify and hold harmless the CITY and the FULTON COUNTY BOARD OF EDUCATION, and the CITY and FULTON COUNTY BOARD OF EDUCATION's trustees, elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents and volunteers (individually an "Indemnified Party" and collectively the "Indemnified Parties") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expenses and liability of any kind whatsoever, including but not limited to attorney's fees, paralegal fees, and costs of defense ("Liabilities"), which may arise from or be the result of alleged willful, negligent or tortious conduct arising out of the performance of services described herein, or operations by the PROVIDER, any subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, regardless of whether or not the act or omission is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or 12 resulting from the sole negligence of an Indemnified Party. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision. In any and all claims against an Indemnified Party by any employee of the PROVIDER, its subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the PROVIDER or any subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 8.2 The Parties understand and agree that the coVenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to the PROVIDER's responsibility to indemnify. ARTICLE 9.0 9.1 PROVIDER shall not discriminate against any person in its operation and activities in its use or expenditure of the funds or any portion of the funds provided by this Agreement and shall affirmatively comply with all applicable provisions of the Americans With Disabilities Act ("ADA"), in the programs while providing any services funded in whole or in part by the CITY, including Titles I and II of the ADA and all applicable regulations, guidelines, and standards. 9.2 PROVIDER's decisions regarding the delivery of services under this Agreement shall be made without regard to or consideration of race, age, religion, color, gender, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully or appropriately used as a basis for delivery of service. 9.3 In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, PROVIDER, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability_ In addition, PROVIDER agrees to comply with all applicable implementing regulations of the laws cited above, and shall include the provisions of this paragraph in every subcontract for services conternplated under this Agreement. 13 ARTICLE 10.0 Miscellaneous 10.1 No modification, amendment, or alteration of the terms and conditions contained shall be effective unless contained in a written document executed by each party with the same formality and equal dignity herewith. 10.2 This Agreement is not transferable or assignable, and PROVIDER agrees not to delegate, transfer or assign the performance of any services called for in the Agreement without prior express written consent from the CITY. As to any approved subcontractors, the PROVIDER shall be solely responsible for reimbursing them, and the CITY shall have no obligation to them. 10.3 This Agreement sets forth the full and complete understanding of the Parties as of the effective date, and supersedes any and all negotiations, agreements, and representations made or dated prior to this Agreement. 10.4 The PROVIDER shall pay reasonable attorney's fees to the City should the City be required to incur attorney's fees in enforcing the provisions of this Agreement. 10.5 Time is of the essence of this Agreement. 10.6 The individual executing this Agreement on behalf of PROVIDER agrees and represents that he is authorized to execute this Agreement on behalf of the respective entity and has obtained all necessary approvals to execute and bind PROVIDER to the terms of this Agreement. Accordingly, the City and PROVIDER both waive and release any right to contest the enforceability of this Agreement based upon the execution and/or approval thereof. 10.7 Nondiscrimination: In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, the PROVIDER agrees that, during performance of this Agreement, Consultant, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, PROVIDER agrees to comply with all applicable implementing regulations and shall include the provisions of this Section in every subcontract for services contemplated under this Agreement. 10.8 Books, records, documents, account ledgers, data bases, and similar materials relating to the services performed under this Agreement ("Records") shall be established and maintained by PROVIDER in accordance with requirements prescribed by the CITY and applicable law. Upon request, the PROVIDER shall furnish to the CITY any and all Records related to matters covered by this Agreement in the form requested by the CITY. The PROVIDER will permit the CITY or CITY's representative (s) to audit, examine, and make excerpts or transcripts from such Records, and to audit all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and/or data relating to all matters covered by this Agreement. All communications relating to the day, day tiviti s of the program shall be exchanged between TOM MCKLVEEN for the CITY and- for the PROVIDER. All other notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received, and shall be effective, when: (1) personally delivered, or (2) on the third day after the postmark date when mailed by certified mail, postage 14 prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO THE CITY shall be sent to: Jim Cregge Parks and Recreation Director, City of Milton 2006 Heritage Walk Milton, GA 30004 7 TICE TO THE PROVIDER shall be sent to: _\S_n_n"1 10.10 No failure by the CITY to enforce any right or power granted under this Agreement, or to insist upon strict compliance by PROVIDER with this Agreement, and no custom or practice of the CITY at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the CITY's right to demand exact and strict compliance by PROVIDER with the terms and conditions of this Agreement. Further, no express waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. 10.11 Pursuant to O.C.G.A. § 13-10-91, the CITY shall not enter into a contract for the physical performance of services unless the PROVIDER shall provide evidence on CITY -provided forms, attached hereto as Exhibits "D" and "E" (affidavits regarding compliance with the E -Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and PROVIDER's subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period. The PROVIDER hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "D", and submitted such affidavit to CITY. Further, PROVIDER hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Rule 300-10-1-.02. In the event the PROVIDER employs or contracts with any subcontractor(s) in connection with the covered contract, the PROVIDER agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13-10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "E", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit. If a subcontractor affidavit is obtained, PROVIDER agrees to provide a completed copy to the CITY within five (5) business days of receipt from any subcontractor. 15 PROVIDER agrees that the employee -number category designated below is applicable to the PROVIDER. 500 or more employees. 100 or more employees. Fewer than 100 employees. PROVIDER hereby agrees that, in the event PROVIDER employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the PROVIDER will secure from the subcontractor(s) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law and shall be construed to be in conformity with those laws. 10.12 PROVIDER represents that it has reviewed and become familiar with this Agreement and has notified the CITY of any discrepancies, conflicts or errors herein. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the event of a conflict as to the duties and responsibilities of the Parties under this Agreement, this Agreement shall govern over any Exhibit, and the Exhibits shall govern in the order attached hereto. In the event of any conflict among the terms and conditions contained in this Agreement and the Facility Use Agreement, that term or condition small govern that the City determines, in its sole discretion, to be most beneficial to the City. 10.13 Subject to the provision of this Agreement regarding assignment, this Agreement shall be binding on the heirs, executors, administrators, successors and assigns of the respective Parties, provided that no Party may assign this Agreement without prior written approval of the other Party. 10.14 This Agreement shall be governed by and construed in accordance with the laws offhe State of Georgia. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, and PROVIDER submits to the jurisdiction and venue of such court. 10.15 Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible, as the Parties declare they would have agreed to the remaining parts of this Agreement if they had known that the severed provisions or portions thereof would be determined illegal, invalid or unenforceable . 10.16 Neither the CITY nor PROVIDER shall be liable for its respective non -negligent or non -willful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a failure to perform) any of its respective duties or obligations under this Agreement or for any delay in such performance due to: (a) any cause beyond its respective reasonable control; (b) any act of God; (c) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (d) earthquake, fire, 16 K explosion or flood; (e) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of PROVIDER; (f) delay or failure to act by any governmental or military authority; or (g) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection or invasion. In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. 10.17 Hosting of camps and tournaments involving participants from outside the PROVIDER'S own program along with participants in the PROVIDER'S own program is allowed but requires coordination with and written consent of the Department. PROVIDER must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field or facility rental fees and staff fees may be applicable for these types of events as determined by the Director or his/her designee. The City reserves the right to require liability waivers, proofs of insurance, or other forms of protection from outside participants as a condition of consent to such events. 10.18 The PROVIDER is specifically not permitted to sublet facilities to any individual or organization. The PROVIDER'S Facility Use Agreement will authorize the PROVIDER'S own use only. The City reserves the right to restrict facility use on dates when there are special City/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. 10.19 The PROVIDER is allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for the PROVIDER to assist the City in funding capital projects benefitting the parks and facilities they use. The PROVIDER is not permitted to obtain sponsorships, including direct financial aid and/or in-kind donations, from any religious organization or individuals and businesses that compete with contractual obligations of the City. Sponsors must be in good taste and appropriate for City park environment (i.e. alcohol and/or tobacco -related products/businesses are not allowed to advertise in City parks). Details of how sponsorship opportunities may be implemented shall be discussed with and approved by the Department Director or his/her designee. Sponsor and team banners are allowed to be displayed at the park on the day of an event only. They must be mounted in a way that does not damage the City property and they must be removed at the end of the day. Banners must not contain any language or images that would be considered offensive or inappropriate around children. 10.20 If damage to a field or facility occurs because of misuse or abuse (misuse to include, but not limited to: failure to rotate goals, practice or play in inclement weather conditions, damage to flooring, etc.) by the PROVIDER, the City will require the PROVIDER to pay for any and all costs necessary to repair the damaged area. The use of any form of metal cleats is strictly prohibited on the artificial turf fields. 10.21 PROVIDERS are responsible for picking up litter around facilities and placing it in proper receptacles after the conclusion of a scheduled program. This includes all facilities, playing areas, walkways, restrooms, concession stands, dugouts, etc. 17 IN WITNESS OF THE FOREGOING, the Parties have set their hands and seal the day and year first written above. ATTEST: SUDIE GORDON, CITY CLERK ATTEST: Print: CITY: BY: JOE LOCKWOOD, MAYOR Its: It � ircle one) (Assistant) Corporate Secretary _Preside /Vice President (Corporation) (required if corporation) - eneral Partner (Partnership/Limited Partnership) - Member/Manager (LLC) [CORPORATE SEAL] (required if corporation LM [INSERT SCOPE OF WORK (INCLUDING BUT NOT LIMITED TO FEES, SCHEDULE INFORMATION, AND MINIMUM NUMBER OF PARTICIPANTS)] 19 EXHIBIT "C" City of Milton Parks Ordinances & Park/Facility Regulations CITY OF MILTON PARKS ORDINANCES Programs are responsible for adherence to all City and park ordinances. A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time; these ordinances may not be fully current; and other ordinances not shown here may be relevant depending on the activity. Sec. 34-22. - Prohibited acts. (a) Alcoholic beverages. Unless a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic, malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms. It shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with O.C.G.A. § 16-11-173. Signs shall be posted at city parks stating the following: "In accordance with O.C.G.A. § 16-11-173 and the City Code of Milton, the discharge of firearms in city parks is prohibited." (c) Fireworks. It shall be unlawful for any person to possess or use fireworks, as defined in O.C.G.A. 25-10-1 (a) (1), in any of the city parks, unless written permission for such has been authorized by the mayor and city council. (d) Injuring public property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any public property, recl or personal, belonging to, owned by, or leased or used by the city. (e) Killing wildlife. It shall be unlawful for any person to hunt, trap, shoot, maim or kill any animal or wildlife, or attempt to do any of the acts mentioned in this subsection to any animal or wildlife within any of the city parks without the city manager's written permission. (f) Motor vehicles. It shall be unlawful for any person to drive, operate and park any motor vehicle, mini -bike or motorcycle within any city park, except in areas designated for such use. This section does not apply to city employees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform city business. (g) Noises. It shall be unlawful for any person to make any unnecessary, loud noises, engage in noisy disputes or conversation, engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks, according to the city's noise regulations. (h) Park hours. All city parks that have lighted athletic fields shall be closed between the hours of 10:30 p.m. and 6:00 a.m. All other parks shall be closed from dusk until dawn. No person shall be authorized to be on the premises or property of any city park when they are closed, except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. 21 (i) Pets. All pets must be on a leash and the owner is responsible for the disposal of pet waste. All pets are prohibited on athletic fields, unless written permission for such has been authorized by the city manager or the recreation and parks director. (j) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without first obtaining such permit or ticket. (k) Polluting wafter in parks. It shall be unlawful for any person to pollute or disturb any spring, branch, pond, fountain, or other water owned by or leased to the city. (1) Posting signs. It shall be unlawful for any person to affix cny bill, sign, or notice on any tree, building, or fixture in any of the parks. It shall be unlawful for any person to place any paper, books, refuse, or trash of any kind in any of the public parks, except in containers provided for such. (m) Skateboards. It shall be unlawful for any person to operate a skateboard on any street, lane, way, road, and/or any parking lot in any park in the city unless otherwise designated by signage or published rules. (n) Smoking. It shall be unlawful for anyone to smoke in the park. (o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes. It shall be unlawful for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a Permit for such has been issued by the city recreation and parks department or an authorized representative, or such person are conducting recreation department business. (q) Urban camping. It shall be unlawful to reside or to store personal property in any park owned by the city. Furthermore, it shall be unlawful to use any public place, including city parks, for permanent living accommodations purposes or camping, except in areas specifically designated for such use or specifically authorized by permit. (Ord. No. 07-01-03, § 1(ch. 8, art. 1, § 4), 1-18-2007; Ord. No. 07-08-42, § 1(ch. 8, art. 1, § 4), 8-23-2007, Ord. No. 14-10-225, §§ 1, 2, 10-20-2014); Ord. No. 15-03-237, § 1, 3-16-2015) PARK/FACILITY REGULATIONS 1. Programs conducting youth activities on City facilities must have an appropriate number of adults supervising the activities conducted by the Program from the outset to the conclusion of the activity. 2. Spectators, Parents, Coaches, or Officials of a Program must display appropriate conduct while operating activities on City facilities. Continuous failure to do so could result in the termination of the right to use City facilities. All Programs must enact and enforce a policy of ZERO tolerance for abusive behavior while at a Program event on-site or at an away facility. 3. The park belongs to all of the residents of Milton. All Programs are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard to all elements of the park. The Program is responsible for cleaning the area around athletic fields, dugouts and walkways. This must be completed upon the conclusion of each activity. 22 4. Program representatives are responsible to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that such use as during bad weather would damage facilities or put participants at risk. 6. Bicycles, roller blades, skateboards, hover boards etc. are prohibited on walkways and other designated areas. 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10:00 pm. The park lights will go off at 10:30 pm 8. Parks may not be used for golf practice. 9. Other than service animals, it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field. It is the owner's responsibility to remove any animal excrement deposited by their animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL, PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CITY OF MILTON PARK FACILITIES. 10. The use of unmanned aerial vehicles (UAVs) or drones is prohibited at all active parks within the City. 11. Music may be played in the park at a volume that does not interfere with other activities. Any organization that receives a reasonable request to lower the volume must do so or risk cancellation of scheduled activities. All music played at the park must be in compliance with the current noise ordinances of the City. Music played must not contain inappropriate language (e.g., containing sexually explicit, degrading or violent words or themes) and must be family friendly. DJs are not permitted without a special use permit. 12. Synthetic multi -sport field rules & restrictions: a) No pets of any kind b) No food or beverages, including gum, seeds, nuts, sports drinks or soft drinks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes, spikes, etc. may be driven into the turf h) No metal or detachable cleats - only sneakers or molded plastic cleats i) No painting, chalking or marking field j) No vehicles, bikes, scooters, skateboards, roller- or inline skates, strollers or hover boards k) No grills, fireworks or fires of any kind 1) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed, NOT DRAGGED n) Do not throw, kick, hit or whip a ball into surrounding fences 13. Questions, recommendations, complaints, etc. regarding park facilities and operations should be directed to the Department - 678-242-2489 or iim.cregae@cityofmiltonga_us 23 EXHIBIT "D" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federa work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: eVehfy Numbe Date of Authorization Name of Contractor Name of Project City of Milton, GA Name of Public Employer W 24 I hereby declare under penalty of perjury that the forecoing is true and correct. UA� E�cuted on , , 202a in -,(city), ent ame and Title of Authorized Officer or Agent SUBSCRIBED ANDS ORN BEFORE ME ON THIS THE �_ DAY OF /Or,202 %.J_-J�/%P_ NOTARY PU EXPIRES I C EOR G 11A July 31, 2020 s D�AUB L�G :. ;; -EE My Commission Expires: EXHIBIT "E" SUBCONTRACTOR AFFIDAVIT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: eVerify Number Date of Authorization Name of Subcontractor Name of Project City of Milton, GA Name of Public Employer 2p 25 I hereby declare under penalty of perjury that the foregoing is tru and correct. Executed o, 202 C in V lr ` (city), or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFOW ME ON THIS THE j2L_ DAY OF v 202 0. NOTARY A08M I W.7%, ZrA EMRES GEORGIA $ L/'f E .. 0 OUTSIDE PROVIDER FACILITY USE AGREEMENT This agreement, made this day of 20 , by the City of Milton ("City") and cry a Georgia non-profit corporation (t - ed the "PROVIDER." Witnesseth: In consideration of the mutual agreements contained in this document, the City and PROVIDER agree as follows: The PROVIDER agrees to provi�e a youth sports program (organized league play), to wit Da,vt_#_ R-�;�, ,,,,, _ as a service for the City in accordance with applicable policies and procedures for youth sports providers operating on City property or City leased facilities. 2. The term of this agreement will begin JANUARY 1, 2020 and continue through DECEMBER 31, 2020. A new agreement must be signed for each calendar year. 3. The City hereby authorizes the PROVIDER to use fields and facilities as listed below: ��`���tibr"L� COWIM�n;�7y L�N�� AN✓� C.Cxr w v ,N i T 4 Li�ib The authorization provided by this agreement includes use of all support structures (dugouts, lights, concession stands, storage facilities, bleachers, batting cages, fencing, basketball goals, lacrosse goals, etc.) for approved league play unless otherwise specified. The PROVIDER is authorized to use the facilities at the following dates and times: WEEKDAYS: FROM TOOt__AM/�q SATURDAYS: FROM g 6 -M -)PM TO j AMCSP SUNDAYS: FROM! AM400 AMq�M:) DATES: 3 A6 0,1_4 ( — 0 ecP_m b � 3 t : 1.e ,Lc--_� For Spring programming at Bell Memorial Park and/or Cox Road, ALL field usage will end on the first Sunday after July 4'h for field renovations. 1)4 26 4. In consideration for the usage of the facilities, the PROVIDER agrees to a direct payment to the City of 15% commission on all registration fees and 100% of all applicable non-resident fees. 5. The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey. The City will share the results with the PROVIDER. The PROVIDER must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 6. The PROVIDER is permitted multiple advanced level (non -recreation level) teams provided that no advanced level team displaces a single recreation -level participant or team and the advanced level teams must be made up of at least 50% City of Miltor, residents. Tryouts must be open to all, advertised in the appropriate media for the sport involved. The 50% Milton residency requirement must be verified by the City prior to formation of an advanced level team. 7. The PROVIDER agrees the facilities will be used in a safe manner, and in compliance with all applicable federal and state laws and City ordinances, rules and regulations. 8. The PROVIDER shall ensure that its coaches satisfy the certification and training requirements set forth in Exhibit A. INITIALED: 9. PROVIDER shall not cause or permit damage or injury to the facilities. No alteration, addition, or improvement to the facilities shall be made by the PROVIDER without prior written consent from the City. Such alterations, additions, or improvements shall become and remain City property_ 10. The City may enter the facilities at any time during the period of this agreement for inspection or supervision as deemed necessary. 11. The PROVIDER shall indemnify and hold harmless the City, its elected and appointed officers, agents, servants and employees, from and against any and all claims, demands, or causes of action of whatsoever kind of nature, and the resulting losses, costs, expenses, reasonable attorneys' fees, including paralegal fees, liabilities, damages, orders, judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement or the willful or negligert acts, errors, or omissions of the PROVIDER or its agents, officers, volunteers or employees. The Parties 27 understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect. 12. It is the understanding of the City and the PROVIDER that nothing contained in this agreement shall be interpreted to assign to the PROVIDER any status under this agreement other than that of an independent PROVIDER. This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a City employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the City and the City will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums. 13. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees. 14. For the purpose of this agreement, any notices required to be sent to the parties shallmailed to the following respective addresses: PROVIDER NAME: '?� ADDRESS: L% I S NA 1 CITY/STATE/ZIP3C, PHONE: qn %iO 9 \ 4 2 -- WEBS %'i off. r 1 L i CITY: City of Milton W 28 Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmiltonga.us iim.cregae@cityofmiltonaa.us 15. This agreement may be executed in counterparts, each of which shall constitute an original. 16. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person, coordinator, and liaison person with the PROVIDER in the execution of the terms of this agreement. 17. The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City. 18. The PROVIDER may not deny participation in any park or program based on race, color, national origin, religion, sex, gender, sexual orientation, marital status, physical or mental disability, political affiliation, age, or any other factor which cannot be lawfully or appropriately used as a basis for such denial. 19. The PROVIDER agrees to adhere to all relevant City policies and procedures including, but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable) in effect as of the date of this Agreement (which policies and procedures the PROVIDER has received and reviewed) or as may be duly adopted by the City during the term of this Agreement. 20. The PROVIDER will adhere to fee policies set by the City, including fees that may not yet be currently established. 21. This Agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This Agreement shall be construed under and governed by the laws of the State of Georgia. This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this Agreement only by written instrument sigred by each of the parties hereto. Failure by either party to enforce a provision of this Agreement shall not constitute a waiver of that or any other provision of the Agreement. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other 29 provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City's Athletic Association Organizational Manual or Agreement for Outside Providers, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 22. The PROVIDER acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the PROVIDER under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and further due to the fact that the recreation fees generated from the availability of such fields, the PROVIDER is subject to the Open Records and Open Meeting laws of the state of Georgia. The PROVIDER agrees to comply with those laws. To the extent that the PROVIDER is uncertain or needs assistance as to proper compliance with such laws, the City may provide assistance and guidance, but not legal advice, regarding same. The PROVIDER further agrees that all books and records of the PROVIDER shall be made available to the City of Milton as and when requested for review or audit. 23. City shall have the right to terminate this Agreement upon failure of PROVIDER to perform its obligations to the reasonable satisfaction of City. Prior to exercising this right of termination, City shall provide PROVIDER with a written notice specifying PROVIDER's failure to perform, and providing PROVIDER with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the City, to cure its deficiency. In the event that PROVIDER fails to cure the deficiency, or in the event of any subsequent failure to perform, City shall have the right to immediately terminate the Agreement by providing written notice of termination to PROVIDER. PROVIDER shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of PROVIDER. Prior to exercising this right of termination, PROVIDER shall provide City with a written notice specifying City's failure to perform, and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the PROVIDER, to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform, PROVIDER shall have the right to immediately terminate the Agreement by providing written notice of termination to City. Either party may terminate this Agreement at any time for convenience upon thirty (30) days written notice to the other party. I hereby acknowledge and understand that the PROVIDER, which I am authorized to represent, will abide by and comply with the terms and conditions 30 set forth in this Facility Use Agreement as well as all of the applicable policies, procedures, guidelines, and rules of the City. I understand that failure of the PROVIDER or any of its members to comply with any applicable requirement may result in termination of this Agreement with the City. PROVI ER: CITY: By: Preside City of MillKon Name: (Typed or Printed) Date: Attest: PROVIDER Secretary Name: (Typed or Printed) Date: [AFFIX CORPORATE SEAL] 31 By: Steve Krokoff, City Manager Date: Ratified by City Council: By: Joe Lockwood Mayor, City of Milton Date: EXHIBIT A [This exhibit to be modified on a case-by-case basis to reflect the varying nature of coaching certifications in different sports.] PROVIDER must require that a minimum of one (1) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics: NYSCA, Simply the Best, A.C.E., A.C.E.P., Doyle, GHSA, GYSA, US Youth Soccer, Higher Ground, US Lacrosse Association, USA Football, National Cheerleading Association. The PROVIDER may submit a written request to the City for the approval of other certifications. Records of certifications are to be sent to the Parks & Recreation Department within two weeks of the season start. SPORT: b NL�G ACCEPTABLE COACHING CERTIFICATIONS: .J2a 32 8 -week sessions/$96 Resident/$144 Ikon -Resident 45 -minute classes Terrific Two's This is a great class to get young one's started in their love of dance. The class includes basic dance steps to allow the children to understand the concept of weight change and movement in a group, through spatial awareness. Various song/dance activities are incorporated throughout the class, as well as use of different props. Dancers should wear comfortable clothing, or leotard and tights and ballet shoes. Pre-Ballet/Tap (3-5 yo's) This class will incorporate basic elements of ballet. Dancers will learn arm/feet positions of the body; as well as basic ballet movements used to progress across the floor. A component of creative dance is used each week as well, to stir the dancer's imagination. Additionally, tap will be worked on each week to help children understand the concepts of rhythm and patterns with their feet. Dancers should wear leotard and light tights; bring ballet and tap shoes each week. Princess Pre-Ballet/'Tap (3-5 yo's) This dance class is an introduction to the fundamentals of ballet with a princess theme. Dancers will learn ballet vocabulary, basic stretches, Barre exercises and musical movement. Dancers are encouraged to wear their Princess outfits and ballet shoes. Ballet/Tap (6-8 yo's) Dancers will work on strength and flexibility through various Barre and center floor exercises. Basic feet/arm positions will be taught; as well as basic ballet steps for grace and coordination. In tap, emphasis will be placed on usage of each tap appropriately to obtain awareness of rhythm, tempo and patterns. Dancers should wear leotard and light tights; bring ballet and tap shoes each week. Hip Hop/Jazz (5-9 yo's) This class will introduce young students to the basic vocabulary and style of Hip -Hop movement while working on their musicality and building confidence. Hip Hop is about personal style and expression. This high energy class can be taught to anyone with a passion to move, so no dance experience is required. 1 -week dance camps (June/July/August) M -F/1-4 pm $180 Resident/$270 Non -Resident Camps run 1-4 prn/ $180 per camp ($10 supply fee paid to instructor) June 15-19 Jo Jo Siwa dance camp (6-9 yo's) July 13-17 High School Musical dance camp (6-9 yo's) Aug 3-7 Descendants Dance camp (6-9 yo's) Jo Jo Siwa Dance Campo Does your dancer love all things Jo Jo??? Come join us for a spectacular week of dance fun! Your dancer will have a blast learning some great dance moves to all the popular Jo Jo music, creating exciting crafts and making new friendships. Dancers are encouraged to wear their favorite Jo Jo bows to camp! No dance experience needed. High School musical dance carnp- We're all in this together! come join the fun and learn some exciting and energetic dance moves to some of your favorite High School musical songs. We'll create exciting crafts and form new friendships through the art of dance. No dance experience needed. Descendants dance camp: Dance along to your favorite Descendants songs and make new friends! We'll learn some fun and funky dance moves and have fun with various games and crafts. Join in the excitement and celebrate your favorite Descendants character. No dance experience needed. 10 -week sessions/45-minute classes $120 Resident/$180 Non -Resident WMETWUMT ,a Terrific Two's This is a great class to get young one's started in their love of dance. The class includes basic dance steps to allow the children to understand the concept of weight change and movement in a group, through spatial awareness. Various song/dance activities are incorporated throughout the class, as well as use of different props. Dancers should wear comfortable clothing, or leotard and tights and ballet shoes. Pre-Ballet/Tap (3-5 yo's) This class will incorporate basic elements of ballet. Dancers will learn arm/feet positions of the body; as well as basic ballet movements used to progress across the floor. A component of creative dance is used each week as well, to stir the dancer's imagination. Additionally, tap will be worked on each week to help children understand the concepts of rhythm and patterns with their feet. Dancers should wear leotard and light tights; bring ballet and tap shoes each week. Princess Pre-Ballet/Tap (3-5 yo's) This dance class is an introduction to the fundamentals of ballet with a princess theme. Dancers will learn ballet vocabulary, basic stretches, barre exercises and musical movement. Dancers are encouraged to wear their Princess outfits and ballet shoes. Ballet/Tap (5-8 yo's) Dancers will work on strength and flexibility through various barre and center floor exercises. Basic feet/arm positions will be taught; as well as basic ballet steps for grace and coordination. In tap, emphasis will be placed on usage of each tap appropriately to obtain awareness of rhythm, tempo and patterns. Dancers should wear leotard and light tights; bring ballet and tap shoes each week. Ballet/Jazz (5-8 yo's) This combo class offers ballet and jazz instruction with an emphasis on artistic expression, body placement and strength and flexibility. Center floor, as well as progressive work will be taught. Dancers should wear leotard and light tights; bring ballet and jazz shoes to class each week. Jazz/Tap (5-8 yo's) Dancers will practice tap movements and combine steps into short combinations. In Jazz, we will focus on strength and flexibility, along with basic weight change concepts taught through different combinations.. Through music, rhythms and dance movements, performance skills will be developed. Jazz/flip Hop (5-8 yo's) This class will introduce young students to the basic vocabulary and style of Hip -Hop movement while working on their musicality and building confidence. Hip Hop is about personal style and expression. This high energy class can be taught to anyone with a passion to move, so no dance experience is required. TO: FROM: MILTOR*t ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager 10) AGENDA ITEM: Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Halftime Sports, LLC to Provide Youth Basketball Programming. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (,APPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (.YES () NO CITY ATTORNEY REVIEW REQUIRED: (,IVES () NO APPROVAL BY CITY ATTORNEY. (/APPROVED () NOT APPROVED PLACED ON AGENDA FOR: C) 311611010 2006 Heritage Wolk Milton, GA P: 678.242.25001 F: 678.242.2499 0000 info@cityofmiltonga.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 5, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Halftime Sports, LLC to Provide Youth Basketball Programming. ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of the Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Halftime Sports, LLC. Executive Summary: Halftime Sports provides the City with the youth basketball programming. This program will offer basketball leagues & camps at Fulton County School gymnasiums. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City. Alternatives: If this contract is not approved, we will have to research to find another youth basketball provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Halftime Sports LLC. 2020 CITY OF MILTON PARKS & RECREATION DEPARTMENT AGREEMENT FOR OUTSIDE PROVIDERS & FACILITY USE AGREEMENT Halftime Sports THIS IS AN AGREEMENT, made this_ day of ____ , 2020, between: THE CITY OF MILTON , a municipal corporation organized and operating under the laws of the State of Georgia, acting by and through its governing authority, the Milton Mayor and City Council, and with a business address of 2006 Heritage Walk , Milton , Georgia 30004, hereinafter referred to as the "CITY." and HALFTIME SPORTS, LLC hereinafter referred to as "PROVIDER". CITY and PROVIDER may hereinafter collectively be referred to as "the Parties". In consideration of the mutual obligations of the Parties and for good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1.0 PROVIDER's Services and Responsibilities 1.1 PROVIDER shall conduct services generally described as YOUTH BASKETBALL LEAGUES, CAMPS AND CLINICS at the following locations: HOPEWELL MIDDLE SCHOOL, NORTHWESTERN MIDDLE SCHOOL, CRABAPPLE CROSSING ELEMENTARY SCHOOL, BIRMINGHAM FALLS ELEMENTARY SCHOOL , SUMMIT HILL ELEMENTARY SCHOOL, COGBURN WOODS ELEMENTARY SCHOOL & THE CRABAPPLE FIRST BAPTIST CHURCH FACILITY. 1.2 The PROVIDER's services shall be performed during the days and hours described in Exhibit "A," attached hereto and incorporated herein by reference. 1.3 The PROVIDER and The Director of the Parks & Recreation Department (hereinafter referred to as the "Department") or his designee, will coordinate the program schedule, which will be approved by Department Director, or his designee, at its sole discretion. Proposed program schedules shall be provided to the Department at least 30 days prior to the start of the activity. 1.4 All registration fees shall be fair and equitable to all participants. (Execution of this Agreement by the City shall act as a finding that the fees proposed in Exhibit "A" are fair and equitable; any fees not described in Exhibit "A" shall be determined fair and equitable in the reasonable discretion of the Department Director or his designee). -The fees charged to each participant will be as described in Exhibit "A" for residents of MILTON , and a surcharge of 50% more will be charged to each participant who is not a resident of MILTON , up to a cap of $90.00. The entire balance of this surcharge for non-residents shall be paid to the CITY. 1 .5 The PROVIDER can make available a reasonable number of scholarships for participants requiring assistance. Scholarships offered to residents of the City of Milton will result in no payment of commission on the registration to the City of Milton. Scholarships offered to participants who are not residents of the City of Milton will result in no payment of commission on the registration to the City of Milton, however, the PROVIDER is responsible to pay the City non-resident fees for non-resident scholarship recipients to the City. The PROVIDER is responsible for identifying participants who have received a scholarship from the PROVIDER. 1.6 The PROVIDER warrants to CITY that it is not insolvent, it is not in bankruptcy proceedings or receivership, nor is it engaged in or threatened with any litigation or other legal or 2 administrative proceedings or investigations of any kind which would have an adverse effect on its ability to perform its obligations under this Agreement. 1.7 The PROVIDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement. The PROVIDER stipulates and certifies that it is qualified to provide the programs it is hired to provide , maintains the education and required licenses or permits necessary to provide the programs, and sha ll continue to maintain such licenses or permits during the term of this Agreement. 1 .8 This Agreement is considered a non-exclusive Agreement between the Parties. The CITY shall have the right to purchase the same kind of services to be provided by the PROVIDER from oth e r sources during the term of this Agreement. The PROVIDER is not precluded from providing the same or similar services for other parties so long as such other engagements do not interfere w ith the PROVIDER'S provision of services to the CITY. 1.9 The DEPARTMENT must approve any promotional material, flyers, and posters advertising the programs prior to its release. The following content and topics shall specifically be prohibited: sexually explicit materials, profanity, child pornography, alcoholic beverages , tobacco products, adult movies, adult book/video stores, adult entertainment establishments, massage parlors, pawn shops, and tattoo parlors or shops. 1 .1 O The PROVIDER shall not promote any privately-owned business in a CITY park/facility or so licit any participant in a CITY park/facility activity for any privately-owned business. The PROV IDER may not use said facilities to conduct personal business, including but not limited to workshops, clinics , seminars, camps, private sessions , or any other activities that are outside the scope of service described in Exhibit "A". It is further understood that such improper/prohibited action (s) may result in immediate termination of this Agreement and the forfeiture of all compensation due or authorized for payment to the PROVIDER. 1 .11 The PROVIDER shall abide by the policies , procedures, rules and regulations of the DEPARTMENT, the CITY , and the FULTON COUNTY BOARD OF EDUCATION as promulgated from time to time. PROVIDER understands and agrees that the DEPARTMENT shall hove first priority for use of CITY facilities. notwithstanding any other provisions of this Agreement. 1.12 All assistants , substitutes , and subcontractors utilized by the PROVIDER must have prior w ri tten approval of the DEPARTMENT. 1 .13 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the programs obey all applicable policies , procedures, Rules and Regulations. 1 .1 4 The DEPARTMENT or CITY may require that the PROVIDER not be permitted to utilize specific assistants , substitutes , or subcontractors of PROVIDER who have failed to follow any polic ies , procedures, rules or regulations applicable to the use of the facil ity. 1.15 Although the CITY shall not control the PROVIDER's techniques , methods, procedures, or sequence of instruction , the PROVIDER will comply with the CITY's and DEPARTMENT's policies, rules , regulat ions, ordinances and procedures (Exhibit "C"), as well as those of the FULTON COUNTY BOARD OF EDUCATION (if operating on Board of Education property), and shall not interfe re with their operation , nor harm or damage the equipment or facilities afforded to PROVIDER for his/her programs , nor otherwise dis rupt the other on-site activities being offered at such public facilities. 3 1.16 The PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under the PROV IDER's charge. 1.17 If the PROVIDER will be providing services directly with minor children without parental superv ision , the PROVIDER shall, prior to commencing services under th is Agreement, comply w ith the CITY 's policy regarding criminal background screening. The CITY will furnish the PROVIDER with a background release form (Exhibit "B"), which must be completed and executed by and for all of the provider's counselors, coaches, volunteers , subcontractors, employees or any other individuals that will come in contact with a child , and background checks will be completed at the PROVIDER's sole expense. A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER's employees or any individual who will come in contact with a child at the CITY through PROVIDER or at PROVIDER 's direction, such form authorizing the CITY to conduct a search of each such individual's criminal background . The result of such inquiry may be deemed acceptable by the CITY in its sole and complete discretion, and the CITY may reject any individual from participating in any program based upon such results. If the PROVIDER has recently had a background screening conducted by another agency, the CITY, at its sole discretion, may accept that background screening and waive the requirement of a new background screening . PROVIDER and its employees must also execute a Waiver and Release of Liability holding the CITY and FULTON COUNTY BOARD OF EDUCATION harmless. 1 .18 It is the responsibility of the PROVIDER to ensure that 100% of their coaches and volunteers complete all legally mandated reporter training programs before being permitted to volunteer or coach. 1 .19 The CITY may require all participants in all programs to sign a Waiver and Release of Liab ility. 1.20 The PROVIDER shall only use the facilities identified by the CITY , and such use shall be limited to CITY designated activities. 1.21 The PROVIDER shall not sublet any CITY facilities to any entity. 1 .22 The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey. The City will share the results with the PROVIDER . The PROVIDER must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an admin istrative review of the program and PROVIDER . 1.23 The PROVIDER agrees to continually strive to grow the program(s) it is operating. For the facilit ies provided, the ideal number of participants is identified below. PROVIDERs shall strive to grow to the ideal capacity and maintain that level of participation . Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and PROVIDER . Ideal Capacity: _.S_-_d_D ______________ _ Prev ious Season Participation : --=5"--~--'-~---------- 4 S-a::: Growth Goal for This Season: ______________ _ 1.24 The PROVIDER is permitted multiple advanced level (non-recreation level) teams provided that no advanced level team displaces a single recreation-level participant or team and the advanced level teams must be made up of at least 50% City of Milton residents. Tryouts must be open to all, advertised in the appropriate media for the sport involved. Rosters for advance level teams must be submitted to the Department to verify the 50% Milton residency requirement prior to the formation of any advanced level team. 1.25 The PROVIDER shall provide sport -appropriate certification and training to all paid and volunteer coaches. Additional certification requirements may be described in the Facility Use Agreement. In addition , it is the responsibility of the PROVIDER to ensure that all of their program instructors, coaches, volunteer and professional, head coaches and assistants , complete the following basic training programs and background check requirements before being permitted to coach a team. PROVIDER must provide documentation of such training to the City upon request. • Background Check • Concussion Awareness Training • Mandatory Child Abuse Reporting Training • Weather Policies and Procedures • Heat and Hydration Guidelines • Cold Weather Policy 1.26 The Provider shall agree to the Field Playability, Weather Policies and Procedures, Heat and Hydration Guidelines and Cold Weather Policy below. Field Playability The Department will determine if fields are playable. Programs will be notified as early as possible if the fields are not playable. Programs are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City's normal business hours , the Program is responsible for determining field playability. Programs are expected to exercise good judgment in determining if a field is playable, keeping the safety of the players foremost . The City shall maintain a weather hotline at 678-242-2533 to help communicate the status of the fields. The City also will update field cond itions on the City website shown below (but does not guarantee the website will updated in real time , as delays in updating may occur): https://www.cityofmiltonga.us/parks-recreation/athletics/ Bell Memorial Park For the safety of all, the City of Milton uses a lightning detection system located on the roof of the maintenance building (beyond center field of field 5) to determine the safety of play in potentially severe weather at Bell Memorial Park. When lightning is detected, the system will turn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields, the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe level , the strobe light will be turned off 5 and there will be three short blasts from the siren. At this point, play may be resumed unless Department staff direct otherwise or the actual conditions on the field remain unsafe. Failure to adhere to this requirement could result in the termination of the Facility Use Agreement. If the lightning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system , refer to the rules below for the Fulton County School fields. Fulton County School Fields Upon visual or audible evidence of lightning or thunder, all participants are required to clear the field and seek shelter in a building or vehicle. Play will not be permitted until there is no visual or audible indication of thunder or lightning for a continuous 30 minutes. Every indication of thunder or lightning restarts the clock. Heat & Hydration Guidelines Providers that do not have their own established Hydration and Heat Guidelines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary, outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 degrees. Cold Weather Policy Prov iders that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows: If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the scheduled practice or game, it is recommended that the scheduled event be cancelled. If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled. Milton Parks and Recreation Department cancels and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Programs shall follow this procedure. 1.27 The PROVIDER is responsible to select qualified coaches for their program. Each Program shall establish their own criteria to determine qualifications of coaches, such as coaching experience , past playing experience, etc . 1.28 The PROVIDER shall be a business that is properly registered with the Secretary of State's office and have a business license issued by the local governing body. 1.29 The PROVIDER shall communicate to the Milton Parks and Recreation Advisory Board (PRAB) liaison(s) and Department liaison(s) any and all substantial changes in their program. For this purpose, a substantial change shall be defined as any change in the philosophy, mission , and organization of the PROVIDER which would impact the delivery of expected service to any and all program participants, current and future . This includes but is not limited to the following: • Addition/elimination of any age or skill level • Addition/elimination of any component of the overall program content (i.e. cheerleading, flag football, fast pitch softball , all stars, select, summer or winter league play, etc .) 6 • Schedule of fees for participants • Anything that would be in direct conflict with existing City/Department policies The Provider shall notify liaisons as soon as the idea for a substantial change is being considered. Upon notification by the PROVIDER , the PRAB and/or employee liaison shall communicate the in formation to the Department Director or his/her designee. Before any action shall be take n by the PROVIDER to implement the substantial change, the PROVIDER may be required to prepare a written proposal outlining the planned c hange to include justification for the change ; benefits of the change to the PROVIDER , the citizens of Milton, and the City; communication plan to inform the general public; timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc . It shall be at the sole discretion of the Department Director to determine if an in-depth written proposal shall be required. This will be determined on a case-by-case basis , depending on the nature of the proposed change. Any proposed fee change must be submitted in writing to the Department a min imum of sixty (60) days prior to the planned implementation . The Department shall determine the level of approval needed for the PROVIDER to implement the substantial change. The approval levels are noted as follows: a. The PROVIDER only b. Department Director or his/her designee c . M ilton Parks and Recreation Advisory Board d . Milton Mayor and C ity Council 1 .30 Records of the PROVIDER or any members of the PROVIDER , that are prepared and maintained or received by the PROVIDER or any of its members in the course of providing ser vi ces on behalf of Milton , are "public records " under the Open Record s Act. Therefore , such records are subject to production if a request for such records is made under the Open Records Act. In the event that an Open Records Act request is delivered to the City of Milton for PROV IDER records pertain ing to the service being provided on behalf of Milton , the City of Milton w ill require , and the PROVIDER agrees to provide , timely assistance in responding to such request. Upon receiving an Open Records Act request for PROVIDER records , the City of Milton will promptly forward the request to the PROVIDER . All responsive documents shall be provided to the City by the PROVIDER within 24 hours of the City 's notification; or , if the records cannot be assembled that quickly, then within 24 hours the PROVIDER will identify what records are respons ive and provide the City of M ilton with a list of such records and a timeline fo r when the requested documents will be assembled and provided. Delivery of the Open Records Act request from the City to the PROVIDER may be delivered via email, or phone call. All Open Records request responses shall be emailed to the Director of Parks & Recreation or his designee (if specified in the communication relaying the request). ARTICLE 2.0 Equipment & Materials 2.1 All program materials and equipment needed or pertaining to the above stated programs will be provided by the PROVIDER at his/her own cost and expense. However, PROV IDER may require participants to obtain certain materials required in the programs by provid ing a list of such materials (with approximate costs) to the participants. If PROVIDER makes such materials available to participants , they must be sold at PROVIDER 's cost. All equipment 7 provided by the PROVIDER shall be used in strict accordance with equipment manufacturer's instructions and in accordance with all applicable laws. PROVIDER shall coordinate storage of equipment with the principal of the school located at the facility, if applicable. 2.2 The sale of merchandise is restricted to those materials utilized in and for the programs, w ith the exception of fundraising activities, in which other appropriate items such as gifts and food/drink may be sold. Fundraising activities conducted by the PROVIDER will be permitted. The PROVIDER shall obtain the CITY's approval of any fundraising activities and sale of merchandise prior to its distribution or sale. 2.3 The CITY will provide no storage space to the PROVIDER, unless otherwise mutually agreed upon in a separate written agreement. 2.4 Any supplies or equipment left at the facility will be the responsib ility of the PROVIDER . The CITY will not be responsible for any lost, stolen, or broken equipment or supplies. 2 .5 The PROVIDER shall inspect the premises and equipment offered to him/her for his/her proposed activity, and if he or she finds anything wrong with the premises or equipment before each program commences that cannot be corrected immediately by the DEPARTMENT, the program shall be cancelled , and the matter reported to the DEPARTMENT for correction. If the PROVIDER elects to hold his/her programs in the facility provided , it will be presumed that the PROVIDER has inspected the premises and facilities and equipment provided for such programs and has accepted same as being safe and suitable for the use intended. 2.6 On all of the fields at Bell Memorial Park, blue tooth interfaces to the scoreboards have been installed. There is an opp available to interface with the blue tooth device which eliminates the need for the external scoreboard controllers. Go to www.singlescore.com for the opp. Scoreboard control boxes may still be used under the following guidelines : a. The PROVIDER must acknowledge use and responsibility of all scoreboard controllers prior to the start of the season; b. Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; c . A minimum of thirty (30) days should be expected for all repairs; d. The PROVIDER shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard controllers; e. Scoreboard controllers must be stored at the park in the storage room; f . Scoreboard controllers are mated to specific scoreboards and must remain with their respective mate; and g. The PROVIDER must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. ARTICLE 3.0 Program Size Minimums: 3.1 ACTIVE: Program sizes shall meet the minimum numbers of participants for each program as designated in Exhibit "A." 8 ARTICLE 4.0 Compensation and Method of Payment 4.1 In consideration of the City authorizing the PROVIDER to furnish the services described herein and to keep a portion of the revenues obtained from furnishing such services (as provided herein), the PROVIDER agrees to furnish the services pursuant to the terms of this Agreement, including but not limited to the releases and indemnities contained herein. Further, the CITY shall be entitled to a commission consisting of 15% of the registration fees paid by all program participants to the PROVIDER. In consideration for providing the services described herein, the PROVIDER shall be entitled to 85% of such fees paid, exclusive of the 50% non-resident surcharge described in Section 1.4. The 50% non-resident surcharge (capped at a maximum of $90.00) is fully payable to the CITY and shall not be included in PROVIDER's gross income calculation. PROVIDER shall be entitled to re ta in all non-registration fees paid by participants to PROVIDER, i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. 4.2 The PROVIDER agrees to provide the CITY with schedules of fees to be charged to participants in conformance with Exhibit "A" and to collect all fees from participants. The PROVIDER will submit a completed registration report, to the CITY within 30 days of the close of reg istration for each program. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address, city, zip code, email address, age/program and resident registration rate. All PO Box addresses submitted will be considered non-residents . The Department will use the list to verify the resident status of registered players. The City will use the email address list to distribute an end of season Participant Satisfaction survey . City shall not use the list to promote Department programs without prior consent of the PROVIDER. The PROVIDER is responsible for identifying participants who have received a scholarship such that they are not included on the City registration commission invoice. After the City has verified residency of participants, the City will issue an invoice to the PROVIDER for registration commissions and non-resident fees payable to the City and then send the PROVIDER an invoice, including supporting documentation , for the total amount due to the CITY. Payments will be made to the CITY within fifteen (15) business days of PROVIDER's receipt of each invoice. 4.3 It is the responsibility of the PROVIDER to pay all applicable local, state, and federal taxes associated with this Agreement, and to acquire and pay for all necessary permits , licenses, and insurance required for the execution of this Agreement. 4.4 PROVIDER is not allowed to require an admission fee or a parking fee to any PROVIDER event. For special tournaments and events, a team registration fee may be collected. The PROVIDER must obtain written approval from the Director of Parks and Recreation prior to the event where a team registration fee will be collected. ARTICLE 5.0 Independent PROVIDER 5.1 This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a CITY employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER shall retain sole and absolute discretion in the 9 judgment of the manner and means of carrying out PROVIDER's activities and responsibilities hereunder. The PROVIDER agrees that it is a separate and independent enterprise from the CITY, that it had full opportunity to find other business , that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums . 5.2 PROVIDER warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person, company, corporation, individual or firm any fee , commission , percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, the CITY shall have the right to terminate the Agreement without liability at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission, percentage, gift or consideration. ARTICLE 6.0 Insurance 6.1 City shall not have any insurance obligations related to this Agreement, and PROVIDER shall not provide any service until all insurance required under this paragraph has been obtained and approved by the CITY. 6.2 Certificates of Insurance. Certificates of Insurance reflecting evidence of the required insurance shall be filed with the CITY prior to the commencement of this Agreement. The Certificates of Insurance and endorsements for each policy are to be issued by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of their validity and incorporation into the policy is provided. Further, the PROVIDER shall provide complete certified copies of current insurance policy(ies) and/or a certified letter from insurance company(ies) if requested by the City. These Certificates of Insurance provided shall contain a provision that coverages afforded under these policies will not be cancelled until at least forty-five days (45) prior written notice has been given to the CITY . Policies shall be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A-VI" in the latest edition of "Best Key Rating Guide", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreement, then in that event, the PROVIDER shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The PROVIDER shall not provide any service pursuant to this Agreement unless all required insurance remains in full force and effect. 6.4 Commercial General Liability insurance must be maintained for comprehensive coverage including for bodily injury and personal injury, sickness, disease and death, and property damage. 10 Exposures to be covered are: premises , operations, and certain contracts. Coverage must be written on an occurrence basis , with the following limits of liability: $1,000 ,000 $2,000 ,000 $1,000 ,000 Combined Single Limit -each occurrence Combined Single Limit -general aggregate Personal Injury PROVIDER shall have its insurer name the City of MILTON as an additional insured on its General Liab ility policy. PROVIDER shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of this Agreement to comply with the statutory limits for all employees, and in the case any work is sublet, the PROVIDER shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter 's employees unless and until such employees a re covered by the protection afforded by the PROVIDER. The PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability Insurance. The following limits must be maintained: A. B. Workers Compensation Employer's Liability Statutory $100,000 each accident $500,000 Disease -policy limit $100 ,000 Disease -each employee If PROVIDER or its subcontractor claims to be exempt from this requirement , PROVIDER shall provide CITY proof of such exemption ; provided that CITY may reject such claim, and CITY's acceptance of such claim shall not affect this obligation should claim of exemption be determined inaccurate or false . 6.6 PROVIDER shall also maintain Directors and Officers insurance with limits of at least $500,000.00 , in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrim ination , including sexual harassment; failure to accommodate disabilities ; and claims alleging mental anguish and emotional distress. Claims-made coverage must cover the preceding six years or the length of time the Program has been operating in the City , whichever is less. The policy must include the City as an additional insured. 6.7 PROVIDER shall include all subcontractors as insureds under its policies or shall ensure each subcontractor complies with the insurance requirements provided herein, including but not lim ited to naming the CITY as an additional insured . ARTICLE 7.0 Term and Termination 7.1 After a two (2) month t rial period , the programs will be evaluated by the DEPARTMENT, and the rema inder of this Agreement will either be terminated or continue in full force and effect. If at any time after the two (2) month evaluation, program enrollment should fall below the required minimum , the PROVIDER will be allotted four (4) weeks to bring enrollment up to the required minimum . The programs will be reevaluated at the close of this four (4) week 11 period, at which time the CITY may terminate this Agreement if the requirements herein have not been met or the CITY is otherwise unsatisfied with the program in its sole discretion. 7.2 The term of this Agreement shall commence upon the date of execution hereof and shall remain in effect until December 31, 2020, unless terminated sooner as provided in this Article. Renewal of this Agreement beyond said term shall req uire the mutual written agreement of the CITY and PROVIDER. 7.3 PROVIDER's violation of any term set forth in this Agreement may result in termination of this Agreement by written notice. This Agreement may also be terminated by the CITY for convenience and at the sole and exclusive discretion of the CITY upon giving of at least thirty (30) days prior written notice of termination to the PROVIDER at the PROVIDER's address set forth herein . This Agreement may be terminated by the City immediately by written notice to PROVIDER upon any willful, reckless, or grossly negligent act or omission by PROVIDER or any of its officers, agents, employees, or volunteers. 7.4 This Agreement may be terminated by PROVIDER upon giving at least thirty (30) days written notice of termination to the CITY. 7.5 PROVIDER must notify the DEPARTMENT in writing of any program cancellations at least ten ( 10) business days prior to the scheduled cancellation. 7.6 CITY reserves the right to cancel or reschedule any of the PROVIDER's programs in the case of scheduling conflicts or other emergencies, as determined by the DEPARTMENT. 7.7 Upon termination or expiration of this Agreement, PROVIDER shall provide payment to the CITY of any commission or surcharge due up to the termination date. 7.8 The rights and remedies of the CITY and PROVIDER provided under this Article 7 are in addition to any other rights and remedies provided under this Agreement or at law or in equity. ARTICLE 8.0 Indemnification 8.1 PROVIDER covenants and agrees to take and assume all responsibility for the services provided in connection with this Agreement. PROVIDER shall defend, indemnify and hold harmless the CITY and the FULTON COUNTY BOARD OF EDUCATION, and the CITY and FULTON COUNTY BOARD OF EDUCATION's trustees, elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents and volunteers (individually an "Indemnified Party" and collectively the "Indemnified Parties ") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs , expenses and liab ility of any kind whatsoever, including but not limited to attorney's fees, paralegal fees, and costs of defense ("Liabilities"), which may arise from or be the result of alleged willful , negligent or tortious conduct arising out of the performance of services described herein, or operations by the PROVIDER, any subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable , regardless of whether or not the act or omission is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision. In any and all claims against an 12 Indemnified Party by any employee of the PROVIDER, its subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the PROVIDER or any subcontractor under workers' or workmen 's compensation acts, disability benefit acts or other employee benefit acts. 8.2 The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to the PROVIDER's responsibility to indemnify. ARTICLE 9.0 Americans with Disabilit ies Act; Nondiscrimination 9 .1 PROVIDER shall not discriminate aga inst any person in its operation and activities in its use or expenditure of the funds or any portion of the funds provided by this Agreement and shall affirmatively comply with all applicable provisions of the Americans With Disabilities Act ("ADA"), in the programs while providing any services funded in whole or in part by the CITY, including Titles I and II of the ADA and all applicable regulations, guidelines, and standards. 9 .2 PROVIDER's decisions regarding the delivery of services under this Agreement shall be made without regard to or consideration of race , age, religion, color, gender, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully or appropriate ly used as a basis for delivery of service. 9.3 In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d , section 303 of the Age Discrimination Act of 1975 , as amended, 42 U.S.C. § 6102, section 202 of the Americans wi t h Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, PROVIDER, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin , gender, age or disability. In addition, PROVIDER agrees to comply with all applicable implementing regulations of the laws cited above, and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. 13 ARTICLE 10.0 Miscellaneous 10.1 No modification, amendment, or alteration of the terms and conditions contained shall be effective unless contained in a written document executed by each party with the same formality and equal dignity herewith. 10 .2 This Agreement is not transferable or assignable, and PROVIDER agrees not to delegate , transfer or assign the performance of any services called for in the Agreement without prior express written consent from the CITY . As to any approved subcontractors, the PROVIDER shall be solely responsible for reimbursing them, and the CITY shall have no obligation to them. 10 .3 This Agreement sets forth the full and complete understanding of the Parties as of the effective date, and supersedes any and all negotiations, agreements, and representations made or dated prior to th is Agreement. 10.4 The PROVIDER shall pay reasonable attorney's fees to the City should the City be required to incur attorney's fees in enforcing the provisions of this Agreement. 10 .5 Time is of the essence of this Agreement. 10.6 The individual executing this Agreement on behalf of PROVIDER agrees and represents that he is authorized to execute this Agreement on behalf of the respective entity and has obta ined all necessary approvals to execute and bind PROVIDER to the terms of this Agreement. Accordingly, the City and PROVIDER both waive and release any right to contest the enforceability of this Agreement based upon the execution and/or approval thereof. 10.7 Nondiscrimination: In accordance with Title VI of the Civil Rights Act, as amended , 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended , 42 U.S .C. § 6102 , section 202 of the Americans with Disabilities Act of 1990 , 42 U.S.C. § 12132, and all other provisions of Federal law, the PROVIDER agrees that, during performance of this Agreement, Consu ltant, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any suppl ie r because of race , color, creed , national origin, gender, age or disability. In addition, PROVIDER agrees to comply w ith all applicable implementing regulations and shall include the provis ions of this Section in every subcontract for services contemplated under this Agreement. 10.8 Books, records , documents, account ledgers , data bases, and similar materials relating to the services performed under this Agreement ("Records") shall be established and maintained by PROVIDER in accordance with requirements prescribed by the CITY and applicable law. Upon request , the PROVIDER shall furnish to the CITY any and all Records related to matters covered by this Agreement in the form requested by the CITY. The PROVIDER will permit the CITY or CITY's representative(s) to audit, examine, and make excerpts or transcripts from such Records , and to audit all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and/or data relating to all matters covered by th is Agreement. All co m munications relating to the day-to-d?Y, activities of the program shall be exchanged between TOM MCKLVEEN fo r the CITY and :K/4vl-L!o~A,(Y for the PROVIDER. All other notices, requests , demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received , and shall be effective, when: (1) personally 14 delivered, or (2) on the third day after the postmark date when mailed by certified mail , postage prepaid , return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith : NOTICE TO THE CITY shall be sent to : Jim Cregge Parks and Recreation Director, City of Milton 2006 Heritage Walk Mi lt on , GA 30004 NOTICE TO THE PROVIDER shall be sent to: ~d>/4:a&t) 10.10 No failure by the CITY to enforce any right or power granted under this Agreement, or to insist upon strict compliance by PROVIDER w ith this Agreement, and no custom or practice of the CITY at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the CITY's right to demand exact and strict compliance by PROVIDER with the terms and conditions of this Agreement. Further, no express waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. 10.11 Pursuant to O.C.G.A. § 13-10 -91, the CITY shall not enter into a contract for the physical performance of services unless the PROVIDER shall provide evidence on CITY-provided forms , attached hereto as Exhibits "D" and "E" (affidavits regarding compliance with the E-Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O .C .G .A. § 16 -10 -71 ), that it and PROVIDER's subcontractors have registered with , are authorized to use and use the federal work authorization program commonly known as E- Verify , or any subsequent replacement program , in accordance with the applicable provision s and deadlines established in O.C.G.A. § 13-10 -91 , and that they will continue to use the federa l work authorization program throughout the contract period. The PROVIDER hereby verifies that it has , prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "D", and submitted such affidavit to CITY. Further, PROVIDER hereby agrees to comply with the requirements of the federal Immig ration Reform and Control Act of 1986 (IRCA), P.L. 99 -603, O.C.G.A. § 13 -10 -91 and Rule 300-10 -1-.02. In the event the PROVIDER employs or contracts with any subcontractor(s) in connection with the covered contract, the PROVIDER agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G .A. § 13 -10 -91 and Rule 300 -10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exh ibit "E", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to 15 provide such an affidavit. If a subcontractor affidavit is obtained, PROVIDER agrees to provide a completed copy to the CITY within five (5) business days of receipt from any subcontractor. PROVIDER agrees that the employee-number category designated below is applicable to the PROVIDER. 500 or more employees. 100 or more employees. Fewer than 100 employees. PROVIDER hereby agrees that, in the event PROVIDER employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O .C.G.A. § 13 -10 -91, the PROVIDER w ill secure from the subcon t ractor(s) such subcontractor(s ') indi c ation of the above employee-number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law and shall be construed to be in conformity with those laws. 10 .12 PROVIDER represents that it has reviewed and become familiar with this Agreement and has notified the CITY of any discrepancies, conflicts or errors herein. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises , this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party beca use it was responsible fo r drafting one or more provisions of the Agreement. In the event of a conflict as to the duties and responsibilities of the Parties under this Agreement, this Agreement shall govern over any Exhibit , and the Exhibits shall govern in the order attached hereto . In the event of any conflict among the te rms and conditions contained in th is Agreement and the Facility Use Agreement, that term or condition shall govern that the City determines , in its sole disc retion , to be most beneficial to the City. 10 .13 Subject to the provis ion of this Agreement regarding assignment, th is Agreement shall be binding on the heirs , executors, administrators, successors and assigns of the respective Parties , provided that no Party may ass ign this Agreement without prior w ri tten approval of the other Party . 10.14 Th is Agreement shall be governed by and construed in accordance with the laws of the State of Georgia. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules , regulations , statutes and laws of the State of Georgia w ill control. Any action or su it related to this Agreement shall be brought in the Superior Court of Ful t on County, Georgia , and PROVIDER submits to the jurisdiction and venue of such court. 10.15 Should any article(s) or section(s) of this Agreement, or any part the reof, later be deemed illegal , invalid or unenforceable by a court of competent jurisdict ion , the offending portion of the Agreement should be severed , and the remainder of this Agreement shall remain in full fo rce and effect to the extent pos si ble , as the Part ies declare they would have agreed to the remaining parts of this Agreement if they had known that the severed provisions or portions thereof would be determined illegal , invalid or unenforceable . 10.16 Neither the CITY nor PROVIDER shall be liable for its respective non-negligent or non - wil lful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a fa ilure to perform) any of its respective duties or obligations under th is Agreement or fo r 16 any delay in such performance due to: (a) any cause beyond its respective reasonable control ; (b) any act of God ; (c) any change in applic able governmental rules or regulations rendering the performance of any portion of th is Agreement legally imposs ible; (d) earthquake, fire, explosion or flood; (e) strike or labor dispute , excluding strikes or labor disputes by employees and/or agents of PROVIDER ; (f) delay or failure to act by any governmental or military authority ; or (g) any war, hostility , embargo, sabotage, civil disturbance , riot, insurrection or invasion. In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. 10.17 Hosting of camps and tournaments involving participants from outs ide the PROVIDER 'S own program along with participants in the PROVIDER 'S own program is allowed but requires coordination with and written consent of the Department. PROVIDER must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field or facility rental fees and staff fees may be applicable for these types of events as determined by the Director or his/her designee . The City reserves the right to requi re liability waivers , proofs of insurance , or other fo rms of protection from outside participants as a condition of consent to such events. 10 .18 The PROVIDER is spec ifically not permitted to sublet facilities to any individual or orga n ization. The PROVIDER 'S Facility Use Agreement will authorize the PROVIDER'S own use on ly . The City reserves the right to restrict facility use on dates when there are special City/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. 10 .19 The PROVIDER is allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for the PROVIDER to assist the City in funding capital projects benefitting the parks and facilities they use . The PROVIDER is not permitted to obtain sponsorships , including direct financial aid and/or in-kind donations, from any religious organization or individuals and businesses that compete with contractual obligations of the City. Sponsors must be in good taste and appropriate for City park environment (i .e. alcohol and/or tobacco-related products/businesses are not allowed to advertise in City parks). Details of how sponsorship opportunities may be implemented shall be discussed with and approved by the Department Director or his/her des ignee. Sponsor and team banners are allowed to be displayed at the park on the day of an event on ly . They must be mounted in a way that does not damage the City property and they must be removed at the end of the day. Banners must not contain any language or images that would be considered offensive or inappropriate around children. 10.20 If damage to a field or facility occurs because of misuse or abuse (misuse to include, but not limited to: failure to rotate goals , practice or play in inclement weather conditions, damage to flooring, etc.) by the PROVIDER , the City will require the PROVIDER to pay for any and a ll costs necessary to repa ir the damaged area. The use of any form of metal cleats is strictly proh ibited on the artificial turf fields. 10.21 PROVIDERs are responsible for picking up litter around facilities and placing it in proper receptacles after the conclusion of a scheduled program. This includes a ll facilities , playing areas, walkways, restrooms , c oncession stands , dugouts, etc . 17 IN WITN ESS O F THE FOREGOING , the Parties have set their hands and seal the day and year first written above. ATTEST: SUDIE GORDON, CITY CLERK ATTEST: Print: Its: (Assistant) Corporate Secretary (required if corporation) BY: _________ _ JOE LOCKWOOD, MAYOR Its: (circle one) -President/Vice Preside r orporation -General Partner (Partners 1p 1m1ted Partnership) -Member/Manager (LLC) [CORPORATE SEAL] (required if corporation 18 EXHIBIT "C" City of Milton Parks Ordinances & Park/Facility Regulations CITY OF MILTON PARKS ORDINANCES Programs are responsible for adherence to all City and park ordinances. A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time; these ordinances may not be fully current; and other ordinances not shown here may be relevant depending on the activity. Sec. 34-22. -Prohibited acts. (a) Alcoho lic beverages. Unless a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic, malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms. It shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with O.C.G.A. § 16-11-173. Signs shall be posted at city parks stating the following: "In accordance with O.C.G.A. § 16-11-173 and the City Code of Milton, the discharge of firearms in city parks is prohibited." (c) Fireworks . It shall be unlawful for any person to possess or use fireworks, as defined in O.C.G.A. 25- l 0-l (a)(l ), in any of the city parks, unless written permission for such has been authorized by the mayor and city council. (d) Injuring public property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any public property, real or personal, belonging to, owned by, or leased or used by the city. (e) Killing wildlife. It shall be unlawful for any person to hunt, trap , shoot, maim or kill any animal or wildlife , or attempt to do any of the acts mentioned in this subsection to any animal or wildlife within any of the city parks without the city manager's written permission. (f) Motor vehicles. It shall be unlawful for any person to drive, operate and park any motor vehicle, mini-bike or motorcycle within any city park, except in areas designated for such use. This section does not apply to city employees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform city business. (g) Noises . It shall be unlawful for any person to make any unnecessary, loud noises, engage in noisy disputes or conversation, engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks, according to the city's noise regulations. (h) Park hours. All city parks that have lighted athletic fields shall be closed between the hours of l 0:30 p.m. and 6:00 a.m. All other parks shall be closed from dusk until dawn. No person shall be authorized to be on the premises or property of any city park when they are closed, except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. 21 (i) Pets. All pets must be on a leash and the owner is responsible for the disposal of pet waste. All pets are prohibited on athletic fields , unless written permission for such has been authorized by the city manager or the recreation and parks director. (j) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without first obtaining such permit or ticket. (k) Polluting water in parks. It shall be unlawful for any person to pollute or disturb any spring, branch, pond, fountain, or other water owned by or leased to the city. (I) Posting signs. It shall be unlawful for any person to affix any bill, sign, or notice on any tree, building, or fixture in any of the parks. It shall be unlawful for any person to place any paper, books, refuse, or trash of any kind in any of the public parks, except in containers provided for such. (m) Skateboards. It shall be unlawful for any person to operate a skateboard on any street, lane, way, road , and/or any parking lot in any park in the city unless otherwise designated by signage or published rules. (n) Smoking . It shall be unlawful for anyone to smoke in the park. (o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes. It shall be unlawful for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a permit for such has been issued by the city recreation and parks department or an authorized representative , or such person are conducting recreation department business. (q) Urba n camping. It shall be unlawful to reside or to store personal property in any park owned by the city. Furthermore, it shall be unlawful to use any public place, including city parks, for permanent living accommodations purposes or camping, except in areas specifically designated for such use or specifically authorized by permit. (Ord . No. 07-01-03, § l (ch. 8, art. l, § 4), 1-18-2007; Ord . No. 07-08-42, § l (ch. 8, art. l, § 4), 8-23-2007; Ord. No . 14-10-225, §§ l, 2, 10-20-2014); Ord. No. 15-03-237 , § l, 3-16-2015) PARK/FACILITY REGULATIONS l . Programs conducting youth activities on City facilities must have an appropriate number of adults supervising the activities conducted by the Program from the outset to the conclusion of the activity. 2. Spectators, Parents , Coaches, or Officials of a Program must display appropriate conduct while operating activities on City facilities. Continuous failure to do so could result in the termination of the right to use City facilities . All Programs must enact and enforce a policy of ZERO tolerance for abusive behavior while at a Program event on-site or at an away facility. 3. The park belongs to all of the residents of Milton . All Programs are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard to all elements of the park. The Program is respons ible for cleaning the area around athletic fields , dugouts and walkways. This must be completed upon the conclusion of each activity. 22 4. Program representatives are responsible to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that such use as during bad weather would damage facilities or put participants at risk. 6. Bicycles , roller blades, skateboards, hover boards etc . are prohibited on walkways and other designated areas. 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10 :00 pm. The park lights will go off at 10:30 pm 8. Parks may not be used for golf practice. 9. Other than service animals, it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field. It is the owner's responsibility to remove any animal excrement deposited by their animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CITY OF MILTON PARK FACILITIES . 10. The use of unmanned aerial vehicles (UAVs) or drones is prohibited at all active parks within the City . 11 . Music may be played in the park at a volume that does not interfere with other activities. Any organization that receives a reasonable request to lower the volume must do so or risk cancellation of scheduled activities. All music played at the park must be in compliance with the current noise ordinances of the City. Music played must not contain inappropriate language (e.g., containing sexually explicit, degrading or violent words or themes) and must be family friendly. DJs are not permitted without a special use permit. 12. Synthetic multi-sport field rules & restrictions: a) No pets of any kind b) No food or beverages, including gum, seeds , nuts, sports drinks or soft drinks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes, spikes , etc. may be driven into the turf h) No metal or detachable cleats -only sneakers or molded plastic cleats i) No painting, chalking or marking field j) No vehicles, bikes, scooters, skateboards, roller-or inline skates, strollers or hover boards k) No grills, fireworks or fires of any kind I) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed, NOT DRAGGED n) Do not throw, kick , hit or whip a ball into surrounding fences 13. Questions , recommendations, complaints, etc. regarding park facilities and operations should be directed to the Department -678-242-2489 or jim.cregge@cityofmiltonga.us 23 EXHIBIT "D" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEO RGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C .G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registere d with, is authorized to use and uses the federal work authorization program commonly known as E-Verify , or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C .G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by 0.C.G.A. § 13-10-91 (b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as fo llows: eVerify Number Date of Authorization Name of Contractor Name of Project City of Milton , GA, __________ _ Name of Public Emp loyer 24 I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on c-lA.tv ,2.-'1-, 202/J:;in J,A.1 (EV~ (city), Signature of Authorize "'-'--'~,_, or Agent ~~t'l ; G U)(~NJ ~ {) ~<;1 c§.qJ ,- Printed Name and Tit le of Auth rized O fficer or Agent My Commission Expires: __ ·7,+1/_J~l/'-"-2_o_2.._0 ____ _ I 7 STATE OF GEORGIA CITY OF MILTON EXHIBIT "E" SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C .G .A. § 13-10-91 , stating affirmatively that the individual , firm or corporation which is engaged in the physical performance of services under a contract with ______ on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E-Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore , the undersigned subcontractor will continue to use the federa l work authorization program throughout the contract period , and the undersigned subcontractor will contract for the physical performance of services in satisfac tion of such contract only with sub-subcontractors who present an affidavit to the subcontractor with the information required by O .C .G .A . § 13-10-9 1 (b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub-subcontractor to the contractor within five (5) business days of receipt. If the unders igned subcontractor receives notice that a sub-subcontractor has received an affidavit from any other contracted sub-subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows :rJ (-{!c- eVerify Number Date of Au t horization Name of Subcontractor Name of Project City of Milton, GA. __________ _ Name of Public Employer 25 I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on -'--,.\..,_A-N-'-'-"---' 1--°½-202~ in {~L-Ct)y(J (city), Signature of Author d Off r or Agent M IL -tGr;;, ,b , Lf)L ~f/vU Printed Name and Title of Authorized Officer or Agent OUTSIDE PROVIDER FACILITY USE AGREEMENT This agreement, made this ---~day of _____ , 20 __ , by the City of Milton {"City") and *M-TTiNlfS S'p0~~ a Georgia non-profit corporation called the "PROVIDER ." Witnesseth: In consideration of the mutual agreements contained in this document, the City and PROVIDER agree as follows: 1. The PROVIDER agrees to provide a youth sports program (organized league play), to wit ·~s1L.8f~All as a service for the City in accordance with applicable policies and procedures for youth sports providers operating on City property or City leased facilities . 2. The term of this agreement will begin JANUARY 1, 2020 and continue through DECEMBER 31 , 2020. A new agreement must be signed for each calendar year. 3. The City hereby authorizes the PROVIDER to use fields and facilities as listed below: The authorization provided by this agreement includes use of all support structures (dugouts , lights , concession stands , storage facilitie s, bleachers, batting cages, fencing , basketball goals , lacrosse goals , etc .) for approved league play unless otherwise specified. The PROV IDER is authorized to use the facilities at the following dates and times : WEEKDAYS: FROM s;x> AM~O 0 ~>v A¥/fJP SATURDAYS : FROM ~PM TO ~:00 AMtfEJ) SUNDAYS : FROM l~o AM/f[j>rO '7 :~ AM{fiJ) DATES: L{ t {--w2,,o 7u \ 7 ... {3, /wU> For Spring programming at Bell Memorial Park and/or Cox Road, ALL field usage will end on the first Sunday after July 4th for field renovations. 26 4. In consideration for the usage of the facilities, the PROVIDER agrees to a direct payment to the City of 15% comm ission on all registration fees and 100% of all applicable non -resident fees . 5. The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program . This database will be used for the purpose of the City conducting an end of season quality survey . The City will share the results with the PROVIDER . The PROVIDER must maintain a favorable quality rating in 75% of the survey responses . Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 6. The PROVIDER is permitted multiple advanced level (non-rec reation level) teams provided that no advanced level team displaces a single recreation-level partic ipant or team and the advanced leve l teams must be made up of at least 50% City of Milton residents. Tryouts must be open to all, advertised in the appropriate media for the sport involved . The 50% Milton residency requirement must be verified by the City prior to formation of an advanced level team . 7. The PROVIDER agrees the facilities will be used in a safe manner, and in compliance with all applicable federal and state laws and City ordinances, rules and regulations. 8. The PROVIDER shall ensure that its coaches satisfy the certification and training requirements set forth in Exhibit A. INITIALED: \Lv 9. PROVIDER shall not cause or permit damage or injury to the facilities . No a lteration, addition, or improvement to the facilities shall be made by the PROVIDER without prior written consent from the City. Such alterations , additions, or improvements shall become and remain City property. 10 . The City may enter the facilities at any time during the period of this agreement for inspection or supervision as deemed necessary . 11 . The PROVIDER shall indemnify and hold harmless the City, its elected and appointed officers , agents , servants and employees, from and against any and all claims , demands, or causes of action of whatsoev er kind of nature, and the resulting losses , costs , expenses, reasonable attorneys ' fees , including paralegal fees , liabilities , damages, orders , judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or th is agreement or the willful or negligent acts, errors, or omi ssions of the 27 PROVIDER or its agents, officers , volunteers or employees . The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect. 12 . It is the understanding of the City and the PROVIDER that nothing contained in this agreement shall be interpreted to assign to t he PROVIDER any status under this agreement other than that of an independent PROVIDER . This Agreement does not create an employee/employer relationship between the Parties . It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a City employee for all purposes , including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business , that it has made its own investment in its business , and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the City and the City will not be liable for any obligation incu rred by PROVIDER , including but not limited to unpaid minimum wages or overtime premiums. 13. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees. 14 . For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective addresses : PROVIDER NAME : ~ G ~/CY'Tl/41.J ADDRESS : / d-C/'bo Ct'1th's/l ';).9/cF l?-c>,4-1) I 7 CITY/STATE/ZIP: A-2,~ G& gouoy: PHONE : L;/lJ~ .--~c) 9/ /~P,C WEBSITE : www. hA1,h-101/.:SpOAfc;.. /II &: r ~ I EMAIL : /cc, hA1(t'«1cS;;>or1,,rs C 7 1111H· 1. ~IY'-> 28 CITY: City of Milton Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton , GA 30004 678-242 -2489 www.cityofmiltonga.us jim .cregge@cityof miltonga. us 15 . This agreement may be executed in counterparts, each of which shall constitute an original. 16 . The City has designated the Director of Parks & Recreation o r his/her designee for the City as its contact person , coordinator, and liaison person with the PROVIDER in the execution of the terms of this agreement. 17 . The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City. 18. The PROVIDER may not deny participation in any park or program based on race , color, national origin , religion , sex , gender, sexual orientation, marital status, physical or mental disability, political affiliation , age, or any other factor which cannot be lawfully or appropriately used as a basis for such denial. 19 . The PROVIDER agrees to adhere to all relevant City policies and procedures including, but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable) in effect as of the date of this Agreement (which policies and procedures the PROVIDER has received and reviewed) or as may be duly adopted by the City during the term of this Agreement. 20. The PROVIDER will adhere to fee policies set by the City, including fees that may not yet be currently established. 21. This Agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This Agreement shall be construed under and governed by the laws of the State of Georgia . This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this Agreement only by written instrument signed by each of the parties hereto . Failure by either party to enforce a provision of this Agreement 29 shall not constitute a waiver of that or any other provision of the Agreement. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City 's Athletic Association Organizational Manual or Agreement for Outs ide Providers , that term or condition shall govern that the City determines, in its sole discretion , to be most beneficial to the City . 22 . The PROVIDER acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the PROVIDER under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and further due to the fact that the recreation fees generated from the availability of such fields , the PROVIDER is subject to the Open Records and Open Meeting laws of the state of Georgia . The PROVIDER agrees to comply with those laws. To the extent that the PROVIDER is uncertain or needs assistance as to proper compliance with such laws, the City may provide assistance and guidance, but not legal advice, regarding same . The PROVIDER further agrees that all books and records of the PROVIDER shall be made available to the City of Milton as and when requested for review or audit. 23 . City shall have the right to terminate this Agreement upon failure of PROVIDER to perform its obligations to the reasonable satisfaction of City. Prior to exercising this right of termination , City shall provide PROVIDER with a written notice specifying PROVIDER 's failure to perform, and providing PROVIDER with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the Ci t y, to cure its deficiency. In the event that PROVIDER fails to cure the deficiency, or in the event of any subsequent failure to perform, City shall have the right to immediately terminate the Agreement by providing written notice of termination to PROVIDER. PROVIDER shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of PROVIDER . Prior to exercising this right of termination , PROVIDER shall provide City with a written notice specifying City 's failure to perform , and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the PROVIDER , to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform , PROVIDER shall have the right to immediately terminate t he Agreement by providing written notice of termination to C ity . 30 Either party may terminate this Agreement at any time for convenience upon thirty (30) days written notice to the other party. I hereby acknowledge and understand that the PROVIDER, which I am authorized to represent, will abide by and comply with the terms and conditions set forth in this Facility Use Agreement as well as all of the applicable policies , procedures, guidelines, and rules of the City. I understand that failure of the PROVIDER or any of its members to comply with any applicable requirement may result in termination of this Agreement with the City. PROVIDER : Name : ffl? ~' G 0J l6YY!tM) (Typed or Printed) Date: /2 '-L UJ2AJ l Attest : --------- PROVIDER Secretary Na m e : _________ _ (Typed or Printed) Date : ---------- [AFFIX CORPORATE SEAL] CITY : 31 By: _________ _ Steve Krok off, C ity Manager City of Milton Date: --------- Ratified by City Council : By : _________ _ Joe Lockwood Mayor, City of Milton Date : --------- EXHIBIT A [This exhibit to be modified on a case-by-case basis to reflect the varying nature of coaching certifications in different sports.] PROVIDER must require that a minimum of one ( 1) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics: NYSCA, Simply the Best, A.C.E., A.C.E.P., Doyle, GHSA, GYSA, US Youth Soccer, Higher Ground, US Lacrosse Association, USA Football, National Cheerleading Association. The PROVIDER may submit a written request to the City for the approval of other certifications. Records of certifications are to be sent to the Parks & Recreation Department within two weeks of the season start. SPORT: -~-'-~-~ __ ,..._~_a_l( ______________ _ ACCEPTABLE COACHING CERTIFICATIONS: 32 HALFTIME SPORTS/CITY OF MILTON PROGRAM DATES Travel Team Basketball Tryouts January 19, 2020 Location: Hopewell MS Spring Sunday Program/League (50 participants -$100} March 21,28 April 18, 25 May: 2, 16 Location: Hopewell Middle School (2:00-7:00pm) City of Milton Summer Camps (20-50 participants -$100) June 1 -5, 2020 June 8 -12, 2020 June 15 -19, 2020 June 22 -26, 2020 June 29 -July 3, 2020 July 13 -17, 2020 July 20-24, 2020 July 27 -31, 2020 City of Milton Fall Sunday Program August 16, 23, 30 September 13, 20, 27 October 4 Location: Hopewell Middle School (2 :00 pm -7:00 pm) City of Milton Winter Recreation Basketball Camp October 11 Location: Hopewell Middle School (2 :00 pm -7:00 pm) City of Milton Winter Recreation Basketball Evaluations October 17-18 Location : Hopewell Middle School (1 :00 pm -6:00 pm) City of Milton Winter Recreation Basketball Practices Begin November 2 Locations: Hopewell Middle School, Northwestern Middle School, Cogburn Woods Elementary, Crabapple Crossing Elementary, (6 :00 pm-9 :00 pm) City of Milton Winter Recreation Basketball Games December 5, 12 (Off December 18 -January 5 due to Winter Break) Locations : Hopewell Middle School, Northwestern Middle School, Cogburn Woods Elementary, Crabapple Crossing Elementary, Birmingham Fall Elementary School, Crabapple First Baptist Church (8 :00 am -6:00 pm Weekends and 6 :00 pm-9:00 pm Weekdays) Playoffs: February 8-23 (Presidents' Day is February 15th -gym usage on February 13 th ?) Locations : Hopewell Middle School, Northwestern Middle School, Cogburn Woods Elementary, Crabapple Crossing Elementary (8:00 am - 4 :00 pm Weekends and 6:00 pm-9:00 pm Weekdays) League Challenges Coaches complaining about team selections Different Rules for NW Ga Basketball and Halftime Sports SPRING LEAGUE 2019 Welcome to the Halftime Sports/City of Milton Spring Youth Basketball Development League. Our professional coaches and staff will assist in getting your student-athlete better on the court with specific basketball drills and game play. Play ers will partake in drills and skills , then will play full games. Dates: Sunday , March 22 , 29: April 19 , 26 ; May 3, 17 , 2020 Location: Hopewell Middle School Times : K/lst & 2nd/3rd grades: 2:00 pm 4th-5th grades: 3:00 pm 6th-7th grades : 4:00 pm 8th & Up: 5:00 pm Minimum: 50 Campers Discover why Halftime Sports/City of Milton "Hoops City" basketball camps have become one of the most respected basketball programs throughout the country. ·'' Learn how to become a pure shooter ,,., Perfect your offensive moves ·;;, Sharpen you ball handling skills -~ Improve your defense ·i Advance your overall basketball understanding ·i All while having fun! -~ We want you to gain the edge this season. Each camp is different and includes competitive drills and games. The goa l is to teach and cha ll enge players in a fun and encourag in g environment. -~ Campers are placed in age specific groups ~ Camps throughout Summer Our cams are known for our proven transformation process, habit training , coaching eva luati ons , interactive one on one skills development, se lf-visualization techniques, communication and leadership training, full court games designed for player transformation , training on reading defense and attacking the basket, attitude and cutting-edge sports technique . We offer camp ski ll training for beginners to serious players. All ages/grades are welcome .... you are never too young to learn! Along with the "Leaming Process ," our Halftime Sports team will conduct in-camp interactive games which will include prizes and lots fun! Learn ways to improve your confidence leve l and overall games. Get better this summer at Halftime Sports/City of Milton "Hoops City " Basketball Camps Camp Dates June 1 -5, 2020 (Drillz & Skillz) June 8-12, 2020 (Dale Ellis Shooting Camp) June 15 -19 , 2020 (Hoops 2 Dunk Cancer Camp) June 22 -26 , 2020 (To Be Named) July 6-10 , 2020 (1,000 Shots Club Camp) July 13 -17 , 2020 (Starting 5 Camp) July 20 -24 , 2020 (To Be Named) Location: Northwestern Middle School Boys & Girls 5-14 Cost: $100 -$125 https://halftimes ports.net/camp s leagues/summer-camps/ Campers: 50 per camp UTABLISIICO 2006 day Fall Basketball "Great Preparation for Winter hoops programs" The Spalding-Halftime Sports SUNDAY FALL Development Basketball Program (presented by City of Milton ) is for players w ho want to improve their overall game in a contro ll ed , game-like condition , while being taught and coached the basi c fundamentals of basketball in a fun env ironm ent. The Halftime Sports/City of Milton Sunday FALL Development Basketball Program promote s leadership skills amongst players and promises eq ual playing time with all players. Thi s unique hoop vehicle allows a place for players to "Just" play, be creative and enhance their skills. Our instructors will provide a pre-game development session and then start the games . Players will play in age specific gro up s and will be assigned teams, which will play every Sunday Night in a organ ized , professional and safe environment. This wi ll be the best, exciting overall de ve lopment of ba sketball a player can recei ve during the Fall season. If your player wants to play better in his/her rec league or feeder team, then this is for Him/Her! When: Sunday Afte rnoon Dates: Augu st-September 2020 (7 Exciting Weeks , excludes Labor Day) Times: (Each age gro up wi ll play at a pre-determined time s lot for one ho ur each week) 2:00 K -2 nd ; 3 rd -4th ; 3:00 5th -6th ; 4:00 7 th -8th ; 5:00 High School Location : Hopewell Middle School , 13060 Cogburn Road , Alpharetta, GA 30004 Age Groups: 1st -9th Boys/Girls (P layers w ill pl ay in age specific gro up s) Maximum Players: 70 tota l Cost: Only $100 p er player (for 7 exc itin g weeks) BASKETBALL LEAGUE The Best Winter Recreation Basketball League in Georgia!! Grades: K -High School Boys and Girls (2 nd-5 th grades) Practice/Game Locations: Crabapple Crossing Elementary , Cogburn Woods Elementary , Birmingham Falls E lem entary , Summit Hill Elementary , Hopewell Midd le School and Northwestern Midd le School Games: Saturdays Start : l st Saturday December 2020 Ends: Last Saturday February 2021 Evaluations: Mid October 2020 Free Camp: Early October 2020 All Star Day : Mid-January 2020 Playoffs for all Grades /Divisions Fee: $100 TO: FROM: MILTON'* ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager j) AGENDA ITEM: Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Starr Petronella Photography, LLC to Provide Recreation Photography Classes. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (-�IA PPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (.YES () NO CITY ATTORNEY REVIEW REQUIRED: (IES () NO APPROVAL BY CITY ATTORNEY: (4✓APPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 01161 t'u 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltongo.us To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 5, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Starr Petronella Photography, LLC to Provide Recreation Photography Classes. ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of the Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Starr Petronella Photography, LLC. Executive Summary: Starr Petronella Photography will offer classes, workshops, and photography centered children’s camps to the residents of the City of Milton. All classes and workshops will take place at Community Place (downtown Crabapple) or Bethwell Community Center. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City for all programming offered at City facilities. Alternatives: If this contract is not approved, we will have to research to find another photography provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Starr Petronella Photography, LLC. ES TABLlSHED 2006 2020 CITY OF MILTON PARKS & RECREATION DEPARTMENT AGREEMENT FOR OUTSIDE PROVIDERS & FACILITY USE AGREEMENT Starr Petronella Photography LLC THIS IS AN AGREEMENT, made this _ day of ____ , 2020, between: THE CITY OF MILTON, a municipal corporation organized and operating under the laws of the State of Georgia, acting by and through its governing authority, the Milton Mayor and City Council , and with a business address of 2006 Heritage Walk , Milton, Georgia 30004, hereinafter referred to as the "CITY." and Starr Petronella Photography LLC hereinafter referred to as "PROVIDER". CITY and PROVIDER may hereinafter collectively be referred to as "the Parties". In consideration of the mutual obligations of the Parties and for good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1.0 PROVIDER's Services and Responsibilities 1.1 PROVIDER shall conduct services generally described as YOUTH & ADULT PHOTOGRAPHY LESSONS, CLASSES AND CAMPS at the following locations: BETHWELL COMMUNITY CENTER, COMMUNITY PLACE 1.2 The PROVIDER's services shall be performed during the days and hours described in Exhibit "A," attached hereto and incorporated herein by reference . 1.3 The PROVIDER and The Director of the Parks & Recreation Department (hereinafter referred to as the "Department") or his designee, will coordinate the program schedule, which will be approved by Department Director, or his designee, at its sole discretion. Proposed program schedules shall be provided to the Department at least 30 days prior to the start of the activity. 1.4 All registration fees shall be fair and equitable to all participants. (Execution of this Agreement by the City sha ll act as a finding that the fees proposed in Exhibit "A" are fair and equitable; any fees not described in Exhibit "A" shall be determined fair and equitable in the reasonable discretion of the Department Director or his designee). The fees charged to each participant will be as described in Exhibit "A" for residents of MILTON , and a surcharge of 50% more will be charged to each participant who is not a resident of MILTON , up to a cap of $90 .00 . The entire balance of this surcharge for non-residents shall be paid to the CITY. l .5 The PROVIDER can make available a reasonable number of scholarships for participants requiring assistance . Scholarships offered to residents of the City of Mi lton will result in no payment of commission on the registration to the City of Milton . Scholarships offered to participants who are not residents of the City of Milton will result in no payment of commission on the registration to the City of Milton , however, the PROVIDER is responsible to pay the City non-resident fees for non-resident scholarship recipients to the City . The PROVIDER is responsible for identifying participants who have received a scholarship from the PROVIDER. 1.6 The PROVIDER warrants to CITY that it is not insolvent, it is not in bankruptcy proceedings or receivership, nor is it engaged in or threatened with any litigation or other legal or adm inistrative proceedings or investigations of any kind which would have an adverse effect on its ability to perform its obligations under this Agreement. 2 1.7 The PROV IDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement. The PROVIDER stipulates and certifies that it is qualified to provide the programs it is hired to provide, maintains the education and required licenses or permits necessary to provide the programs, and shall continue to maintain such licenses or permits during the term of this Agreement. 1 .8 This Agreement is considered a non-exclusive Agreement between the Parties. The CITY shall have the right to purchase the same kind of services to be provided by the PROVIDER from other sources during the term of this Agreement. The PROVIDER is not precluded from providing the same or similar services for other parties so long as such other engagements do not interfere with the PROVIDER'S provision of services to the CITY. 1.9 The DEPARTMENT must approve any promotional material, flyers, and posters advertising the programs prior to its release. The following content and topics shall specifically be prohibited: sexually explicit materials, profanity, child pornography, alcoholic beverages, tobacco products, adult movies, adult book/video stores, adult entertainment establishments, massage parlors , pawn shops, and tattoo parlors or shops. 1.10 The PROVIDER shall not promote any privately-owned business in a CITY park/facility or solicit any participant in a CITY park/facility activity for any private ly-owned business . The PROVIDER may not use said facilities to conduct personal business, including but not limited to workshops, clinics, seminars, camps, private sessions , or any other activities that are outside the scope of service described in Exhibit "A". It is further understood that such improper/prohibited action(s) may resu lt in immediate termination of this Agreement and the forfeiture of all compensation due or authorized for payment to the PROVIDER. l .11 The PROVIDER shall abide by the policies , procedures, rules and regulations of the DEPARTMENT, the CITY, and the FULTON COUNTY BOARD OF EDUCATION as promulgated from time to time. PROVIDER understands and agrees that the DEPARTMENT shall have first priority for use of CITY facilities, notwithstanding any other provisions of this Agreement. 1.12 All assistants, substitutes, and subcontractors utilized by the PROVIDER must have prior written approval of the DEPARTMENT. 1 .13 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the programs obey all applicable policies , procedures , Rules and Regulations. l .14 The DEPARTMENT or CITY may require that the PROVIDER not be permitted to utilize specific assistants, substitutes, or subcontractors of PROVIDER who have failed to follow any policies, procedures, rules or regulations applicable to the use of the facility . 1.15 Although the CITY shall not control the PROVIDER's techniques, methods, procedures, or sequence of instruction , the PROV ID ER wi ll comply with the CITY's and DEPARTMENT's policies, rules, regulations, ordinances and procedures (Exhibit "C"), as well as those of the FULTON COUNTY BOARD OF EDUCATION (if operating on Board of Education property), and shall not interfere with their operation , nor harm or damage the equipment or facilities afforded to PROVIDER for his/her programs, nor otherwise disrupt the other on-site activities being offered at such public facilities . 1.16 The PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under the PROVIDER's charge. 3 1.17 If the PROVIDER will be providing services directly with minor children without parental supervision, the PROVIDER shall, prior to commencing services under this Agreement, comply with the CITY's poli cy regarding crimina l background screening. The CITY wi ll furnish the PROVIDER with a background release form (Exhibit "B"), which must be completed and executed by and for all of the provider's counselors, coaches, volunteers, subcontractors, employees or a ny other individua ls t hat will come in contact wi t h a child, and background checks will be completed at the PROV IDER's sole expense. A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER's employees or any individual who will come in con t act w ith a child at the C ITY through PROVIDER or at PROVIDER's direction, such form authorizing the CITY to conduct a search of each such individual's criminal background. The result of such inquiry may be deemed acceptable by the C ITY in its sole and complete discretio n, and the C ITY may reject any individua l fr om participating in any program based upon such results. If the PROV/DER has recently had a background screening conducted by another agency, the CITY, at its sole discretion , may accept that background screening and waive the requirement of a new background screening. PROVI D ER and its employees must also execute a Waiver and Release of Liability holding the CITY and FULTON COUNTY BOARD OF EDUCATION harmless. 1.18 It is the responsibility of the PROV IDER to ensure that 100% of their coaches and volunteers complete al l legally mandated reporter training programs before being perm itted to volunteer or coach. 1.19 The CITY may require all participants in all programs to sign a Waiver and Release of Liability . 1.20 The PROVIDER shall only use the facilities identified by the CITY , and such use shall be limited to CITY des ignated activities. 1.2 1 The PROVIDER shall not sublet any CITY facilities to any entity. 1 .22 The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the fami lies of all of the participants in t he program. This database will be used for the p u rpose of the Ci t y co nducting an end o f season quality survey. The City will share the resu lts wit h the PROV IDER. The PROVIDER must main t ai n a favorab le quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 1.23 The PROVIDER agrees to continua ll y strive to grow the program(s) it is operating. For the facilities provided, the ideal number of participants is identi fied below. PROVIDERS sha ll strive to grow to the idea l capacity and maintain that level of participation. Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and PROV IDER . Previous Season Participation : __ O~----------- Growth Goal for This Season: J Z.. ~DIL V-l-Mf ➔ 6 h IL.. LL-Ass~ 4 1.24 The PROVIDER is permitted multiple advanced level (non-recreation level) teams provided that no advanced level team displaces a single recreation-level participant or team and the advanced level teams must be made up of at least 50% City of Milton residents. Tryouts must be open to all , advertised in the appropriate media for the sport involved . Rosters for advance level teams must be submitted to the Department to verify the 50% Milton residency requirement prior to the formation of any advanced level team. 1 .25 The PROVIDER shall provide sport-appropriate certification and training to all paid and volunteer coaches. Additional certification requ irements may be described in the Facility Use Agreement. In addition, it is the responsibility of the PROVIDER to ensure that all of their program instructors , coaches, volunteer and professional , head coaches and assistants , complete the following basic training programs and background check requirements before being permitted to coach a team. PROVIDER must provide documentation of such training to the City upon request. • Background Check • Concussion Awareness Training • Mandatory Child Abuse Reporting Training • Weather Policies and Procedures • Heat and Hydration Guidelines • Cold Weather Policy 1.26 The Provider shall agree to the Field Playability, Weather Policies and Procedures , Hea t and Hydration Guidelines and Cold Weather Policy below. Field Playability The Department will determine if fields are playable. Programs will be notified as early as possible if the fields are not playable. Programs are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City's normal business hours, the Program is responsible for determining field playability. Programs are expected to exercise good judgment in determining if a field is playable, keeping the safety of the players foremost . The City shall maintain a weather hotline at 678 -242-2533 to help communicate the status of the fields. The City also will update field conditions on the City website shown below (but does not guarantee the website will updated in real time, as delays in updating may occur): https : //www . c ityof m iltonga . us/parks-recreation/ athletics/ Bell Memorial Park For the safety of all, the City of Milton uses a lightning detection system located on the roof of the maintenance building (beyond center field of field 5) to determine the safety of play in potentially severe weather at Bell Memorial Park . When lightning is detected, the system w ill t urn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields, the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe level, the strobe light will be turned off and there will be three shor t blasts from the siren. At this point, play may be resumed unless Department staff direct otherwise or the actual conditions on the field remain unsafe . Failure to adhere to this requirement could result in the termination of the Faci li ty Use Agreement. 5 If the ligh tning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system, refer to the rules below for the Fulton County School fields . Fulton County School Fields Upon visual or audible evidence of lightning or thunder, all participants are required to clear the field and seek shelter in a building or vehicle. Play will not be permitted until there is no visual or audible indication of thunder or lightning for a continuous 30 minutes. Every indication of thunder or lightning restarts the clock. Heat & Hydration Guidelines Providers that do not have their own established Hydration and Heat Guidelines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary, outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 degrees . Cold Weather Policy Providers that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows : If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the scheduled practice or game, it is recommended that the scheduled event be cancelled. If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled. Milton Parks and Recreation Department cancels and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Programs shall follow this procedure. 1.27 The PROVIDER is responsible to select qualified coaches for their program. Each Prog ram shall establish their own criteria to determine qualifications of coaches, such as coaching experience, past playing experience, etc. 1.28 The PROVIDER shall be a business that is properly registered with the Secretary of State 's office and have a business license issued by the local governing body. 1.29 The PROVIDER shall communicate to the Milton Parks and Recreation Advisory Board (PRAB) liaison(s) and Department liaison(s) any and all substantial changes in their program . For this purpose, a substantial change shall be defined as any change in the philosophy, mission , and organization of the PROVIDER which would impact the delivery of expected service to any and all program participants, current and future. This includes but is not limited to the following: • Addition/elimination of any age or skill level • Addition/elimination of any component of the overall program content (i.e. cheerleading, flag football, fast pitch softball, all stars, select, summer or winter league play, etc.) • Schedule of fees for participants • Anything that would be in direct conflict w ith existing City /Department policies 6 The Provider shall notify liaisons as soon as the idea for a substantial change is being considered. Upon notification by the PROVIDER, the PRAB and/or employee liaiso n shall communicate the information to the Department Director or his/her designee. Before any action shall be taken by the PROVIDER to implement the substantial cha nge, the PROVIDER may be required to prepare a written proposal outlining the planned change to include justification for the change; benefits of the change to the PROVIDER, the citizens of Milton , and the City; communication plan to inform the general public; timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc. It shall be at the sole discretion of the Department Director to determine if an in-depth writte n proposal shall be required. This will be determined on a case-by-case basis , depending on the nature of the proposed change. Any proposed fee change must be submitted in writing to the Department a minimum of sixty ( 60) days prior to the planned implementation. The Department shall determine the level of approval needed for the PROVIDER to implement the substantial change. The approval levels are noted as follows : a . The PROVIDER only b. Department Director or his/her designee c . Milton Parks and Recreation Advisory Board d. Milton Mayor and City Council 1 .30 Records of the PROVIDER or any members of the PROVIDER, that are prepared and maintained or received by the PROVIDER or any of its members in the course of providing services on behalf of Milton, are "public records" under the Open Records Act. Therefore, such records are subject to production if a request for such records is made under the Open Records Act. In the event that an Open Records Act request is delivered to the City of Milton for PROVIDER records pertaining to the service being provided on behalf of Milton, the City of Milton will require, and the PROVIDER agrees to provide, timely assistance in responding to such request . Upon receiving an Open Records Act request for PROVIDER records, the City of Milton will promptly forward the request to the PROVIDER . All responsive documents shall be provided to the City by the PROVIDER within 24 hours of the City's notification; or, if the records cannot be assembled that quickly, then within 24 hours the PROVIDER will identify what records are responsive and provide the City of Milton with a list of such records and a timeline for when the requested documents will be assembled and provided. Delivery of the Open Records Act request from the City to the PROVIDER may be delivered via email, or phone call. All Open Records request responses shall be emailed to the Director of Parks & Recreation or his designee (if specified in the communication relaying the request). ARTICLE 2.0 Equipment & Materials 2.1 All program materials and equipment needed or pertaining to the above stated programs will be provided by the PROVIDER at his/her own cost and expense. However, PROVIDER may require participants to obtain certain materials required in the programs by providing a list of such materials (with approximate costs) to the participants. If PROVIDER makes such materials available to participants, they must be sold at PROVIDER 's cost . All equipment provided by the PROVIDER shall be used in strict accordance with equipment manufacturer's instructions and in accordance with all applicable laws. PROVIDER shall coordinate storage of equipment with the principal of the school located at the facility, if applicable. 7 2.2 The sale of merchandise is restricted to those materials utilized in and for the programs, with the exception of fundraising activities, in which other appropriate items such as gifts and food/drink may be sold. Fundraising activiti es conducted by the PROVIDER will be permitted. The PROVIDER shall obtain the CITY's approval of any fundraising activities and sale of merchandise prior to its distribution or sale. 2.3 The CITY will provide no storage space to the PROVIDER, unless otherwise mutually agreed upon in a separate written agreement. 2.4 Any supplies or equipment left at the facility will be the responsibility of the PROVIDER. The CITY will not be responsible for any lost, stolen , or broken equipment or supplies. 2.5 The PROVIDER shall inspect the premises and equipment offered to him/her for his/her proposed activity, and if he or she finds anything wrong with the premises or equipment before each program commences that cannot be corrected immediately by the DEPARTMENT , the program shall be cancelled , and the matter reported to the DEPARTMENT for correction. If the PROVIDER elects to hold his/her programs in the facility provided, it will be presumed that the PROVIDER has inspected the premises and facilities and equipment provided for such programs and has accepted same as being safe and suitable for the use intended. 2.6 On all of the fields at Bell Memorial Park , blue tooth interfaces to the scoreboards have been installed. There is an opp available to interface with the blue tooth device which el iminates the need for the external scoreboard controllers. Go to www.singlescore.com for the opp. Scoreboard control boxes may still be used under the following guidelines: a. The PROVIDER must acknowledge use and responsibility of all scoreboard contro ll ers prior to the start of the season; b . Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; c. A minimum of thirty (30) days should be expected for all repairs ; d. The PROVIDER shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard contro ll ers; e. Scoreboard controllers must be stored at the park in the storage room; f. Scoreboard controllers are mated to specific scoreboards and must remain with their respective mate; and g. The PROVIDER must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. ARTICLE 3.0 Program Size Minimums: 3.1 ACTIVE: Program sizes shall meet the minimum numbers of participants for each program as designated in Exhibit "A." 8 ARTICLE 4.0 Compensation and Method of Payment 4.1 In consideration of the City authorizing the PROVIDER to furnish the services described herein and to keep a portion of the revenues obtained from furnishing such services (as provided herein), the PROVIDER agrees to furnish the services pursuant to the terms of this Agreement, includ ing but not limited to the releases and indemnities contained herein. Further, the CITY shall be entitled to a commission consisting of 15% of the registration fees paid by all program participants to the PROV IDER. In consideration for providing the services described herein, the PROVIDER shall be entitled to 85% of such fees paid, exclusive of the 50% non-resident surcharge described in Section 1.4. The 50% non-resident surcharge (capped at a maximum of $90.00) is fully payable to the CITY and shall not be included in PROVIDER's gross income calculation. PROVIDER shall be entitled to retain all non-registration fees paid by participants to PROVIDER, i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. For any programming scheduled at the PROVIDER'S location , no commissions will be collected. Further, Milton residents will be offered a discounted rate for specified programs. PROVIDER shall be entitled to retain all non-registration fees paid by participants to PROVIDER, i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. 4.2 The PROVIDER agrees to provide the CITY with schedules of fees to be charged to participants in conformance with Exhibit "A" and to collect all fees from participants. The PROVIDER will submit a completed registration report, to the CITY within 30 days of the close of registration for each program. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address, city, zip code, email address, age/program and resident registration rate . All PO Box addresses submitted will be considered non-residents . The Department will use the list to verify the resident status of registered players . The City will use the email address list to distribute an end of season Partic ipant Satisfaction survey . City shall not use the list to promote Department programs without prior consent of the PROVIDER. The PROVIDER is responsible for identifying participants who have received a scholarship such that they are not included on the City registration commission invoice. After the City has verified residency of participants, the City will issue an invoice to the PROVIDER for registration commissions and non-resident fees payable to the City and then send the PROVIDER an invoice, including supporting documentation, for the total amount due to the CITY. Payments will be made to the CITY within fifteen ( 15) business days of PROVIDER's receipt of each invoice. 4.3 It is the responsibility of the PROVIDER to pay all applicable local, state, and federal taxes associated with this Agreement, and to acquire and pay for all necessary permits, licenses, and insurance required for the execution of this Agreement. 4.4 PROVIDER is not allowed to require an admission fee or a parki ng fee to any PROVIDER event. For special tournaments and events, a team registration fee may be collected. The PROVIDER must obtain written approval from the Director of Parks and Recreation prior to the event where a team registration fee will be collected. ARTICLE 5.0 Independent PROVIDER 5.1 This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a CITY employee for all purposes , including but not limited to, the 9 application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER shall retain sole and absolute discretion in the judgment of the manner and means of carrying out PROVIDER 's activities and responsibil ities hereunder. The PROVIDER agrees that it is a separate and independent enterprise from the CITY , that it had full opportunity to find other business , that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums . 5.2 PROVIDER warrants that it has not employed or retained any company or person , othe r than a bona fide employee working solely for the PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person , company, corporation , individual or firm any fee , commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision , the CI TY sha ll have the right to terminate the Agreement without liability at its discretion , to deduct from the contract price, or otherwise recover the full amount of such fee, commission , percentage, gift or consideration. ARTICLE 6.0 Insurance 6.1 City shall not have any insurance obligations related to this Agreement, and PROVIDER shall not provide any service until all insurance required under this paragraph has been obtained and approved by the CITY . 6.2 Certificates of Insurance . Certificates of Insurance reflecting evidence of the requ ired insurance shall be filed with the CITY prior to the commencement of this Agreement. The Certificates of Insurance and endorsements for each policy are to be issued by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of the ir valid ity and incorporation into the policy is provided. Further, the PROVIDER shall provide complete certified copies of current insurance policy(ies) and/or a certified letter from insurance company(ies) if requested by the City. These Certificates of Insurance provided shall contain a provision that coverages afforded under these policies will not be cancelled until at least forty-five days (45) prior written notice has been given to the CITY. Policies shall be issued by compan ies au t horized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A-VI " in the latest edition of "Best Key Rating Guide", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied . In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreemen t, then in that event, the PROVIDER shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the ba lance of the period of the Agreement and e xtension thereunder is in effect. The PROVIDER shall not provide any service pursuant to this Agreement unless all requ ired insurance remains in fu ll force and effect. 10 6.4 Commercial General Liability insurance must be maintained for comprehensive coverage including for bodily injury and personal injury, sickness, disease and death, and property damage. Exposures to be covered are: premises, operations, and certain contracts. Coverage must be written on an occurrence basis , with the following limits of liabi lity: $1,000,000 $2,000,000 $1,000,000 Combined Sing le Limit -each occurrence Combined Single Limit -general aggregate Personal Injury PROVIDER shall have its insurer name the City of MILTON as an additional insu red on its General Liability policy. PROVIDER shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of this Agreement to comply with the statutory limits for al l employees, and in the case any work is sublet, the PROVIDER shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees are covered by the protection afforded by the PROVIDER. The PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability In surance. The following lim its must be maintained : A. B. Workers Compensation Emp lo yer's Liability Statutory $100,000 each accident $500 ,000 Disease-policy limi t $100 ,000 Disease-each employee If PROVIDER or its subcontractor claims to be exempt from this requ iremen t , PROVIDER shall provide CITY proof of such exemption; provided that C ITY may reject such claim, and CITY's acceptance of such claim shall not affect this obli gation should claim of exemption be determined inaccurate or false. 6.6 PROVIDER shall also maintain Directors and Officers insurance with limits of at leas t $500 ,000 .00, in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination, including sexual harassment; failure to accommodate disabilities; and claims alleging mental anguish and emotiona l distress. Claims-made coverage must cover the preceding six years or the length of time the Program has been operating in the City, whichever is less. The policy must include the City as an additiona l insured . 6.7 PROV ID ER shall include all subcontractors as insureds under its policies or shall ensure each subcontractor complies with the insurance requirements provided herein, including but not limited to naming the CITY as an additional insured. ARTICLE 7.0 Term and Termination 7.1 After a two (2) month trial period, the programs wi ll be evaluated by the DEPARTMENT , and the remainder of this Agreement wil l either be terminated or continue in full force and effect. If at any time after the two (2) month evaluation, program enrollment should fall below 11 the required minimum, the PROVIDER will be allotted four (4) weeks to bring enrollment up to the required minimum. The programs will be reevaluated at the close of this four (4) week period, at which time the CITY may terminate this Agreement if the requirements herein have not been met or the CITY is otherwise unsatisfied with the program in its sole discretion. 7.2 The term of this Agreement shall commence upon the date of execution hereof and shall remain in effect until December 31, 2020, unless terminated sooner as provided in this Article. Renewal of this Agreement beyond said term shall require the mutual written agreement of the CITY and PROVIDER. 7.3 PROVIDER's violation of any term set forth in this Agreement may resu lt in termination of this Agreement by written notice. This Agreement may also be terminated by the CITY for convenience and at the sole and exclusive discretion of the CITY upon giving of at least thirty (30) days prior written notice of termination to the PROVIDER at the PROVIDER's address set forth herein. This Agreement may be terminated by the City immediately by written notice to PROVIDER upon any willful , reckless, or grossly negligent act or omission by PROVIDER or any of its officers, agents, employees, or volunteers. 7.4 This Agreement may be terminated by PROVIDER upon giving at least thirty (30) days written notice of termination to the CITY. 7.5 PROVIDER must notify the DEPARTMENT in writing of any program cancellations at least ten ( 10) business days prior to the scheduled cancellation. 7.6 CITY reserves the right to cancel or reschedule any of the PROVIDER's programs in the case of scheduling conflicts or other emergencies, as determined by the DEPARTMENT. 7.7 Upon termination or expiration of this Agreement, PROVIDER shall provide payment to the CITY of any commission or surcharge due up to the termination date. 7.8 The rights and remedies of the CITY and PROVIDER provided under this Article 7 are in addition to any other rights and remedies provided under this Agreement or at law or in equity. ARTICLE 8 .0 Indemnification 8.1 PROVIDER covenants and agrees to take and assume all responsibility for the services provided in connection with this Agreement. PROVIDER shall defend, indemnify and hold harmless the CITY and the FULTON COUNTY BOARD OF EDUCATION, and the CITY and FULTO N COUNTY BOARD OF EDUCATION's trustees, elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents and volunteers (individually an "Indemnified Party" and collectively the "Indemnified Parties") from and against any and all claims, suits , actions, judgments, injuries, damages, losses , costs, expenses and liability of any kind whatsoever, including but not limited to attorney's fees , paralegal fees , and costs of defense ("Liabilities"), which may arise from or be the result of alleged willful, negligent or tortious conduct arising out of the performance of services described herein , or operations by the PROVIDER, any subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, regardless of whether or not the act or omission is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party . Such obligation shall not be construed to negate, 12 abridge, or otherwise reduce any o t her right or obligation of indemnity which would otherwise exist as to any party or perso n described in this provision . In any and all claims against an Indemnified Party by any employee of the PROVIDER, its subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount o r type of damages, compensation or benefits payable by or for the PROV IDER or any subco ntractor u nder workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts . 8.2 The Parties understand and agree t hat the covenants and representations relating to this indemnification provision shall su rv ive t he term of this Agreement and continue in full force and effect as to the PROVIDER 's responsibili t y t o indemnify . AR TIC LE 9.0 Americ ans with Disabilitie s A ct: Nondis crimination 9.1 PROVIDER shall not discriminate against any person in its operation and activities in its use or expenditure of the funds or any portion of the funds provided by this Agreement and shall affirmatively comply with all applicable provisions of the Americans With Disab ilities Act ("ADA"), in the programs w hile providing any services funded in who le or in part by the CITY, including Titles I and II of the ADA and all applicable regulations, guidelines , and standards . 9.2 PROVIDER 's decisions regarding the delivery of services under this Agreement shall be made without regard to or consideration o f race, age, religion , co lor, gender, sexual orientation , national origin, mari t a l status , p hysical or mental disab ili ty, politica l affiliation, or any o t her factor which cannot be lawfully or appropriately used as a basis for deli very of service . 9.3 In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d , section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans wit h Disabilities Act of 1990, 42 U.S.C. § 12132 , and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, PROVIDER , for itself , its ass ignees and successors in interest, will not discriminate against any employee or applicant fo r employment, any subcontractor, or any supplier because of race, color, creed, national origin , gender, age or disability . In additi on , PROVIDER agrees to comply w ith all applicable implementing regulations of the laws cit ed above, and sha ll include the provisions of this paragraph in every subcontract for services contemp lated under this Agreement. 13 ARTICLE 10.0 Miscellaneous 10.1 No modification, amendment, or a lteration of the terms and conditions con t ained shal l be effective unless contained in a written document e xecuted by each party with the same formality and equa l dignity herewith. 10.2 This Agreement is not transferable or assignable, and PROVIDER agrees not to delegate, trans f er or assign t he performance of any services ca ll ed for in the Agreement without p rior e xpress written consent from the C ITY. As to any approved subcontractors, the PROV IDER sh a ll be so lely respo nsib le for reimbursi n g them, and the CITY sha ll h ave no obligation to them. 10 .3 This Agreement sets forth the fu ll and complete unders t anding of the Part ies as of the effective da t e , and supersedes any and all negotiat ions , agreements, and representations made or dated prior t o this Agreemen t . 10.4 The PROV IDER shall pay reasonable attorney's fees to the City should the City be requ ired to incur attorney's f ees in enforc ing t he provisions of this Agreement. 10 .5 Time is o f the essence of th is Agreement. 10.6 The individ u a l e xecuting th is Agreement on beha lf of PROVIDER agrees and represents that he is au t horized to e xecute t his Agreement on be h a lf of the respective entity and has obtained all necessary approvals to e xecute and b ind PROV IDER to the terms of this Agreemen t. Accordingly, t he City and PROVIDER both waive and re lease any right to contest the enforceability of t his Agreement based upon the e xecution and /or approval thereof. 10.7 Nondiscrimination: In accordance with Title VI of t he Civil Rights Act, as amended, 42 U.S.C. § 2000d , section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 610 2, section 202 of the Americans wit h Disab ilities Act of 1990, 42 U.S.C. § 12 132, and all other provisions of Federa l law, the PROV IDER agrees that, during performance of this Agreement, Consultant, for it se lf, its assignees a n d successors in interes t , w ill not d iscrimina t e against any employee or applicant for employment, any subcon t ractor, or any supplier because of race, color, creed, national origin , gender, age or d isability. In additio n, PROVIDER agrees t o comply w ith all applicable implementing regulations and shall include t h e provisions of this Section in every subcontract f or services con t empla t ed under this Agreement. 10 .8 Books , records, documents, account ledgers, data bases , and similar mat eria ls re lating to the services perf ormed under t his Agreement {"Records") sha ll be established and maintained by PROV IDER in accordance with requirements prescribed by the CITY and applicable law. Upon request, t he PROV IDER shall furn ish t o th e C ITY any and all Records related to ma t ters covered by t his Agreement in the form requested by the CITY . The PROVIDER wi ll perm it the CITY or CITY's representative {s) to audit , e xamine , and make e xce rpts or transcripts from such Records, and to audit all contracts, invoices , materia ls, payro lls , records of personnel , conditions of employment and/or data relating to all matters covered by this Agreement. All commun ications relating to the day-to-day activities of the program shall be e xchanged between TOM MCKLVEEN for the CITY a n d Starr Petronel la for the PROVIDER. A ll other notices, requests, demands, writings , or correspondence, as required by t his Agreement, shall be in writi ng and shall be deemed rece ived, and shall be effective, when: { 1) personally delivered , 14 or (2) on the third day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO THE CITY shall be sent to: Jim Cregge Parks and Recreation Director, City of Milton 2006 Heritage Walk Milton, GA 30004 NOTICE TO THE PROVIDER shall be sent to : 10.1 O No failure by the CITY to enforce any right or power granted under this Agreement, or to insist upon strict compliance by PROVIDER with this Agreement, and no custom or practice of the CITY at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the CITY's right to demand exact and strict compliance by PROVIDER with the terms and conditions of this Agreement. Further, no express waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. 10.11 Pursuant to O.C.G .A. § 13-10-9 1, the CITY shall not enter into a contract for the physical performance of services unless the PROVIDER shall provide evidence on CITY-provided forms, attached hereto as Exhibits "D" and "E" (affidavits regarding compliance with the E-Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71 ), that it and PROVIDER's subcontractors have registe red with, are authorized to use and use the federa l work authorization program commonly known as E- Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G .A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period. The PROVIDER hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "D", and submitted such affidavit to CITY . Further, PROVIDER hereby agrees to comply with the requirements of the federal Immigration Reform and Contro l Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Rule 300-10-1-.02. In the event the PROVIDER employs or contracts with any subcontractor(s) in connection with the covered contract, the PROVIDER agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13-10-91 and Rule 300-10 -1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "E", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to 15 provide such an affidavit. If a subcontractor affidavit is obtained, PROVIDER agrees to provide a completed copy to the CITY within five (5) business days of receipt from any subcontractor. PROVIDER agrees that the employee-number category designated below is applicable to the PROVIDER . _X_ 500 or more employees. 100 or more employees. Fewer than 100 employees . PROVIDER hereby agrees that, in the event PROVIDER employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G .A. § 13-10-91, the PROVIDER w il l secure from the subcontractor(s) such subcontractor(s') indication of the above employee-number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and fede ral law and sha ll be construed to be in conformity with those laws. 10.12 PROVIDER represents that it has reviewed and become familiar with this Agreement and has notified the CITY of any discrepancies, conflicts or errors herein. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises , this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the event of a conflict as to the duties and responsibilities of the Parties under this Agreement, this Agreement shall govern over any Exhibit , and the Exhibits shall govern in the order attached hereto. In the event of any conflict among the terms and conditions contained in this Agreement and the Facility Use Agreement, that term or condition shall govern that the C ity determines, in its so le discretion, to be most beneficial to the City. 10.13 Subject to the provision of this Agreement regarding assignment , th is Agreement shal l be b inding on the heirs , executors, administrators , successors and assigns of the respective Parties , provided that no Party may assign this Agreement without prior written approval of the other Party . 10.14 This Agreement shall be governed by and construed in accordance with the laws of t he Sta t e of Georgia. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules , regulations , statutes and laws of the State of Georgia wil l control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia , and PROVIDER submits to the jurisdiction and venue of such court. 10 .15 Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction , the offending portion of the Agreement should be severed , and the remainder of this Agreement shall remain in full force and effect to the extent possible , as the Parties declare they would have agreed to the remaining parts of this Agreement if they had known that the severed provis ions or portions thereof would be determined illega l, invalid or unenforceable . 10 .16 Neither the CITY nor PROVIDER shall be liable for its respective non-negligent or non- willfu l fa ilure to perform or shall be deemed in default with respect to the failure to perform ( or cure a failure to perform) any of its respective duties or obligations under this Agreement or for 16 any delay in such performance due to : ( a) any cause beyond its respective reasonable control; (b) any act of God; (c) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; ( d) earthquake, fire, explosion or flood; (e) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of PROVIDER; (fl delay or failure to act by any governmental or military authority; or (g) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection or invasion. In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. 10.17 Hosting of camps and tournaments involving participants from outside the PROVIDER'S own program along with participants in the PROVIDER'S own program is allowed but requires coordination with and written consent of the Department. PROVIDER must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field or facility rental fees and staff fees may be applicable for these types of events as determined by the Director or his/her designee. The City reserves the right to require liability waivers, proofs of insurance, or other forms of protection from outside participants as a condition of consent to such events. 10.18 The PROVIDER is specifically not permitted to sublet facilities to any individual or organization. The PROVIDER'S Facility Use Agreement will authorize the PROVIDER'S own use only. The City reserves the right to restrict facility use on dates when there are special City/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. 10.19 The PROVIDER is allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for the PROVIDER to assist the City in funding capital projects benefitting the parks and facilities they use. The PROVIDER is not permitted to obtain sponsorships, including direct financial aid and/or in-kind donations , from any religious organization or individuals and businesses that compete with contractual obligations of the City . Sponsors must be in good taste and appropriate for City park environment (i.e. alcohol and/or tobacco-related products/businesses are not allowed to advertise in City parks). Details of how sponsorship opportunities may be implemented shall be discussed with and approved by the Department Director or his/her designee. Sponsor and team banners are allowed to be displayed at the park on the day of an event only . They must be mounted in a way that does not damage the City property and they must be removed at the end of the day. Banners must not contain any language or images that would be considered offensive or inappropriate around children . 10 .20 If damage to a field or faci lity occurs because of misuse or abuse (misuse to include, but not limited to: failure to rotate goals, practice or play in inclement weather conditions , damage to flooring, etc.) by the PROVIDER, the City will require the PROVIDER to pay for any and all costs necessary to repair the damaged area. The use of any form of metal cleats is strictly prohibited on the artificial turf fields. 10 .21 PROVIDERs are responsible for picking up litter around facilities and p lacing it in proper receptacles after the conclusion of a scheduled program. This includes all facilities, playing areas, walkways, restrooms , concession stands, dugouts, etc. 17 IN WITNESS OF THE FOREGOING, the Parties have set their hands and seal the day and year first written abov e. ATTEST : SUDIE GORDON , CITY CLERK ATTEST : Print : Its: (Assistan t ) Corporate Secretary (required if corporation) BY : _________ _ JOE LOCKWOOD , MAYOR PROVIDER: Its: ( ci rcle one) -President/Vice President (Corporation) -General Partner !~~/Limit e d Partnership) -Member/Manaev [CORPORA TE SEAL] (required if corporation 18 EXHIBIT "A" [INSERT SCOPE OF WORK (INCLUDING BUT NOT LIMITED TO FEES, SCHEDULE INFORMATION, AND MINIMUM NUMBER OF PARTICIPANTS)] 19 EXHIBIT "C" City of Milton Parks Ordinances & Park/Facility Regulations CITY OF MILTON PARKS ORDINANCES Programs are responsible for adherence to all City and park ordinances. A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time; these ordinances may not be fully current; and other ordinances not shown here may be relevant depending on the activity. Sec . 34-22. -Prohibited acts. ( a) Alcoholic beverages. Unless a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic, malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms. It shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with O .C.G.A. § 16-11 -173. Signs shall be posted a t city parks stating the fo llo wing: "In accordance with O .C.G .A. § 16-11-173 and the City Code of Milton, the discharge of firearms in city parks is prohibited." (c) Fireworks. It shall be unlawful for any person to possess or use fireworks, as defined in O.C.G.A. 25- 10-1 (a) ( 1 ), in any of the city parks, unless written permission for such has been authorized by the mayor and city council. (d) In juring publi c property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any public property, real or personal, belonging to, owned by, or leased or used by the city. (e) Killing wildlife. It shall be unlawful for any person to hunt, trap, shoot, maim or kill any animal or wildlife, or attempt to do any of the acts mentioned in this subsection to any animal or wildlife within any of the city parks without the city manager's written permission. (f) Motor vehicles . It shall be unlawful for any person to drive, operate and park any motor vehicle, mini-bike or motorcycle within any city park, except in areas designated for such use. This section does not apply to city employees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform city business. (g) Noises. It shall be unlawful for any person to make any unnecessary, loud noises , engage in noisy disputes or conversation , engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks, according to the city's noise regulations. (h) Park hours. Al l city parks that have li ght ed athletic fields shall be closed between the hours of 10:30 p.m. and 6:00 a.m. All other parks shall be closed from dusk unti l dawn. No person shall be authorized to be on the premises or property of any city park when they are closed, except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. 21 (i) Pets. All pets must be on a leash and the owner is responsib le for the disposal of pet waste. All pets are proh ibited on athletic fields, unless written permission for such has been authorized by the city manager or the recreation and parks director. (j) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without first obtaining such permit or ticket. (k) Polluting water in parks . It shall be unlawful for any person to pollute or disturb any spring, branch, pond, fountain, or other water owned by or leased to the city. (I) Posting signs. It shall be unlawful for any person to affix any bill, sign, or notice on any tree, building, or fixture in any of the parks . It shall be unlawful for any person to place any paper, books , refuse, or trash of any kind in any of the public parks, except in containers provided for such. (m) Skateboards. It shall be unlawful for any person to operate a skateboard on any street, lane, way, road, and/or any parking lot in any park in the city unless otherwise designated by signage or published rules . (n) Smoking. It shall be unlawful for anyone to smoke in the park. (o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes. It shall be unlawful for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a permit for such has been issued by the city recreation and parks department or an authorized representative , or such person are conducting recreation department business . ( q) Urban camping. It shall be unlawful to reside or to store personal property in any park owned by the city. Furthermore, it shall be unlawful to use any public place, including city parks, for permanent living accommodations purposes or camping, except in areas specifically designated for such use or specifically authorized by permit. (Ord . No . 07-01-03, § 1 (ch . 8, art. 1, § 4), 1-18-2007; Ord . No . 07-08-42, § 1 (ch. 8, art. 1, § 4), 8-23-2007; Ord. No. 14-10-225, §§ 1, 2, 10-20-2014 ); Ord. No. 15-03-237, § 1, 3-16-2015) PARK/FACILITY REGULATIONS 1. Programs conducting youth activities on City facilities must have an appropriate number of adults supervising the activities conducted by the Program from the outset to the conclusion of the activity. 2. Spectators, Parents, Coaches, or Officials of a Program must display appropriate conduct while operating activities on City facilities . Continuous failure to do so could result in the termination of the right to use City facilities. All Programs must enact and enforce a policy of ZERO tolerance for abusive behavior while at a Program event on-site or at an away facility . 3. The park belongs to all of the residents of Milton. All Programs are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard to all elements of the park. The Program is responsible for cleaning the area around athletic fields , dugouts and walkways. This must be completed upon the conclusion of each activity. 22 4. Program representatives are responsib le to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that such use as during bad weather would damage facilities or put participants at risk. 6. Bicycles , roller blades , skateboards, hover boards etc. are prohibited on walkways and other designated areas. 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10:00 pm . The park lights will go off at 10:30 pm 8. Parks may not be used for golf practice. 9. Other than service animals, it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field . It is the owner's responsibility to remove any animal excrement deposited by their animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL , PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CITY OF MILTON PARK FACILITIES . 10. The use of unmanned aerial vehicles (UAVs) or drones is prohibited at all active parks within the City . 11. Music may be played in the park at a vo lume that does not interfere with other activities . Any organization that receives a reasonable request to lower the volume must do so or risk cancellation of scheduled activities. All music played at the park must be in compliance with the current noise ordinances of the City. Music played must not contain inappropriate language (e.g., containing sexually explicit, degrading or violent words or themes) and must be family friendly. DJs are not permitted without a special use permit. 12 . Synthetic multi-sport field rules & restrictions: a) No pets of any kind b) No food or beverages, including gum, seeds , nuts, spor ts drinks or soft drinks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes, spikes, etc. may be driven into the turf h) No metal or detachable cleats -only sneakers or molded plastic cleats i) No painting , chalking or marking field j) No vehicles, bikes, scooters, skateboards, roller-or inline skates , strollers or hover boards k) No grills, fireworks or fires of any kind I) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed, NOT DRAGGED n) Do not throw, kick, hit or whip a ball into surrounding fences 13. Questions, recommendations, complaints, etc. regarding park facilities and operations shou ld be directed to the Department -678-242-2489 or jim.cregge@cityofmiltonga.us 23 EXHIBIT "D" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A . § 13-10-91 , stating affirmatively that th e individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E-Verify , or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91 . Furthermore , the undersigned contract or will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in sa t isfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O .C.G.A. § 13-10-91 (b). Contra ctor hereby attests that its federal work authorization user identification number and date of authorization are as follows : eVerify N1!.J,~, Date of Authorization Name of Contractor Name of Project City of Milton, GA __________ _ Name of Public Employer 24 I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on ~\&=--·~, 202D. in v'V\,\\tY\ (city), \JY\o rn\Y\~ 'S\-Arr Ann Cft ~¼--- Printed Nam and Ti tl e of Authorized Officer or Agent NOTARY WORN BEFORE ME ON THIS THE \,?--l---"""-'-'-"'u....<:!..-'<.+-•202 _Q. STATE OF GEORGIA CITY OF MILTON EXHIBIT "E" SUBCONTRACTOR AF FIDAVIT By executing this affidavit, the undersigned subcontractor verifies its compliance with O .C.G .A . § 13-10-91, stating affirmatively that t he individual , firm or corporation which is engaged in t he physical performance o f services under a contract with ______ on behalf of the City of M ilton has regi stered with , is authorized to use and uses the federal work authorization program commonly known as E-Verify , or any subsequent replacemen t program , in accordance with the applicable provisions and deadlines establis h ed in O.C .G.A . § 13-10-9 1. Furt hermore, the undersigned subcontractor wi ll continue to use the federal work authorization program throughout the contract period , and the undersigned subcontractor will contract for the physical performan ce o f serv ices in satisfaction of such contract only w ith sub -subcontractors who present an affidavit to the su bcontractor with the informat ion required by O .C.G .A . § 13-10-91 (b). Additionall y , t he undersigned subcon t ractor will forward notice of the receipt of an affidavit from a sub-subcon t ractor to the contractor within five (5) business days of receipt . If t he u ndersigned subcontract o r receives not ice that a su b-subcontractor has received an affidavit from any other contracted sub-subcontractor, t he undersigned subcontract or must forward , within five (5) busines s days of receipt , a copy of the notice t o the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as fo ll ows: eVerify Num'ber Da t e of Authorization Na m e of Subcontractor Name of Project City o f Milton , GA __________ _ Name of Pub li c Employer 25 I hereby declare under penalt y of perjury that the foregoing is t rue and correct . Executed on \f b , '=t , 20212 in fv\',\b (city), C:::, A: (state). @YJJWA1-A /) ~ dJ.IY'o 9~ Signature of )(uthorized Officer or Agent SUBSCRI BED ON THIS THE OUTSIDE PROVIDER FACILITY USE AGREEMENT Th is agreement, made this ----=~day of ----=------.----' 20 __ , by the City of Milton ("City") and S\Arr ~rnv,dY\: ~2b2J; o~ 1 l J.--C.. a Georgia non-profit corporation called the "PROVIDEi Witnesseth: In consideration of the mutual agreements contained in this document, the City and PROVIDER agree as follows : 1. The PROVIDER agrees to provide a youth sports program (organized league play), to wit ___________ as a service for the City in accordance with applicable policies and procedures for youth sports providers operating on City property or City leased facilities . 2 . The term of this agreement will begin JANUARY 1, 2020 and continue through DECEMBER 31 , 2020. A new agreement must be signed for each calendar year. 3. The City hereby authorizes the PROVIDER to use fields and facilities as listed below: The authorization provided by this agreement includes use of all support structures (dugouts , lights, concession stands , storage facil ities , bleachers, batting cages , fencing , basketball goals , lacrosse goals , etc.) for approved league play unless otherwise specified. The PROVIDER is authorized to use the facilities at the following dates and times : WEEKDAYS: FROM ___f___@ PM TO /o A ~ SATURDAYS: FROM ~/PM TO ID A @ SUNDAYS: FROM /1-AM 0 To /c A¥!fl!j) DATES : jqN I 7..D1-o I -Du J l I 2.£)"l.-D For Spring programming at Bell Memorial Park and/or Cox Road, ALL field usage will end on the first Sunday after July 4th for field renovations. 26 4. 5. 6. 7 . 8. 9. 10 . 11. In consideration for the usage of the facilities , the PROVIDER agrees to a direct payment to the City of 15% commission on all registration fees and 100% of all applicable non-resident fees. The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey . The City will share the results with the PROVIDER . The PROVIDER must maintain a favorable quality rating in 75% of the survey responses . Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. The PROVIDER is permitted multiple advanced level (non-recreation level) teams provided that no advanced level team displaces a single recreation-level participant or team and the advanced level teams must be made up of at least 50% City of Milton residents . Tryouts must be open to all , advertised in the appropriate media for the sport involved. The 50% Milton residency requirement must be verified by the City prior to formation of an advanced level team . The PROVIDER agrees the facilities will be used in a safe manner, and in compliance with all applicab le federal and state laws and City ordinances, rules and regulations . The PROVIDER shall ensure that its coaches satisfy the certification a~ training requirements set forth in Exhibit A . INITIALED:~~~~- PROVIDER shall not cause or permit damage or injury to the facilities. No alteration, addition , or improvement to the facilities shall be made by the PROVIDER without prior written consent from the City. Such alterations , additions, or improvements shall become and remain City property. The City may enter the facilities at any time during the period of this agreement for inspection or supervision as deemed necessary. The PROVIDER shall indemnify and hold harmless the City, its elected and appointed officers , agents, servants and employees, from and against any and all claims , demands, or causes of action of whatsoever kind of nature, and the resulting losses , costs , expenses , reasonable attorneys' fees , including paralegal fees , liabilities , damages, orders , judgments, or decrees, sustained by the City or any th ird party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement or the willful or negligent acts, errors , or omissions of the 27 PROVIDER or its agents, officers , volunteers or employees . The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect . 12 . It is the understanding of the City and the PROVIDER that nothing contained in this agreement shall be interpreted to assign to the PROVIDER any status under this agreement other than that of an independent PROVIDER. This Agreement does not create an emp loyee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a City employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act , and the State unemployment insurance law. The PROVIDER agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business , that it has made its own investment in its business , and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the City and the City will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums . 13 . Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees . 14 . For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective addresses : PROVIDER NAME :_S_~A_<LtL_\?_~~~-~~~----- ADDRESS: \S':bO <lvdLJAL U 1 M~~ CITY /STATE/ZIP :_~--------------- PHONE : ½,ot.-,-{oy '}--~ \ S::b ii WEBSITE : \AJVJw.~brr~.eJ-ro\t:f..\½.-.C--0~ EMAIL: ~\'.6 r, ~ ~kP..c, ~nM.t.-\¼-. eDVV"" 28 CITY: City of Milton Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmiltonga .us jim .cregge @cityofmiltonga .us 15 . This agreement may be executed in counterparts, each of which shall constitute an original. 16 . The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person , coordinator, and liaison person with the PROVIDER in the execution of the terms of this agreement. 17 . The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City. 18 . The PROVIDER may not deny participation in any park or program based on race, color, national origin, religion , sex , gender, sexual orientation, marital status , physical or mental disability, political affiliation , age, or any other factor which cannot be lawfully or appropriately used as a basis for such denial. 19 . The PROVIDER agrees to adhere to all relevant City policies and procedures including, but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable) in effect as of the date of this Agreement (which policies and procedures the PROVIDER has received and reviewed) or as may be duly adopted by the City during the term of this Agreement. 20. The PROVIDER will adhere to fee policies set by the City, including fees that may not yet be currently established. 21 . This Agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City . This Agreement shall be construed under and governed by the laws of the State of Georgia. This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this Agreement only by written instrument signed by each of the parties hereto. Failure by either party to enforce a provision of this Agreement 29 shall not constitute a waiver of that or any other provision of the Agreement . The invalidity or unenforceability of any provision of this Agreement shall not affect the validity o r enforceability of any other provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City 's Athletic Association Organizational Manual or Agreement for Outside Providers, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City . 22 . The PROVIDER acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the PROVIDER under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and further due to the fact that the recreation fees generated from the availability of such fields , the PROVIDER is subject to the Open Records and Open Meeting laws of the state of Georgia . The PROVIDER agrees to comply with those laws. To the extent that the PROVIDER is uncertain or needs assistance as to proper compliance with such laws, the City may provide assistance and guidance, but not legal advice, regarding same. The PROVIDER further agrees that all books and records of the PROVIDER shall be made available to the City of Milton as and when requested for rev iew or audit. 23 . City shall have the right to terminate this Agreement upon failure of PROVIDER to perform its obligations to the reasonable satisfaction of City . Prior to exercising this right of termination , City shall provide PROVIDER with a written notice specifying PROVIDER 's failure to perform, and providing PROVIDER with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the City, to cure its deficiency. In the event that PROVIDER fails to cure the deficiency, or in the event of any subsequent failure to perform , City shall have the right to immediately terminate the Agreement by providing written notice of termination to PROVIDER. PROVIDER shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of PROVIDER. Pr ior to exercising this right of termination , PROVIDER shall prov ide City with a written notice specifying City 's failure to perform, and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the PROVIDER , to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform , PROVIDER shall have the right to immediately terminate the Agreement by providing written notice of termination to C ity . 30 Either party may terminate this Agreement at any time for convenience upon thirty (30) days written notice to the other party. I hereby acknowledge and understand that the PROVIDER, which I am authorized to represent, will abide by and comply with the terms and conditions set forth in this Facility Use Agreement as well as all of the applicable policies, procedures, guidelines, and rules of the City. I understand that failure of the PROVIDER or any of its members to comply with any applicable requirement may result in termination of this Agreement with the City. PROVIDER: -Pn,v,v'J) '--&, .. Lr By: __ -----=:16-----+-l--,-----+-.1-+--- President Na me: ~d'<.s (Typed or Printed) Attest: ________ _ PROVIDER Secretary Name: _________ _ (Typed or Printed) Date: ---------- [AFFIX CORPORATE SEAL] CITY: 31 By: _________ _ Steve Krokoff, City Manager City of Milton Date: ________ _ Ratified by City Council: By: _________ _ Joe Lockwood Mayor, City of Milton Date: --------- EXHIBIT A [This exhibit to be modified on a case-by-case basis to reflect the varying nature of coaching certifications in different sports.) PROVIDER must require that a minimum of one ( 1) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics: NYSCA , Simply the Best, A.C .E., A .C .E.P., Doyle , GHSA, GYSA, US Youth Soccer, Higher Ground , US Lacrosse Association, USA Football , National Cheerleading Association . The PROVIDER may submit a written request to the City for the approval of other certifications. Records of certifications are to be sent to the Parks & Recreation Department within two weeks of the season start. SPORT : -'N--'L-'--A-'---------------------- ACCEPTABLE COACHING CERTIFICATIONS : -~N~/A~------- 32 Starr Petronella Photography, LLC Starr Petrone ll a & Am a nd a Ga rdner 404-642-6156 & 404-545-5919 Exhibit A Feb10,2020 OVERVIEW We will offer introduction to photography classes, photography workshops & photography centered children's camps to the residents of the City of Milton . All classes and workshops will take place in downtown Milton . GOALS 1. To provide an opportunity to the residents of the City of Milton to learn the basics of taking photographs with a digital camera or cell phone. 2. Create a summer camp hands-on learning experience for tweens and teens to learn about, develop skills , and practice photography knowledge in a fun, creative environment. SPECIFICATIONS • Intro and advanced photography classes will be offered once each quarter. There will be evening classes that either are 3-4 weeks or an occasional workshop that will be conducted in the evening, weekday or weekend . These classes are designed for individuals who want to learn the basic skills of working a digital camera, to learning advanced creative techniques with photography. • Workshops will highlight various photography specific techniques . The purpose of these are to help offer further assistance in one specific area of expertise relating to the skills and knowledge of photography. These classes tend to run between 2-4 hours depending on the content of the workshop . • Summer Camp Experience is a 5 day/half day event that will be open to tweens and teens . The camp will be open to beginner-advanced skilled students . The camp will review basic introduction to digita l photography knowledge , creative composition, various photo developing and displaying techniques . The week will end with a small "art show " of the students' work that will be disp layed for parents and guardians to attend. CLASS & CAMP ATTENDANCE PHOTO CLASSES The desired amount of attendees for the weekly classes is 12. The minimum is 5 students . SUMMER CAMP The desired amount of attendees for camp wou ld be 20. The minimum is 10 . _____, DATE (MM/DDIYYYY) ACORD9 02/20/2020 ~ C ERTI FICATE OF LI A BILI TY INSURANCE Acct#: 2246810 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIF ICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IM PORTANT: If the certificate hold er is an ADDITIONAL INS URED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain po l icies may require an endorsement. A statement on this certificate does not confer riahts to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME : Lockton Affinity, LLC Lockton Affinity, LLC PHONE IFAX P. 0. Box 879610 (A/C .NO Ext): 888-202-1526 (A/C , No): 913-652-7599 Kansas City, MO 64187-9610 E-MAIL ADDRESS : INSURER(Sl AFFORDING COVERAGE NAIC# INSURER A: AIX Spec. Ins. Co. 12833 INSURED I NSURERB: Starr Petronella Photography, LLC l"'~''RERC : 1560 Rucker rd l"'~••RERD : Al pharetta, GA 30009 INSURERE : INSURERF : COVERAGES CERTIF ICATE NUMBER REVISION NUMBER THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS , EXCLUSIONS AND CONDITIONS OF SUCH POLICIES . LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS . INSR TYPE OF INSURANCE AODL SUBR POLICY EFF POLICY EXP LTR INSD WVD POLIC Y NUMBER (MM/DDIYYYY) (MM/DDIYYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X PGZ-G L-20003701-03 07/01/2019 07/01/2020 EACH OCCURRENCE i 1 onn nnn I \ Claims Made \ X \ Occur DAMAGE TO t<t:N I 1:u -DRl=lAIC::l=C:: (Fa nrro "rnncP.\ ,i; tnn nnn MED EXP (Anv one person) ,i; c nnn - PERSONAL & ADV INJURY ~ 1 nnn nnn GEN 'L AGGREGAT E LIMI T APPLIES PER: GENERAL AGGREGAT E t J nnn nnn X POL1r.Y I PRf'\I1=(' I I ,f'\r PR ODUCTS -COMP/OP AGG t 1nnnnnn OTHER $ AUTOMOBILE LIABILITY /Ea accidentlIN{.jLt: LIMI' $ ANY AUTO BODILY INJURY (Per person) $ OWNED AUTOS SCHEDULED BODILY INJURY (Per accident) $ -ONLY HIRED -~~1?6wNED AUTOS ONLY -r.vri;;;.r. I T UAMAl.lt:. $ -_ AUTOSONLY /Per accident\ $ UMBRELLA LIAB HOCCUR EACH OCCURRENCE $ -EXCESS LIAB CLAIMS-MAD E AGGREGATE $ DI I RETENTIO N $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N I PER I STATUTE I OTH-ER N ANYPROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ OFFICER /MEMB ER EXCLUDED? N/A (Mandatory In NH) E.L. DISEASE -EA EMPLOYEE S If yes , describe ~~er halnw E.L. DISEASE -POLICY LIM IT $ DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101 , Additional Remarks Schedule , may be attached ff more space is required) Certificate holder is listed as additional insured in regard to General Liability as per written contract. CERTIFICATE HOLDER I ACORD 25 (2016/03) 33679440 CANCELLATION 2246810 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Milton THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 2006 Heritage Walk ACCORDANCE WITH THE POLICY PROVISIONS . Milton GA 30004 AUTHORIZED REPRESENTATIVE ars rt;- © 1988-2016 ACORD CORPORATION . All rights reserved. The ACORD name and logo are registered marks of ACORD 2246810 TO: FROM: MILTON� ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager AGENDA ITEM: Approval of an Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Wavelength Learning Group Inc., d/b/a Bach to Rock to Provide Youth and Adult Music Classes and Camps. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (-�IAPPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (.yIYES () NO CITY ATTORNEY REVIEW REQUIRED: (1YES () NO APPROVAL BY CITY ATTORNEY: („yAPPROVED (J NOT APPROVED PLACED ON AGENDA FOR: u3)l611010 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info@cityofmiltongo.us I www.cityofmiltongmus 0000 To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 5, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Wavelength Learning Group Inc., d/b/a Bach to Rock to Provide Youth and Adult Music Classes and Camps. ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of the Agreement for Outside Providers & Facility Use Agreement between the City of Milton and Wavelength Learning Group Inc. Executive Summary: Wavelength Learning Group Inc., dba Bach to Rock provides the City with youth and adult music programming. This program will offer classes and camps based out of the Bethwell Community Center and Community Place. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City. Alternatives: If this contract is not approved, we will have to research to find another music provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Agreement for Outside Providers & Facility Use Agreement between The City of Milton and Wavelength Learning Group Inc. HOME OF 'THE BEST QUALITY OF LIFE IN GEORGIA' MILTON't ESTABLISI ILD 2006 2020 CITY OF MILTON PARKS &RECREATION DEPARTMENT AGREEMENT FOR OUTSIDE PROVIDERS & FACILITY USE AGREEMENT Bach to Rock THIS IS AN AGREEMENT, made this day of 2020, between: THE CITY OF MILTON, a municipal corporation organized and operating under the laws of the State of Georgia, acting by and through its governing authority, the Milton Mayor and City Council, and with a business address of 2006 Heritage Walk, Milton, Georgia 30004, hereinafter referred to as the "CITY." and WAVELENGTH LEARNING GROUP INC hereinafter referred to as "PROVIDER". CITY and PROVIDER may hereinafter collectively be referred to as "the Parties". In consideration of the mutual obligations of the Parties and for good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, the Parties agree as follows: ARTICLE 1.0 PROVIDER's Services and Responsibilities 1.1 PROVIDER shall conduct services generally described as YOUTH & ADULT MUSIC LESSONS, CLASSES AND CAMPS at the following locations: BETHWELL COMMUNITY CENTER, COMMUNITY PLACE AND THE BACH TO ROCK FACILITY 1.2 The PROVIDER's services shall be performed during the days and hours described in Exhibit "A," attached hereto and incorporated herein by reference. 1.3 The PROVIDER and The Director of the Parks & Recreation Department (hereinafter referred to as the "Department") or his designee, will coordinate the program schedule, which will be approved by Department Director, or his designee, at its sole discretion. Proposed program schedules shall be provided to the Department at least 30 days prior to the sfart of the activity. 1.4 All registration fees shall be fair and equitable to all participants. (Execution of this Agreement by the City shall act as a finding that the fees proposed in Exhibit "A" are fair and equitable; any fees not described in Exhibit "A" shall be determined fair and equitable in the reasonable discretion of the Department Director or his designee). The fees charged to each participant will be as described in Exhibit "A" for residents of MILTON, and a surcharge of 50% more will be charged to each participant who is not a resident of MILTON, up to a cap of $90.00. The entire balance of this surcharge for non-residents shall be paid to the CITY. 1.5 The PROVIDER can make available a reasonable number of scholarships for participants requiring assistance. Scholarships offered to residents of the City of Milton will result in no payment of commission on the registration to the City of Milton. Scholarships offered to participants who are not residents of the City of Milton will result in no payment of commission on the registration to the City of Milton, however, the PROVIDER is responsible to pay the City non-resident fees for non-resident scholarship recipients to the City. The PROVIDER is responsible for identifying participants who have received a scholarship from the PROVIDER. 1.6 The PROVIDER warrants to CITY that it is not insolvent, it is not in bankruptcy proceedings or receivership, nor is it engaged in or threatened with any litigation or other legal or administrative proceedings or investigations of any kind which would have an adverse effect on its ability to perform its obligations under this Agreement. 2 1.7 The PROVIDER agrees that it shall be solely responsible for all costs and/or expenses associated with, or as a result of its operation under this Agreement. The PROVIDER stipulates and certifies that it is qualified to provide the programs it is hired to provide, maintains the education and required licenses or permits necessary to provide the programs, and shall continue to maintain such licenses or permits during the term of this Agreement. 1.8 This Agreement is considered a non-exclusive Agreement between the Parties. The CITY shall have the right to purchase the some kind of services to be provided by the PROVIDER from other sources during the term of this Agreement. The PROVIDER is not precluded from providing the same or similar services for other parties so long as such other engagements do not interfere with the PROVIDER'S provision of services to the CITY. 1.10 The PROVIDER shall not promote any privately -owned business in a CITY park/facilityor solicit any participant in a CITY park/facility activity for any privately -owned business. The PROVIDER may not use said facilities to conduct personal business, including but not limited to workshops, clinics, seminars, camps, private sessions, or any other activities that are outside the scope of service described in Exhibit "A". It is further understood that such improper/prohibited action(s) may result in immediate termination of this Agreement and the forfeiture of all compensation due or authorized for payment to the PROVIDER. use of 0TY facilities. notwithstandlMg any other Drovislons of this AgEg-ement. 1.12 All assistants, substitutes, and subcontractors utilized by the PROVIDER must have prior written approval of the DEPARTMENT. 1.13 PROVIDER shall provide necessary supervisory personnel to ensure that the participants of the programs obey all applicable policies, procedures, Rules and Regulations. 1.14 The DEPARTMENT or CITY may require that the PROVIDER not be permitted to utilize specific assistants, substitutes, or subcontractors of PROVIDER who have failed to follow any policies, procedures, rules or regulations applicable to the use of the facility. 1.15 Although the CITY shall not control the PROVIDER's techniques, methods, procedures, or sequence of instruction, the PROVIDER will comply with the CITY's and DEPARTMENT's policies, rules, regulations, ordinances and procedures (Exhibit "C"), as well as those of the FULTON COUNTY BOARD OF EDUCATION (if operating on Board of Education property), and shall not interfere with their operation, nor harm or damage the equipment or facilities afforded to PROVIDER for his/her programs, nor otherwise disrupt the other on-site activities being offered at such public facilities. 1.16 The PROVIDER also acknowledges that he or she is primarily responsible for the conduct of the participants in all programs under the PROVIDER's charge. 3 1.17 If the PROVIDER will be providing services directly with minor children without parental supervision, the PROVIDER shall, prior to commencing services under this Agreement, comply with the CITY's policy regarding criminal background screening. The CITY will furnish the PROVIDER with a background release form (Exhibit "B"), which must be completed and executed by and for all of the provider's counselors, coaches, volunteers, subcontractors, employees or any other individuals that will come in contact with a child, and background checks will be completed at the PROVIDER's sole expense. A Consent and Release Form to conduct a criminal background must be executed by any of PROVIDER's employees or any individual who will come in contact with a child at the CITY through PROVIDER or at PROVIDER's direction, such form authorizing the CITY to conduct a search of each such individual's criminal background. The result of such inquiry may be deemed acceptable by the CITY in its sole and complete discretion, and the CITY may reject any individual from participating in any program based upon such results. If the PROVIDERhas recentlyhoda backgroundscreening conducted by another agency, the CITY, at its sole discretion, may accept that background screening and waive the requirement of a new background screening. PROVIDER and its employees must also execute a Waiver and Release of Liability holding the CITY and FULTON COUNTY BOARD OF EDUCATION harmless. 1.18 It is the responsibility of the PROVIDER to ensure that 100% of their coaches and volunteers complete all legally mandated reporter training programs before being permitted to volunteer or coach. 1.19 The CITY may require all participants in all programs to sign a Waiver and Release of Liability. 1.20 The PROVIDER shall only use the facilities identified by the CITY, and such use shall be limited to CITY designated activities. 1.21 The PROVIDER shall not sublet any CITY facilities to any entity. 1.22 The PROVIDER agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey. The City will share the results with the PROVIDER. The PROVIDER must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 1.23 The PROVIDER agrees to continually strive to grow the program (s) it is operating. For the facilities provided, the ideal number of participants is identified below. PROVIDERS shall strive to grow to the ideal capacity and maintain that level of participation. Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and PROVIDER. Ideal Capacity:2,c,_ - - _�)CD Previous Season Participation: Growth Goal for This Season: 7n 1.24 The PROVIDER is permitted multiple advanced level (non -recreation level) teams provided that no advanced level team displaces a single recreation -level participant or team and the advanced level teams must be made up of at least50% City of Milton residents. Tryouts 4 must be open to all, advertised in the appropriate media for the sport involved. Rosters for advance level teams must be submitted to the Department to verify the 507 Milton residency requirement priorto the formation of any advanced level team. 1.25 The PROVIDER shall provide sport -appropriate certification and training to all paid and volunteer coaches. Additional certification requirements may be described in the Facility Use Agreement. In addition, it is the responsibility of the PROVIDER to ensure that all of their program instructors, coaches, volunteer and professional, head coaches and assistants, complete the following basic training programs and background check requirements before being permitted to coach a team. PROVIDER must provide documentation of such training to the City upon request. • Background Check • Concussion Awareness Training • Mandatory Child Abuse Reporting Training • Weather Policies and Procedures • Heat and Hydration Guidelines • Cold Weather Policy 1.26 The Providershall agree to the Field Playability, Weather Policies and Procedures, Heat and Hydration Guidelines and Cold Weather Policy below. Field Playability The Department will determine if fields are playable. Programs will be notified as early as possible if the fields are not playable. Programs are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City's normal business hours, the Program is responsible for determining field playability. Programs are expected to exercise good judgment in determining if afield is playable, keeping the safety of the players foremost. The City shall maintain a weather hotline at 678-242-2533 to help communicate the status of the fields. The City also will update field conditions on the City website shown below (but does not guarantee the website will updated in real time, as delays in updating may occur): rittos://www.citvofmiltonao.us/marks-recreation/athletics Bell Memorial Park For the safety of all, the City of Milton uses a lightning detection system located on the roof of the maintenance building (beyond center field of field 5) to determine the safety of play in potentially severe weatherat Bell Memorial Park. When lightning is detected, the system will turn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields, the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe level, the strobe light will be turned off and there will be three short blasts from the siren. At this point, play may be resumed unless Department staff direct otherwise or the actual conditions on the field remain unsafe. Failure to adhere to this requirement could result in the termination of the Facility Use Agreement. If the lightning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system, referto the rules below for the Fulton County School fields. 5 Fulton County School Fields Upon visual or audible evidence of lightning or thunder, all participants are required to clear the field and seek shelter in a building or vehicle. Play will not be permitted until there is no visual or audible indication of thunder or lightning for a continuous 30 minutes. Every indication of thunder or lightning restarts the clock. Heat L Hydration Guidelines Providers that do not have their own established Hydration and Heat Guidelines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary, outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 Cold Weather Policy Providers that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows: If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the scheduled practice or game, it is recommended that the scheduled event be cancelled. If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled. Milton Parks and Recreation Department cancels and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Programs shall follow this procedure. 1.27 The PROVIDER is responsible to select qualified coaches for their program. Each Program shall establish their own criteria to determine qualifications of coaches, such as coaching experience, post playing experience, etc. 1.28 The PROVIDER shall be a business that is properly registered with the Secretary of State's office and have a business license issued by the local governing body. 1.29 The PROVIDER shall communicate to the Milton Parks and Recreation Advisory Board (PRAB) liaison(s) and Department liaison(s) any and all substantial changes in their program. For this purpose, a substantial change shall be defined as any change in the philosophy, mission, and organization of the PROVIDER which would impact the delivery of expected service to any and all program participants, current and future. This includes but is not limited to the following: ® Addition/elimination of any age or skill level ® A ddition/e limi notion of any component of the overall program content (i.e. cheerleading, flog football, fast pitch softball, all stars, select, summer or winter league play, etc.) ® Schedule of fees for participants ® Anything that would be in direct conflict with existing City/Department policies The Providershall notify liaisons as soon as the idea for a substantial change is being considered. Upon notification by the PROVIDER, the PRAB and/or employee liaison shall communicate the information to the Department Director or his/her designee. Before any action shall be taken by the PROVIDER to implement the substantial change, the PROVIDER may be required to prepare a written proposal outlining the planned change to include justification for the change; 1310 benefits of the change to the PROVIDER, the citizens of Milton, and the City; communication plan to inform the general public; timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc. It shall be at the sole discretion of the Department Director to determine if an in-depth written proposal shall be required. This will be determined on a case-by-case basis, depending on the nature of the proposed change. Any proposed fee change must be submitted in writing to the Department a minimum of sixty (60) days prior to the planned implementation. The Department shall determine the level of approval needed for the PROVIDER to implement the substantial change. The approval levels are noted as follows: a. The PROVIDER only b. Department Director or his/her designee C. Milton Parks and Recreation Advisory Board d. Milton Mayor and City Council 1.30 Records of the PROVIDER or any members of the PROVIDER, that are prepared and maintained or received by the PROVIDER or any of its members in the course of providing services on behalf of Milton, are "public records" under the Open Records Act. Therefore, such records are subject to production if a request for such records is made under the Ope n Records Act. In the event that an Open Records Act request is delivered to the City of Milton for PROVIDER records pertaining to the service being provided on behalf of Milton, the City of Milton will require, and the PROVIDER agrees to provide, timely assistance in responding to such request. Upon receiving an Open Records Act request for PROVIDER records, the City of Milton will promptly forward the request to the PROVIDER. All responsive documents shall be provided to the City by the PROVIDER within 24 hours of the City's notification; or, if the records cannot be assembled that quickly, then within 24 hours the PROVIDER will identify what records are responsive and provide the City of Milton with a list of such records and a timeline for when the requested documents will be assembled and provided. Delivery of the Open Records Act request from the City to the PROVIDER may be delivered via email, or phone call. All Open Records request responses shall be emailed to the Director of Parks & Recreation or his designee (if specified in the communication relaying the request). ARTICLE 2.0 6ft, W_Wb�,W 4,64,144-WK44 2.1 All program materials and equipment needed or pertaining to the above stated programs will be provided by the PROVIDER at his/her own cost and expense. However, PROVIDER may require participants to obtain certain materials required in the programs by providing a list of such materials (with approximate costs) to the participants. If PROVIDER makes such materials available to participants, they must be sold at PROVIDER's cost. All equipment provided by the PROVIDER shall be used in strict accordance with equipment manufacturer's instructions and in accordance with all applicable laws. PROVIDER shall coordinate storage of equipment with the principal of the school located at the facility, if applicable. 2.2 The sale of merchandise is restricted to those materials utilized in and for the programs, with the exception of fundraising activities, in which other appropriate items such as gifts and food/drink may be sold. Fundraising activities conducted by the PROVIDER will be permitted. The PROVIDER shall obtain the CITY's approval of any fundraising activities and sole of merchandise prior to its distribution or sale. 7 2.3 The CITY will provide no storage space to the PROVIDER, unless otherwise mutually agreed upon in a separate written agreement. 2.4 Any supplies or equipment left at the facility will be the responsibility of the PROVIDER. The CITY will not be responsible for any lost, stolen, or broken equipment or supplies. 2.5 The PROVIDER shall inspect the premises and equipment offered to him/her for his/her proposed activity, and if he or she finds anything wrong with the premises or equipment before each program commences that cannot be corrected immediately by the DEPARTMENT, the program shall be cancelled, and the matter reported to the DEPARTMENT for correction. If the PROVIDER elects to hold his/her programs in the facility provided, it will be presumed that the PROVIDER has inspected the premises and facilities and equipment provided forsuch programs and has accepted same as being safe and suitable for the use intended. 2.6 On all of the fields at Bell Memorial Park, blue tooth interfaces to the scoreboards have been installed. There is an app available to interface with the blue tooth device which eliminates the need for the external scoreboard controllers. Go to www.sinalescore.comforthe app. Scoreboard control boxes may still be used under the following guidelines: a. The PROVIDER must acknowledge use and responsibility of all scoreboard contro Iters prior to the start of the season; b. Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; C. A minimum of thirty (30) days should be expected for all repairs; d. The PROVIDER shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard controllers; e. Scoreboard controllers must be stored at the park in the storage room; f. Scoreboard controllers are mated to specific scoreboards and must remain with their respective mate; and g. The PROVIDER must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. ARTICLE 3.0 Program Size Minimums: 3.1 ACTIVE: Program sizes shall meetthe minimum numbers of participants for each program as designated in Exhibit "A." ............. ... 4.1 in consideration of the City authorizing the PROVIDER to furnish the services described herein and to keep portion of the revenues obtained from furnishing such services (as provided herein), the PROVIDER agrees to furnish the services pursuant to the terms of this Agreement, including but not limited to the releases and indemnities contained herein. Further, the CITY shall be entitled to a commission consisting of 15% of the registration fees paid by all program participants to the PROVIDER. In consideration for providing the services described herein, the PROVIDER shall be entitled to 85% of such fees paid, exclusive of the 50% non-resident surcharge described in Section 1.4. The 50% non-resident surcharge (capped at a maximum of $90.00) is fully payable to the CITY and shall not be included in PROVIDER's gross income calculation. PROVIDER shall be entitled to retain all non -registration fees paid by participants to PROVIDER, i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. For any programming scheduled at the PROVIDER'S location, no commissions will be collected. Further, Milton residents will be offered a discounted rate for specified programs. PROVIDER shall be entitled to retain all non -registration fees paid by participants to PROVIDER, i.e. PROVIDER membership fees and costs for uniforms and pictures to participants. 4.2 The PROVIDER agrees to provide the CITY with schedules of fees to be charged to participants in conformance with Exhibit "A" and to collect all fees from participants. The PROVIDER will submit a completed registration report, to the CITY within 30 days of the close Of registration for each program. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address, city, zip code, email address, age/program and resident registration rate. All PO Box addresses submitted will be considered non-residents. The Department will use the list to verify the resident status of registered players. The City will use the email address list to distribute an end of season Participant Satisfaction survey. City shall not use the list to promote Department programs without prior consent of the PROVIDER. The PROVIDER is responsible for identifying participants who have received a scholarship such that they are not included on the City registration commission invoice. After the City has verified residency of participants, the City will issue an invoice to the PROVIDER for registration commissions and non-residentfees payable to the City and then send the PROVIDER an invoice, including supporting documentation, for the total amount due to the CITY. Payments will be made to the CITY within fifteen (15) business days of PROVIDER's receipt of each invoice. 4.3 It is the responsibility of the PROVIDER to pay all applicable local, state, and fed0raltCD(OS associated with this Agreement, and to acquire and pay for all necessary permits, licenses, and insurance required for the execution of this Agreement. 4.4 PROVIDER is not allowed to require an admission fee or a parking fee to any PROVIDER event. For special tournaments and events, a team registration fee may be collected. The PROVIDER must obtain written approval from the Director of Parks and Recreation prior to the event where a team registration fee will be collected. 5.1 This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a CITY employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal F96 Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance low. The PROVIDER shall retain sole and absolute discretion in the judgment of the manner and means of carrying out PROVIDER's activities and responsibilities hereunder. The PROVIDER agrees that it is a separate and independent enterprise from the CITY, that it had full opportunity to find other business, that it has made its own investment in it business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the CITY and the CITY will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums. 5.2 PROVIDER warrants that it has not employed or retained any company or person, other than a bona fide employee working solely forthe PROVIDER to solicit or secure this Agreement, and that it has not paid or agreed to pay any person, company, corporation, individual or firm any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this provision, the CITY shall have the right to terminate the Agreement without liability at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission, percentage, gift or consideration. 6.1 City shall not have any insurance obligations related to this Agreement, and PROVIDER shall not provide any service until all insurance required under this paragraph has been obtained and approved by the CITY. 6.2 Certificates of Insurance. Certificates of Insurance reflecting evidence of the required insurance shall be filed with the CITY prior to the commencement of this Agreement. The Certificates of Insurance and endorsements for each policy are to be issued by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of their validity and incorporation into the policy is provided. Further, the PROVIDER shall provide complete certified copies of current insurance policy(ies) and/or a certified letter from insurance company(ies) If requested by the City. These Certificates of insurance provided shall contain a provision that coverages afforded under these policieswill not be cancelled until at least forty-five days (45) priorwritten notice has been given to the CITY. Policiesshall be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "ANI" in the latestedition of "Best Key Rating Guide", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of this Agreement, then in that event, the PROVIDER shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The PROVIDER shall not provide any service pursuant to this Agreement unless all required insurance remains in full force and effect. 6.4 Commercial General Liability insurance must be maintained for comprehensive coverage including for bodily injury and personal injury, sickness, disease and death, and property damage. 10 Exposures to be covered are: premises, operations, and certain contracts. Coverage must be written on an occurrence basis, with the following limits of liability: $1,000,000 Combined Single Limit- each occurrence $2,000,000 Combined Single Limit- general aggregate $1,000,000 Personal Injury PROVIDER shall have its insurer name the City of MILTON as an additional insured on its General Liability policy. PROVIDER shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as or) additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of this Agreement to comply with the statutory limits for all employees, and in the case any work is sublet, the PROVIDER shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees arecovered bythe protection afforded by the PROVIDER. The PROVIDER and his subcontractors shall maintain during the life of this Agreement Employers Liability Insurance. The following limits must be maintained: A Workers Compensation Statutory B. Employer's Liability $100,000 each accident $500,000 Disease -policy limit $100,000 Disease -each employee If PROVIDER or its subcontractor claims to be exempt from this requirement, PROVIDER shall provide CITY proof of such exemption, provided that CITY may reject such claim, and CITY's acceptance of such claim shall not affect this obligation should claim of exemption be determined inaccurate or false. 6.6 PROVIDER shall also maintain Directors and Officers insurance with limits of at least $500,000.00, in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination, including sexual harassment; failure to accommodate disabilities; and claims alleging mental anguish and emotional distress. Claims -made coverage must cover the preceding six years or the length of time the Program has been operating in the City, whichever is less. The policy must include the City as an additional insured_ 6.7 PROVIDER shall include all subcontractor's as insureds under its policies or shall ensure each subcontractor complies with the insurance requirements provided herein, including but not limited to naming the CITY as an additional insured. ARTICLE 7.0 &AnzM&1&aW 7.1 After a two (2) month trial period, the programs will be evaluated by the DEPARTMENT, and the remainder of this Agreement will either be terminated or continue in full force and effect. If at any time after the two (2) month evaluation, program enrollment should fall below the required minimum, the PROVIDER will be allotted four (4) weeks to bring enrollment up to the required minimum. The programs will be reevaluated at the close of this four (4) week period, at which time the CITY may terminate this Agreement if the requirements herein have not been met or the CITY is otherwise unsatisfied with the program in its sole discretion. 11 7.2 The term of this Agreement shall commence upon the date of execution hereof and shall remain in effect until December 31, 2020, unless terminated sooner as provided in this Article. Renewal of this Agreement beyond said term shall require the mutual written agreement of the CITY and PROVIDER. 7.3 PROVIDER's violation of any term set forth in this Agreement may result in termination of this Agreement by written notice. This Agreement may also be terminated by the CITY for convenience and at the sole and exclusive discretion of the CITY upon giving of at least thirty (30) days priorwritten notice of termination to the PROVIDER at the PROVIDER's address set forth herein. This Agreement may be terminated by the City immediately by written notice to PROVIDER upon any willful, reckless, or grossly negligent act or omission by PROVIDER or any of its officers, agents, employees, or volunteers. 7.4 This Agreement may be terminated by PROVIDER upon giving at least thirty (30) days written notice of termination to the CITY. 7.5 PROVIDER must notify the DEPARTMENT in writing of any program cancellations at least ten (10) business days prior to the scheduled cancellation. 7.6 CITY reserves the right to cancel or reschedule any of the PROVIDER's programs in the case of scheduling conflicts or other emergencies, as determined by the DEPARTMENT. 7.7 Upon termination or expiration of this Agreement, PROVIDER shall provide payment to the CITY of any commission or surcharge due up to the termination date. 7.8 The rights and remedies of the CITY and PROVIDER provided under this Article 7 are in addition to any other rights and remedies provided under this Agreement or at law or in equity. 8.1 PROVIDER covenants and agrees to take and assume all responsibility for the services provided in connection with this Agreement. PROVIDER shall defend, indemnify and hold harmless the CITY and the FULTON COUNTY BOARD OF EDUCATION, and the CITY and FULTON COUNTY BOARD OF EDUCATION's trustees, elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents and volunteers (individuallyan "Indemnified Party" and collectively the" Indemnified Parties") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expenses and liability of any kind whatsoever, including but not limited to attorney's fees, paralegal fees, and costs of defense ("Liabilities"), which may arise from or be the result of alleged willful, negligent or tortious conduct arising out of the performance of services described herein, or operations by the PROVIDER, any subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone for whose acts the PROVIDER or subcontractor may be liable, regardless of whether or not the act or omission is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision. In any and all claims against an Indemnified Party by any employee of the PROVIDER, its subcontractor, anyone directly or indirectly employed by the PROVIDER or subcontractor or anyone forwhose acts the PROVIDER or subcontractor may be liable, the indemnification obligation set forth in this provision shall not 12 be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the PROVIDER or any subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 8.2 The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect as to the PROVIDER's responsibility to indemnify ARTICLE 9.0 01AU&OAM"�41 �i 9.1 PROVIDER shall not discriminate against any person in its operation and activities in its use or expenditure of the funds or any portion of the funds provided by this Agreement and shall affirmatively complywith all applicable provisions of the Americans With Disabilities Act ("ADA"), in the programs while providing any services funded in whole or in part by the CITY, including Titles I and 11 of the ADA and all applicable regulations, guidelines, and standards. 9.2 PROVIDER's decisions regarding the delivery of services under this Agreement shall be made without regard to or consideration of race, age, religion, color, gender, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully or appropriately used as a basis for delivery of service. 9.3 In accordance with Title VI of the Civil Rights Act of 1964, as amended. 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990,42 U.S.C. § 12132, and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, PROVIDER, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, PROVIDER agrees to comply with all applicable implementing regulations of the laws cited above, and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. 13 ARTICLE 10.0 Miscellaneous 10.1 No modification, amendment, or alteration of the terms and conditions contained shall be effective unless contained in a written document executed by each party with the some formality and equal dignity herewith. 10.2 This Agreement is not transferable or assignable, and PROVIDER agrees not to delegate, transfer or assign the performance of any services called for in the Agreement without prior express written consent from the CITY. As to any approved subcontractors, the PROVIDER shall be solely responsible forreimbursing them, and the CITY shall have no obligation to them. 10.3 This Agreement sets forth the full and complete understanding of the Parties as of the effective date, and supersedes any and all negotiations, agreements, and representations made or dated prior to this Agreement. 10.4 The PROVIDER shall pay reasonable attorney's fees to the City should the City be required to incur attorney's fees in enforcing the provisions of this Agreement. 10.5 Time is of the essence of this Agreement. 10.6 The individual executing this Agreement on behalf of PROVIDER agrees and represents that he is authorized to execute this Agreement on behalf of the respective entity and has obtained all necessary approvals to execute and bind PROVIDER to the terms of this Agreement. Accordingly, the City and PROVIDER both waive and release any right to contest the enforceability of this Agreement based upon the execution and/or approval thereof. 10.7 Nondiscrimination: In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, the PROVIDER agrees that, during performance of this Agreement, Consultant, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, PROVIDER agrees to comply with all applicable implementing regulations and shall include the provisions of this Section in every subcontract for services contemplated under this Agreement. 10.8 Books, records, documents, account ledgers, data bases, and similar materials relating to the services performed under this Agreement ("Records") shall be established and maintained by PROVIDER in accordance with requirements prescribed by the CITY and applicable law. Upon request, the PROVIDER shall furnish to the CITY any and all Records related to matters covered by this Agreement in the form requested by the CITY. The PROVIDER will permit the CITY or CITY's representative(s) to audit, examine, and make excerpts or transcripts from such Records, and to audit all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and/or data relating to all matters covered by this Agreement. All communications relating to the day-to-day activities of theprogram shall be exchanged between TOM MCKLVEEN for the CITY and i" ►� �0W`1O*for the PROVIDER. All other notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received, and shall be effective, when: (1) personally delivered, or (2) on the third day after the postmark date when mailed by certified mail, 14�tn)►.tti postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO THE CITY shall be sent to: Jim Cregge Parks and Recreation Director, City of Milton 2006 Heritage Walk Milton, GA 30004 NOTICE TO THE PROVIDER shall be sent to: C 2 AL,e. Aee,n� 61A © S 10.10 No failure by the CITY to enforce any right or power granted under this Agreement, or to insist upon strict compliance by PROVIDER with this Agreement, and no custom or practice of the CITY at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the CITY's right to demand exact and strict compliance by PROVIDER with the terms and conditions of this Agreement. Further, no express waivershall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. 10.11 Pursuant to O.C.G.A. § 13-10-91, the CITY shall not enter into a contract for the physical performance of services unless the PROVIDER shall provide evidence on CITY -provided forms, attached hereto as Exhibits "D" and "E" (affidavits regarding compliance with the E -Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and PROVIDER's subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E - Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period. The PROVIDER hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "D", and submitted such affidavit to CITY. Further, PROVIDER hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Rule 300-10-1-.02. In the event the PROVIDER employs or contracts with any subcontractor(s) in connection with the covered contract, the PROVIDER agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13-10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "E", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit. If a subcontractor affidavit is obtained, PROVIDER agrees to provide a completed copy to the CITY within five (5) business days of receipt from any subcontractor. 15 PROVIDER agrees that the employee -number category designated below is applicable to the PROVIDER. 500 or more employees. 100 or more employees. Fewer than 100 employees. PROVIDER hereby agrees that, in the event PROVIDER employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the PROVIDER will secure from the subcontractors) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law and shall be construed to be in conformity with those laws. 10.12 PROVIDER represents that it has reviewed and become familiar with this Agreement and has notified the CITY of any discrepancies, conflicts or errors herein. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the event of a conflict as to the duties and responsibilities of the Parties under this Agreement, this Agreement shall govern over any Exhibit, and the Exhibits shall govern in the order attached hereto. In the event of any conflict among the terms and conditions contained in this Agreement and the Facility Use Agreement, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 10.13 Subject to the provision of this Agreement regarding assignment, this Agreement shall be binding on the heirs, executors, administrators, successors and assigns of the respective Parties, provided that no Party may assign this Agreement without prior written approval of the other Party. 10.14 This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, and PROVIDER submits to the jurisdiction and venue of such court. 10.15 Should any articles) or sections) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible, as the Parties declare they would have agreed to the remaining parts of this Agreement if they had known that the severed provisions or portions thereof would be determined illegal, invalid or unenforceable. 10.16 Neither the CITY nor PROVIDER shall be liable for its respective non -negligent or non - willful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a failure to perform) any of its respective duties or obligations under this Agreement or for any delay in such performance due to: (a) any cause beyond its respective reasonable control; (b) any act of God; (c) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (d) earthquake, fire, explosion or flood; (e) strike or labor dispute, excluding strikes or labor 16 disputes by employees and/or agents of PROVIDER; (f) delay or failure to act by any governmental or military authority; or (9) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection or invasion. In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. 10.17 Hosting of camps and tournaments involving participants from outside the PROVIDER'S own program along with participants in the PROVIDER'S own program is allowed but requires coordination with and written consent of the Department- PROVIDER must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field or facility rental fees and staff fees maybe applicable for these types of events as determined by the Director or his/her designee. The City reserves the right to require liability waivers, proofs of insurance, or other forms of protection from outside participants as a condition of consent to such events. 10.18 The PROVIDER is specifically not permitted to sublet facilities to any individual or organization. The PROVIDER'S Facility Use Agreement will authorize the PROVIDER'S own use only. The City reserves the right to restrict facility use on dates when there are special City/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. 10.19 The PROVIDER is allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for the PROVIDER to assist the City in funding capital projects benefitting the parks and facilities they use. The PROVIDER is not permitted to obtain sponsorships, including direct financial aid and/or in-kind donations, from any religious organization or individuals and businesses that compete with contractual obligations of the City. Sponsors must be in good taste and appropriate for City park environment (i.e. alcohol and/or tobacco -related products/businesses are not allowed to advertise in City parks). Details of how sponsorship opportunities may be implemented shall be discussed with and approved by the Department Director or his/her designee. Sponsor and team banners are allowed to be displayed at the park on the day of an event only. They must be mounted in a way that does not damage the City property and they must be removed at the end of the day. Banners must not contain any language or images that would be considered offensive or inappropriate around children. 10.20 If damage to afield or facility occurs because of misuse or abuse (misuse to include, but not limited to: failure to rotate goals, practice or play in inclement weather conditions, damage to flooring, etc.) by the PROVIDER, the City will require the PROVIDER to pay for any and all costs necessary to repair the damaged area. The use of any form of metal cleats is strictly prohibited on the artificial turf fields. 10.21 PROVIDERs are responsible for picking up litter around facilities and placing it in proper receptacles afterthe conclusion of a scheduled program. This includes all facilities, playing areas, walkways, restrooms, concession stands, dugouts, etc. IN WITNESS OF THE FOREGOING, the Parties have set their hands and seal the day and year first written above. 17 SUDIE GORDON, CITY CLERK ATTEST: Print: Its: (Assistant) Corporate Secretary (required if corporation) Mw JOE LOCKWOOD, MAYOR PROVIDER: Print: Its: (circle one) - President/Vice President (Corporation) - General Partner (Partnership/Limited Partnership) - Member/Manager (LLC) [CORPORATE SEAL] (required if corporation 1U., EXHIBIT .. e .3 NUMBER g MINIMUM 19 CITY OF MELTON PARKS ORDINANCES Programs are responsible for adherence to all City and park ordinances. A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time; these ordinances may not be fully current, and other ordinances not shown here may be relevant depending on the activity. Sec. 34-22. - Prohibited acts. (a) Alcoholic beverages. Unless a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic, malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms. It shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with O.C.G.A. § 16-11-173. Signs shall be posted at city parks stating the following: "In accordance with O.C.G.A. § 16-11-173 and the City Code of Milton, the discharge of firearms in city parks is prohibited." (c) Fireworks. It shall be unlawful for any person to possess or use fireworks, as defined in O.C.G.A. 25- 10-1(a) (1), 5- 10-1(a)(1), in any of the city parks, unless written permission for such has been authorized by the mayor and city council. (d) Injuring public property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any public property, real or personal, belonging to, owned by, or leased or used by the city. (e) Killing wildlife. It shall be unlawful for any person to hunt, trap, shoot, maim or kill any animal or wildlife, or attempt to do any of the acts mentioned in this subsection to any animal or wildlife within any of the city parks without the city manager's written permission. (f) Motor vehicles. It shall be unlawful for any person to drive, operate and park any motor vehicle, mini -bike or motorcycle within any city park, except in areas designated for such use. This section does not apply to city employees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform city business. (g) Noises. It shall be unlawful for any person to make any unnecessary, loud noises, engage in noisy disputes or conversation, engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks, according to the city's noise regulations. (h) Park hours. All city parks that have lighted athletic fields shall be closed between the hours of 10:30 p.m. and 6:00 a.m. All other parks shall be closed from dusk until dawn. No person shall be authorized to be on the premises or property of any city park when they are closed, except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. PAI (i) Pets. All pets must be on a leash and the owner is responsible for the disposal of pet waste. All pets are prohibited on athletic fields, unless written permission for such has been authorized by the city manager or the recreation and parks director. 6) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without first obtaining such permit or ticket. (k) Polluting water in parks. It shall be unlawful for any person to pollute or disturb any spring, branch, pond, fountain, or other water owned by or leased to the city. (1) Posting signs. It shall be unlawful for any person to affix any bill, sign, or notice on any tree, building, or fixture in any of the parks. It shall be unlawful for any person to place any paper, books, refuse, or trash of any kind in any of the public parks, except in containers provided for such. (m) Skateboards. It shall be unlawful for any person to operate a skateboard on any street, lane, way, road, and/or any parking lot in any park in the city unless otherwise designated by signage or published rules. (n) Smoking. It shall be unlawful for anyone to smoke in the park. (o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes. It shall be unlawful for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a permit for such has been issued by the city recreation and parks department or an authorized representative, or such person are conducting recreation department business. (q) Urban camping. It shall be unlawful to reside or to store personal property in any park owned by the city. Furthermore, it shall be unlawful to use any public place, including city parks, for permanent living accommodations purposes or camping, except in areas specifically designated forsuch use or specifically authorized by permit. (Ord. No. 07-01-03, § I (ch. 8, art. 1, § 4), 1-18-2007; Ord. No. 07-08-42, § 1 (ch. 8, art. 1, § 4), 8-23-2007; Ord. No. 14-10-225, §§ 1, 2,10-20-2014); Ord. No. 15-03-237, § 1, 3-16-2015) PARKAEACILITY REGULATIONS 1. Programs conducting youth activities on City facilities must have an appropriate number of adults supervising the activities conducted by the Program from the outset to the conclusion of the activity. 2. Spectators, Parents, Coaches, or Officials of a Program must display appropriate conduct while operating activities on City facilities. Continuous failure to do so could result in the termination of the right to use City facilities. All Programs must enact and enforce a policy of ZERO tolerance for abusive behavior while at a Program event on-site or at an away facility. 3. The park belongs to all of the residents of Milton. All Programs are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard to all elements of the park. The Program is responsible for cleaning the area around athletic fields, dugouts and walkways. This must be completed upon the conclusion of each activity. RN 4. Program representatives are responsible to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that such use as during bad weather would damage facilities or put participants at risk. 6. Bicycles, roller blades, skateboards, hover boards etc. are prohibited on walkways and other designated areas. 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10:00 pm. The park lights will go off at 10:30 pm 8. Parks may not be used for golf practice. 9. Other than service animals, it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field. It is the owner's responsibility to remove any animal excrement deposited by their animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL, PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CITY OF MILTON PARK FACILITIES. 10. The use of unmanned aerial vehicles (UAVs) or drones is prohibited at all active parks within the City. 11. Music may be played in the park at a volume that does not interfere with other activities. Any organization that receives a reasonable request to lower the volume must do so or risk cancellation of scheduled activities. All music played at the park must be in compliance with the current noise ordinances of the City. Music played must not contain inappropriate language (e.g., containing sexually explicit, degrading or violent words or themes) and must be family friendly. DJs are not permitted without a special use permit. 12. Synthetic multi -sport field rules & restrictions: a) No pets of any kind b) No food or beverages, including gum, seeds, nuts, sports drinks or soft drinks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes, spikes, etc. may be driven into the turf h) No metal or detachable cleats - only sneakers or molded plastic cleats i) No painting, chalking or marking field j) No vehicles, bikes, scooters, skateboards, roller- or inline skates, strollers or hover boards k) No grills, fireworks or fires of any kind 1) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed, NOT DRAGGED n) Do not throw, kick, hit or whip a ball into surrounding fences 13. Questions, recommendations, complaints, etc. regarding park facilities and operations should be directed to the Department- 678-242-2489 or jim.cregae@cityofmiltonga.us 23 EXHIBIT "DII CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91 (b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: eVerifyNumber I Date of Authorization Name of Contractor Name of Project City of Milton, GA Name of Public Employer 24 I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on �-_?202(in (city), C d�). Si re of Authorized fficer or Aunt Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND�ORN BEFORE ME ON THIS THE DAY OF -,2020-. Mom NOTARY PUROC �V•r p1 ARrk` _ EXPIRES GEORGIA Duty 31, 2020 ///yyyy 'ys AU B 1, My Commission Commission Expires: EXHIBIT "E" SUBCONTRACTOR AFFIDAVIT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with on behalf of the Cityof Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore,the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contractfor the physical performance of services insatisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receiptof an affidavit from asub-subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: --��n ';�M I eVerify Number Date of Authorization Name of Subcontractor Name of Project City of Milton, GA Name of Public Employer 25 I hereby declare under penalty of perjury that the foregoing is trueandcorrect. �1 Executed on f�zy 20202 Qn 1- � 1 �(city), (state). c nature of Authoeized Of ' er or Agent C= Printed Nameanc7litle of Authorizeld Officer or Agent SUBSCRIBED AND SWORN BEF E�v1E ON THIS THE �Z DAY OF (�♦v 2020. NUIT{KY Y _MUKV `AR yV s 2 [110Tf,RY S GF.u1 GIA # f Z A 31.:!020 Cl/ :� My CommiU1311 OUTSIDE PROVIDER FACILITY USE AGREEMENT This agreement, made this day of City of Milton ("City") and a Georgia non-profit corporation called the "PROVIDER. Witnesseth: 20 , by the In consideration of the mutual agreements contained in this document, the City and PROVIDER agree as follows: 1. The PROVIDER agrees to provide a youth sports program (organized league play), to wit as a service for the City in accordance with applicable policies and procedures for youth sports providers operating on City property or City leased facilities. 2. The term of this agreement will begin JANUARY 1, 2020 and continue through DECEMBER 31, 2020. A new agreement must be signed for each calendar year. 3. The City hereby authorizes the PROVIDER to use fields and facilities as listed below: -t�r�,,�n,��..►,"�t ��AzF� � E"T1-4W�C��.- �� oMmu/S:i7V The authorization provided by this agreement includes use of all support structures (dugouts, lights, concession stands, storage facilities, bleachers, batting cages, fencing, basketball goals, lacrosse goals, etc.) for approved league play unless otherwise specified. The PROVIDER is authorized to use the facilities at the following dates and times: WEEKDAYS: FROM S A—WPM TO l0 A M SATURDAYS: FROM AM�PM TO �0 AM/�M SUNDAYS: FROM_2�_AM�DM O DATES: ,) For Spring programming at Bell Memorial Park and/or Cox Road, ALL field usage will end on the first Sunday after July4th for field renovations. 26 4. In consideration for the usage of the facilities, the PROVIDER agrees to a direct payment to the City of 15% commission on all registration fees and 100% of all applicable non-resident fees. 5. The PROVIDER agrees that if will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey. The City will share the results with the PROVIDER. The PROVIDER must maintain a favorable quality rating in 75% of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and PROVIDER. 6. The PROVIDER is permitted multiple advanced level (non -recreation level) teams provided that no advanced level team displaces a single recreaflon-level participant orteam and the advanced level teams must be made up of at least 50% City of Milton residents. Tryouts must be open to all, advertised in the appropriate media for the sport involved. The 50% Milton residency requirement must be verified by the City prior to formation of an advanced level team. 7. The PROVIDER agrees the facilities will be used in a safe manner, and in compliance with all applicable federal and state laws and City ordinances, rules and regulations. 8. The PROVIDER shall ensure that its coaches satisfy the certification and training requirements set forth in Exhibit A. INITIALED: 9. PROVIDER shall not cause or permit damage or injury to the facilities. No alteration, addition, or improvement to the facilities shall be made by the PROVIDER without prior written consent from the City. Such alterations, additions, or improvements shall become and remain City property. 10. The City may enter the facilities at any time during the period of this agreement for inspection or supervision as deemed necessary. 11. The PROVIDER shall indemnify and hold harmless the City, its elected and appointed officers, agents, servants and employees, from and against any and all claims, demands, or causes of action of whatsoever kind of nature, and the resulting losses, costs, expenses, reasonable attorneys' fees, including paralegal fees, liabilities, damages, orders, judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement or the willful or negligent acts, errors, or omissions of the PROVIDER or its agents, officers, volunteers or employees. The Parties M. understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect. 12. It is the understanding of the City and the PROVIDER that nothing contained in this agreement shall be interpreted to assign to the PROVIDER any status under this agreement other than that of an independent PROVIDER. This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the PROVIDER is an independent contractor under this Agreement and not a City employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The PROVIDER agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the PROVIDER and the City and the City will not be liable for any obligation incurred by PROVIDER, including but not limited to unpaid minimum wages or overtime premiums. 13. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees. 14. For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective/addresses: PROVIDER NAME:, J -s-� + ADDRESS: 615�gICX"-?e?-- f0o6 CITY/STATE/ZIP: Aua"yi 4 64� -30nd PHONE: WEBSITE: A�e.4ac-&� , (C _ f cin-, EMAIL: CAXZhe-1 '- (--'Z� CITY: City of Milton 28 Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmilto nga.us jim.cregge@cityofmiltonga.us 15. This agreement may be executed in counterparts, each of which shall constitute an original. 16. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person, coordinator, and liaison person with the PROVIDER in the execution of the terms of this agreement. 17. The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City. 18. The PROVIDER may not deny participation in any park or program based on race, color, national origin, religion, sex, gender, sexual orientation, marital status, physical or mental disability, political affiliation, age, or any other factor which cannot be lawfully or appropriately used as a basis for such denial. 19. The PROVIDER agrees to adhere to all relevant City policies and procedures including, but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable) in effect as of the date of this Agreement (which policies anc procedures the PROVIDER has received and reviewed) or as may be duly adopted by the City during the term of this Agreement. 20. The PROVIDER will adhere to fee policies set by the City, including fees that may not yet be currently established. 21. This Agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This Agreement shall be construed under and governed by the laws of the State of Georgia. This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this Agreement only by written instrument signed by each of the parties hereto. Failure by either party to enforce a provision of this Agreement shall not constitute a waiver of that or any other provision of the Agreement. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other 29 provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City's Athletic Association Organizational Manual or Agreement for Outside Providers, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 22. The PROVIDER acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the PROVIDER under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and further due to the fact that the recreation fees generated from the availability of such fields, the PROVIDER is subject to the Open Records and Open Meeting laws of the state of Georgia. The PROVIDER agrees to comply with those laws. To the extent that the PROVIDER is uncertain or needs assistance as to proper compliance with such laws, the City may provide assistance and guidance, but not legal advice, regarding same. The PROVIDER further agrees that all books and records of the PROVIDER shall be made available to the City of Milton as and when requested for review or audit. 23. City shall have the right to terminate this Agreement upon failure of PROVIDER to perform its obligations to the reasonable satisfaction of City. P(iorto exercising this right of termination, City shall provide PROVIDER with a written notice specifying PROVIDER's failure to perform, and providing PROVIDER with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the City, to cure its deficiency. In the event that PROVIDER fails to cure the deficiency, or in the event of any subsequent failure to perform, City shall have the right to immediately terminate the Agreement by providing written notice of termination to PROVIDER. PROVIDER shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of PROVIDER. Prior to exercising this right of termination, PROVIDER shall provide City with a written notice specifying City's failure to perform, and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the PROVIDER, to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform, PROVIDER shall have the right to immediately terminate the Agreement by providing written notice of termination to City. Either party may terminate this Agreement at any time for convenience upon thirty (30) days written notice to the other party. Ell set forth in this Facility Use Agreement as well as all of the applicable policies, procedures, guidelines, and rules of the City. I understand that failure of the PROVIDER orany of its members to comply with any applicable requirement may result in termination of this Agreement with the City. BY: Pre 4dent N a m e:—�- (Typed or Printed) Date: 1 L-3�� ..i 1*1Q-,xT*WNfflfl 9 31 MW By: Steve Krokoff, City Manager City of Milton Ratified by City Council: By: Joe Lock -wood Mayor, City of Milton I EXHIBIT A [This exhibit to be modified on a case-by-case basis to reflect the varying nature of coaching certifications in different sports.] PROVIDER mustrequire that a minimum of one (1) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics: NYSCA, Simply the Best, A.C.E., A.C.E.P., Doyle, GHSA, GYSA, US Youth Soccer, Higher Ground, US Lacrosse Association, USA Football, National Cheerleading Association. The PROVIDER may submit a written request to the City for the approval of other certifications. Records of certifications are to be sent to the Parks & Recreation Department within two weeks of the season start. SPORT: ACCEPTABLE COACHING CERTIFICATIONS: 32 Client#: 149768 BACHTOR TE (M2DD/YYYY) ACORD,. CERTIFICATE O LIABILITY I 2220 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER TACT NAME: Lizz Briscoe CBIZ Insurance Services, Inc.PHONE 470-282-2539 FAX : A/C No Ext : A/C, No 2475 F+lorihwinds Parkway E-MAIL ESS: LBriscoe@cbiz.com Suite 500 INSURER(S) AFFORDING COVERAGE NAIL# Alpharetta, GA 30009 INSRER A . Philadelphia Insurance Companies 18058 INSURED Wavelength Learning Group dba Bach to Rock Alpharetta 12315 Crabapple Road, Suite 118 Alpharetta, GA 30004 �iiP1�N`IL'i�?i CERTIFICATE NUMBER: . INSURER B: Property & Casualty ins Co of Hartford 34690 INSURER C: INSURER D: INSURER E: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TR TYPE OF INSURANCE INSR BR WVD POLICY NUMBER POLICY YNYYY MMIDDY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE �I OCCUR PHPK7994669 6/11/2019 0611112020 EACH OCCURRENCE $1,000,000 PREMISES Ea occur encs $1 OO OOO MED EXP (Any one person) $6,000 PERSONAL & ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: X POLICY CT LOC OTHER: GENERAL AGGREGATE $ 3,000,000 PRODUCTS - COMP/OP AGG $ 3,000,000 $ A AUTOMOBILE LIABILITY ANYAUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED XAUTOS ONLY X AUTOS ONLY PHPKI994669 6/11/2019 06/11/202 Es accideINEDnt) SINGLE LIMIT $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE $ Per accident A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE PHUB679926 6/11/2019 06111/2020 EACH OCCURRENCE s2,000,000 AGGREGATE s2,000,000 DED I X1 RETENTION $10000 $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN OFFICER/MEMBER EXCLUDED? ® (Mandatory in NH) DESCdesc be under RIPTION OF OPERATIONS below N / A 20WECAS0096 0/07/2019 10/07/202 X PER OTH- TTE ER E. L. EACH ACCIDENT $600,000 E.L. DISEASE - EA EMPLOYEE $500,000 E.L. DISEASE- POLICY LIMIT $500,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Certificate holder is included as Additional Insured in respects to General Liability as required by written contract. O$ Milton SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 2006 Heritage Walk ACCORDANCE WITH THE POLICY PROVISIONS. Alpharetta, GA 30004 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) 1 of 1 The ACORD name and logo are registered marks of ACORD #S2389826/M2269886 81 MC 111-211MIN k M 74"0-1 IV I T'' M � JMN� �17 Week -Long Camp 9 am - 4 pm TBD Ages 6 yrs - 15 yrs Bach to Rock is proud to announce the B2R Glee Club! Inspired by the television sensation, this premier choral ensemble offers a dynamic atmosphere for male and female students to unlock their inner star! Each student will explore fun vocal exercises, singing in harmony, and cool choreography while performing arrangements of popular songs. The B2R Glee Club provides a group learning experience that emphasizes reading music, intonation, listening skills, rhythm, and healthy vocal technique. Each weekly session culminates in a public performance and the recording of a CID. Rock City World Tour $299 per weemp Week -Long Camp 9:30 am - 12:30 pm TBD Ages 3 yrs - 5 yrs With instruments as diverse as the African hand -drums and Australian didgeridoos, adventurers play and explore music and instruments with guided movement activities and musically inspired story -telling experiences. Kids will love spending their week immersed in this global musical vacation. Parents get to enjoy a performance highlighting many of these musical adventures on the last day of camp! Ukulele 101 6 Week Course TBD Ages 8 yrs + Ukulele 101 is an exciting group class offering at Bach to Rock. Classes are designed for 2nd grade - Adult, grouped by elementary, middle school, teens & adults. Students will learn the basics of ukulele in an interactive group setting. Starting with the fundamentals of ukulele and music theory, students will learn everything they need to start playing songs quickly. After learning two songs, each ten -week session will culminate with a performance on the B2R stage! Students will learn and play together in a team -like atmosphere, motivating and encouraging each other to practice and perform. After completing Ukulele 101, students will move into private lessons and will be ready to join a band! TO: FROM: MitTON" k ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager AGENDA ITEM: Approval of an Athletic Association Organizational Manual & Facility Use Agreement between the City of Milton and Milton Mustangs to Provide the Swim Team Program at the Milton City Pool. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (.eeAPPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (�4S (J NO CITY ATTORNEY REVIEW REQUIRED: (1ES (J NO APPROVAL BY CITY ATTORNEY: (, PPROVED () NOT APPROVED PLACED ON AGENDA FOR: 0311('I wto 2006 Heritage Walk Milton, GA P: 678.242.25001 F: 678.242.2499 info®cityofmiltonga.us I www.cityofmiltongo.us 0000 To: Honorable Mayor and City Council Members From: Jim Cregge, Director of Parks and Recreation Date: Submitted on March 5, 2020 for the March 16, 2020 Regular Council Meeting Agenda Item: Approval of an Athletic Association Organizational Manual & Facility Use Agreement between the City of Milton and Milton Mustangs to Provide the Swim Team Program at the Milton City Pool. ____________________________________________________________________________ Department Recommendation: Staff is recommending the Approval of the Athletic Association Organizational Manual & Facility Use Agreement between the City of Milton and Milton Mustangs. Executive Summary: Milton Mustangs provides the City with the swim team programming. This program will offer lessons and swim meets based out of the Milton City Pool at the Former Milton Country Club. Funding and Fiscal Impact: The pricing will vary based upon the program offering. This contract offers a 15% commission on registration to the City. Alternatives: If this contract is not approved, we will have to research to find another swim team provider. Legal Review: Sam VanVolkenburgh – Jarrard & Davis, January 6, 2020 (Contract Template) Concurrent Review: Steven Krokoff, City Manager Attachment(s): Athletic Association Organizational Manual & Facility Use Agreement between The City of Milton and Milton Mustangs. HOME ILTO, ��'� 2020 ATHLETIC ASSOCIATION ORGANIZATIONAL MANUAL AGREEMENT & FACILITY USE AGREEMENT Milton Mustangs Swim TABLE OF CONTENTS Department Mission and Philosophy 3 Legal and Organizational Requirements 4 Requirements of Associations 12 City and Park Ordinances 22 Park/Facility Regulations 25 Recreation and Parks Personnel/Contact Information 27 City of Milton Accident/Incident Report Form 28 Agreement Consenting to Terms in Manual 29 Athletic Association Facility Use Agreement 34 DEFINITIONS ASSOCIATION: A volunteer -run organization permitted by the City of Milton to implement a formal recreation program on City property. CITY: The City of Milton unless otherwise specified. DEPARTMENT: The City of Milton Parks and Recreation Department. OCGA: Official Code of Georgia Annotated. PAB: Parks and Recreation Advisory Board of the City of Milton. EIRIFIC 1 A :4 1114 al Mission The Milton Parks & Rec Department is committed to providing quality parks and facilities along with traditional and innovative recreational programs for its residents. We strive to promote healthy lifestyles to support the best quality of life in Milton. Vision The Milton Parks and Recreation Department will develop and maintain premier parks for active, passive and mixed use. We will develop trails that will link key locations within the City of Milton and with other cities. We will offer high quality programs for people of all ages and abilities. The primary focus will be on recreation level activities with limited opportunities for advanced levels of play. Core Values Respect, Excellence, Integrity, Responsiveness, Collaboration, Knowledge, Bold Leadership, Recreation, Inclusiveness, Health In order to qualify as a recognized Association and to operate on City of Milton property, an organization must adhere to certain minimum legal and organizational requirements as set forth in this Athletic Association Organizational Manual. Each Association must indicate its intent and ability to comply with these requirements by signing the agreement found at the end of this Manual (the "AAO Manual Agreement") prior to the operation of any activity on City property. These requirements are necessary in order to insure the safety and well-being of all participants. The City retains the right to change the requirements of this manual at any time, without advance notice, as it deems appropriate, and any such changes will be binding on any signatory to the AAO Manual Agreement. The City will endeavor to communicate any changes made to this manual to the Association within five (5) business days after the change has been made and approved. The signing of the AAO Manual Agreement indicates the Association's assumption of the financial responsibility for its program, as well as the management of the program participants and volunteers. The City will not be held responsible for the finances or the program management. Violation of the above-mentioned responsibilities constitutes cause for the revocation of the AAO Manual Agreement. The requirements are as follows: 1 CORPORATE REGISTRATION Each Association must be a federally registered 501 (c)3 non-profit organization and licensed to operate in the State of Georgia. Proof of the current registration status must be on file with Milton Parks and Recreation Department ("Department"). 2 BYLAWS Associations shall furnish a current copy of their by-laws to the Department. By-laws must be on file or submitted with the signed AAO Manual Agreement. 3 ELECTION OF OFFICERS Each Association shall have a Board of Directors ("Board"), which shall be the governing body of the Association for the operation of the affairs of the Association as documented in the bylaws. Each Association Board must be comprised of a majority of Residents upon election or appointment. The Board of Directors must be elected annually or as mandated by the Association's by-laws, but no less than once every two years, by the Association membership. 4 Open advertised election of the Board is mandatory. All members of the Association as defined by the bylaws shall have the opportunity to vote. A notice of upcoming elections must be sent to the Department and shall be posted on the Association website at least two weeks prior to the elections. Associations are encouraged to email notice of elections to all participant families and to post flyers at the park. Elections should be held in an easily accessible central location when there are normal Association activities scheduled at the park to provide the best opportunity for members to vote. Associations are also encouraged to provide a process for members to vote electronically. Each Association Board will have a City employee liaison and a PRAB liaison. Liaisons must be invited to Association meetings but will not be voting members of the Board. The Department Director will appoint the employee liaison to the Board. The Chairman of the PRAB will appoint the PRAB liaison(s)'to the Board on an annual basis. To serve as a member of the Association executive commiftee, a candidate must have a child actively participating in the Associatior program at the time of the elections. The Association must furnish a list of all elected Board members, addresses, email addresses, telephone numbers (home and office) to the Department no later than one month after the elections. The City will verify residency and notify the PRAB liaison of the City resident percentage of newly elected Board. 4 ASSOCIATION MEETINGS AND ANNUAL MEETING Upon request, Associations must provide copies of meeting minutes from Association membership and Board meetings to Association members and the City. It is recommended that meeting minutes be posted on the Association website. Each Association must schedule a minimum of one (1) annual membership meeting. This meeting shall be for the purpose of electing Board members, and any other necessary business. Efforts must be made to contact all members, and the Department must be notified of the meeting. Notice of said meeting must be posted at Department facilities and on the Association website two weeks prior to meeting date. 5 FINANCIAL REPORTS The Official Code of Georgia Annotated requires all corporate minutes and books of account be held open for inspection by any member of the Association at any reasonable time. The City assumes no responsibility for the financial well-being or outstanding debts of Associations. Each Association must provide the City with an annual Financial Statement to include a summary of operating income and expenses, capital expenditures, registration fees charged to participants, Federal and State tax returns, and profit and loss statement. Submission of these books to the City will be required on July 1. 6 LIABILITY INSURANCE COVERAGE 6.1 Association shall not provide any service until all insurance required under this paragraph has been obtained and approved by the City. 6.2 Certificates of Insurance. Certificates of Insurance reflecting evidence of the required insurance shall be filed with the City prior to the commencement of the AAO Manual Agreement. These Certificates shall contain a provision that coverages afforded under these policies will not be cancelled until at least forty-five days (45) prior written notice has been given to the City. Policies shall be issued by companies authorized to do business under the laws of the State of Georgia. Financial Ratings must be not less than "A -VI" in the latest edition of "Best Key Rating Guide", published by A.M. Best Guide. 6.3 Insurance shall be in force until the obligations required to be fulfilled under the terms of the Agreement are satisfied. In the event the insurance certificate provided indicated that the insurance shall terminate and lapse during the period of the AAO Manual Agreement, then in that event, the Provider shall furnish, at least thirty (30) days prior to the expiration of the date of such insurance, a renewed Certificate of Insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The Provider shall not provide any service pursuant to the AAO Manual Agreement unless all required insurance remains in full force and effect. 6.4 Commercial General Liability insurance to cover liability bodily injury and property damage. Exposures to be covered are: premises, operations, and certain contracts. Coverage must be written on an occurrence basis, with the following limits of liability: $1,000,000 Combined Single Limit -each occurrence $2,000,000 Combined Single Limit - general aggregate $1,000,000 Personal Injury Association shall have its insurer name the City of Milton as an additional insured on its General Liability policy. 6 Association shall also have its insurer name the FULTON COUNTY BOARD OF EDUCATION as an additional insured on its General Liability policy. 6.5 Worker's Compensation insurance shall be maintained during the life of the AAO Manual Agreement to comply with the statutory limits for all employees, and in the case any work is sublet, the Association shall require the subcontractor(s) similarly provide Workers Compensation Insurance for all the latter's employees unless and until such employees are covered by the protection afforded by the Association. The Association and its subcontractors shall maintain during the life of the AAO Manual Agreement Employers Liability Insurance. The following limits must be maintained: A. Workers Compensation Statutory B. Employer's Liability $100,000 each accident $500,000 Disease -policy limit $100,000 Disease -each employee If the Association or its subcontractor claims to be exempt from this requirement, it shall provide the City proof of such exemption along with a written request for exemption, written on Association or subcontractor's letterhead. 6.6 The Association shall also maintain Directors and Officers insurance with limits of at least $500,000.00, in a policy separate from the Commercial General Liability insurance policy. Areas of coverage must include allegations of: wrongful termination; failure to hire or promote; discrimination, including sexual harassment; failure to accommodate disabilities, and claims alleging mental anguish and emotional distress. Claims -made coverage must cover the preceding six years or the length of time the Association has been operating in the City, whichever is less. The policy must include the City as an additional insured. 7 PARTICIPATION REPORTS All Associations are required to submit a list of registered players to the Department no later than thirty (30) calendar days after the end of the established program registration period. The list shall be provided in a Microsoft Excel format and shall include each player's name, residential street address, city, zip code, email address, age/program and resident registration rate. All PO Box addresses submitted will be considered non- residents. The Department will use the list to verify the resident status of registered players. The City will use the email address list to distribute an end of season Participant Satisfaction survey. City shall not use the list to promote Department programs without prior consent of the Association. After the City has verified residency of participants, the City will issue an invoice to the Association for non-resident fees payable to the City. NOTE: It is imperative that participation information be sent to the Department as soon as possible in order for Department to verify addresses. Association may send participant information at any time during their registration period for Department to check residency status of participants. 8 REGISTRATION Associations are required to provide registration dates to the Department in time for inclusion in the City website and promotional activity. The City provides a link to Association websites at www.cityofmiltonga.us Associations must notify City of any web address changes. 9 CITY RESIDENCY REQUIREMENT FOR TRAVEL/SELECT/ELITE TEAMS The mission of the Department is to provide quality programs and the promotion of healthy activities for all residents. Advanced level programs are permitted to provide higher level athletic competition for young people. Residency requirement guidelines ensure that travel/select/elite/feeder teams are formed in the best interest of the City resident participants. These guidelines also ensure that City residents are fairly represented on these teams, City assets and resources are utilized in the best interest of City resident participants, and to foster long-term success of the Association's competitive youth athletic program. Due to the varying nature of advanced level teams in different sports, the guidelines for an advanced level team for each sport will be addressed in the Facility Use Agreement which will be unique for each program. 10 FACILITY USE - RESTRICTIONS Each Association is organized to provide league play for youth, including player evaluations, pre -season player and coach clinics, league practices, scrimmages, games, and post -season tournaments. All field use shall be coordinated with the Department thirty (30) days prior the start of the season. Hosting of camps and tournaments involving participants from outside the Association's own program along with participants in the Association's own program is allowed but requires coordination with and written consent of the Department. Associations must seek approval from the City to host outside camps and tournaments at the parks at least thirty (30) days prior the proposed event. Field rental fees and staff fees may 8 be applicable for these types of events as determined by the Director or his/her designee. The City reserves the right to require liability waivers, proofs of insurance, or other forms of protection from outside participants as a condition of consent to such events. The Association is specifically not permitted to sublet facilities to any individual or organization. The Association's Facility Use Agreement will authorize the Association's own use only. The City reserves the right to restrict facility use on dates when there are special City/Department events. These dates, if applicable, will be included in the annual Facility Use Agreement. The City will provide two storage buildings for use by the Associations. The City will designate which Associations get assigned to each building. Sharing storage space with another Association is expected. These storage buildings are not the property of the Associations. Each Association is expected to work together in their shared space, keep the facility neat and clean, and keep the facility secured. Failure to do so may result in expulsion from the storage facility. 11 CAPITAL IMPROVEMENTS Capital improvements may be suggested by the Association for budgetary consideration. Financial partnerships (50/50) between the Associations and the Department for mutually agreed upon projects are welcomed. 12 CHANCES TO PROGRAM CONTENT, STRUCTURE, PHILOSOPHY, ETC. Each Association shall communicate to the PRAB liaison(s) and Department liaison (s) any and all substantial changes in their program. For this purpose, a substantial change shall be defined as any change in the philosophy, mission, and organization of the Association which would impact the delivery of expected service to any and all program participants, current and future. This includes but is not limited to the following: ® Addition/elimination of any age or skill level ® Addition/elimination of any component of the overall program content (i.e. cheerleading, flag football, fast pitch softball, all stars, select, summer or winter league play, etc.) ® Association by-laws ® Board structure and composition ® Schedule of fees for participants ® Anything that would be in direct conflict with existing City/Department policies Association shall notify liaisons as soon as the idea for a substantial change is included on an Association meeting agenda. Upon notification by the Association, the PRAB and/or employee liaison shall communicate the information to the Department Director or his/her designee. Before any action shall be taken by the Association to implement the substantial change, the Association may be required to prepare a written proposal outlining the planned change to include justification for the change; benefits of the change to the Association, the citizens of Milton, and the City; communication plan to inform the general public; timeline for implementation; financial impact to program participants (if any); legal requirements (if any); etc. It shall be at the sole discretion of the Department Director to determine if an in-depth written proposal shall be required. This will be determined on a case-by-case basis, depending on the nature of the proposed change. Any proposed fee change must be submitted in writing to the Department a minimum of sixty (60) days prior to the planned implementation. The Department shall determine the level of approval needed for the Association to implement the substantial change. The approval levels are noted as follows: a. Association Board and members only b. Department Director or his/her designee c. Milton Parks and Recreation Advisory Board d. Milton Mayor and City Council 13 SPONSORSHIPS/ADVERTISING Associations are allowed to seek sponsors to help offset expenses associated with administering their programs and to create a revenue stream for Associations to assist the City in funding capital projects benefitting the parks and facilities they use. Associations are not permitted to obtain sponsorships, including direct financial aid and/or in- kind donations, from any religious organization or individuals and businesses that compete with contractual obligations of the City. Sponsors must be in good taste and appropriate for City park environment (i.e. alcohol and/or tobacco -related products/businesses are not allowed to advertise in City parks). Details of how sponsorship opportunities may be implemented shall be discussed with and approved by the Department Director or his/her designee. Sponsor and team banners are allowed to be displayed at the park on the day of an event only. They must be mounted in a way that does not damage the city property and they must be removed at the end of the day. Banners must not contain any language or images that would be considered offensive or inappropriate around children. 1 ATHLETIC ASSOCIATION ORGANIZATIONAL MANUAL AGREEMENT Any Association seeking to operate on City property or City leased facilities must start by signing the AAO Manual Agreement found at the end of this manual. Once signed, the AAO Manual Agreement will be continuously effective until an Association ceases to provide programs at the City of Milton or until affirmatively terminated by the City or the Association. 2 FACILITY USE AGREEMENT Any Association operating on City property or City leased facilities must also sign the City's Facility Use Agreement prior to the start of the activity. The agreement is issued on an annual basis, and specifically identifies the facilities to be used by the Association and the terms of that use. With respect to renewal for the next year, any Association currently holding a Facility Use Agreement will receive priority, unless the City has reason to revoke the agreement. Facilities not in use will be distributed on a first come first served basis. 3 BACKGROUND CHECK - VOLUNTEERS All Association Board members and any individual who wants to coach in a youth program shall go through a criminal history background check once per calendar year. All background checks must be performed in accordance with the established City policy. A copy of the background check report from the agency being used must be submitted to the City prior to the start of the regular season games. 4 BACKGROUND CHECK ® OFFICIALS AND UMPIRES Each Association that has a contractual agreement with an outside vendor to provide officiating services for the Association shall require, as part of the written agreement, that all officials/umpires 18 years of age and older who will be scheduled to officiate at Association activities complete a criminal history background check prior to officiating any games for the Association. The background check should be performed once per calendar year. The Association shall require appropriate documentation of completion of background checks. Documentation must be maintained on file by the Association. 5 CHILD ABUSE REPORTING LAW Volunteers who work with children are required by law to report suspected child abuse. The mandatory reporting requirement is a 12 provision in HB 1176, the criminal justice reform bill signed by Governor Nathan Deal on May 2, 2012. Specifically, HB 1 176 changed the definition of "child service organization personnel" to include volunteers. The new law defines "child service organization personnel" as follows: "Child service organization personnel" means persons employed by or volunteering at a business or an organization, whether public, private, for profit, not for profit, or voluntary, that provides care, treatment, education, training, supervision, coaching, counseling, recreational programs, or shelter to children." In accordance with the established City policies, each volunteer is required to participate in training on compliance with this law. The training is only required one time per volunteer, but a copy of the completed certification must be provided to the City. 6 CONCUSSION AWARENESS POLICIES AND PROCEDURES O.C.G.A. § 20-2-324.1 requires agencies to educate youth athletes and their parents on the dangers of concussions in youth athletic activities. The Georgia Department of Public Health is referring everyone to the "Heads Up - Concussion in Youth Sports" program offered by the CDC. The following is a link to the program: https://www.cdc.gov/headsur)/youthsports/training/index.html It is the policy of the Department to educate coaches, referees, employees and instructors of at -risk activities, trainers, parents, and participants of the signs, symptoms and behaviors consistent with sports - and activity -induced concussions. Further, the Department requires that any participant, under the age of 18, suspected of a concussion or head injury must be removed from the activity and it is recommended that the participant be examined by a licensed health care provider. If a participant is deemed by a licensed health care provider to have sustained a concussion, Department personnel or other designated personnel (coaches, referees, instructors of at -risk activities, trainers, and parents) shall not permit the participant to return to play until he or she receives documented clearance from a licensed health care provider for a full or graduated return to play. In accordance with the established City policies, each volunteer is required to participate in training on compliance with this law. The training is only required one time per volunteer, but a copy of the completed certification must be provided to the City. 13 7 COACH CERTIFICATION AND TRAINING Coach certification and training requirements vary by the sport and will be addressed under the Facility Use Agreement. In addition, it is the responsibility of the Association to ensure that all of their coaches, volunteer and professional, head coaches and assistants, complete the following basic training programs and background check requirements before being permitted to coach a team. Association must provide documentation of such training to the City upon request. ® Background Check ® Concussion Awareness Training ® Mandatory Child Abuse Reporting Requirement ® Weather Policies and Procedures ® Heat and Hydration Guidelines ® Cold Weather Policy 8 SELECTION OF COACHES Associations are responsible to select qualified coaches for their program. Each Association shall establish their own criteria to determine qualifications of coaches, such as coaching experience, past playing experience, etc. CHARGES9 FEES AND Note: - to fee policies- the including fees that may not yet be currently established. Registration Fees All registration fees shall be fair and equitable to all participants. Associations shall communicate to participants what the registration fee covers, including the anticipated number of practices and games per season. Registration fees shall be derived from predicted costs to operate the program, to fund Association operations, to fund City commissions (in the percentage specified in the applicable Facility Use Agreement) and to fund park capital improvements (current and future) that mutually benefit the City and Association. Registration fees shall include the total cost of operating the Association's program to include but not limited to; commission to the City, player awards, umpires/officials, equipment for the league/teams, first aid supplies, marketing, web administration, general maintenance of facilities, etc. 14 Any organization which chooses to not charge a registration fee for participation in any program will still be responsible for paying a commission to the City based upon the City -assessed value of the registration. Non -Resident Fees All program participants who reside outside the city limits of Milton will be assessed a non-resident fee. Association shall pay the City non-resident fees for each Association non-resident participant in their program. This fee shall be paid for each athletic season held each year (fall, winter, spring, and/or summer), and must be paid to the City no later than thirty (30) days after the invoice is sent. Association non-resident fees shall be calculated at 50% more than the resident registration fee, but not to exceed $90. The Association is encouraged to add a GIS address check to their registration process to verify residency at the time of registration and to properly collect a nonresident fee if it is applicable. The Association is also encouraged to use the City's interactive map tool to verify residency. That tool can be found here: https://www.cityofmiltonga.us/residents/milfon-on-demand/ The Association will be responsible for the determination of city residence during the registration period. Within two weeks after receiving the Association's participation list with addresses, the Department will verify player residency and submit an invoice to the Association. The City's commission on the registration fee and the City's non-resident fee will be paid directly to the City of Milton based on the Department's verification of player residency. The Association is responsible for remitting non- resident fees for all non -City participants, regardless of whether or not it was collected by the Association. City of Milton employees and their immediate family members, regardless of where they reside, are considered residents. Non-resident fees are waived for these participants. Associations should contact the Department to verify employee status. X Scholarships The Association should make available a reasonable number of scholarships for participants requiring assistance. For all scholarships, the Association need not pay the City's commission on the registration fee. However, scholarships offered to participants who are not residents of the City of Milton will not relieve the Association from paying the City non-resident fees for such participants. The Association is responsible for identifying participants who have received a scholarship from the Association such that they are not included on the City commission invoice. Admission Fees Associations are not allowed to require an admission fee or a parking fee to any Association event. For special tournaments and events, a team registration fee may be collected. The Association must obtain written approval from the Director of Parks and Recreation prior to the event where a team registration fee will be collected. 10 PROGRAM/FACILITY SCHEDULES Associations are required to submit all master schedules to the Department 2 weeks prior to the beginning of use of any City facility. The schedule must be in a Microsoft Excel format. This includes tryout dates, practice schedules, opening ceremonies, game schedules, special events such as player clinics, all forms of advanced level teams' schedules, etc. These schedules should be submitted 2 two weeks prior to the beginning of any program. Facility use outside the scope of the Facility Use Agreement must be requested through the Department and is not guaranteed. 11 SAFETY/ACCIDENT PREVENTION Associations are responsible for operating their programs in a safe and effective manner. All fields, equipment and other facilities should be inspected before each use. Associations should have an adequate number of adults present at each scheduled activity to supervise the participants from the outset to the close of the program. League officials are responsible for insuring that all programs are operated under safe weather conditions. Safety plans should be implemented in case hazardous situations should occur. Associations must provide equal opportunity without regard to race, color, religion, sex, national origin, age, veteran's status, and disability. Associations must comply with the Americans with Disabilities Act (ADA) of 16 1990 and provide reasonable accommodations to members of the public, if so requested, unless participation would create a risk to any participant. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, Association, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, Association agrees to comply with all applicable implementing regulations of the laws cited above, and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. 13MAINTENANCE/FACILITY UPKEEP The Department will be responsible for all field and facility preparation for all practices and games. This includes game day facility preparation, grass mowing, and lining of baseball and softball fields. Parks Services staff will prepare the grass baseball fields once per week day, three times on a Saturday and once on a Sunday. The multi -use synthetic turf fields will be prepared once per day. Preparation of any field will only be performed on days that there are previously scheduled activities, in accordance with the submitted and approved schedule. Associations are responsible to report any and all facility maintenance issues to the Department as soon as they are noticed. Associations are required to provide safe sports equipment for participants. Associations are responsible for picking up litter around facilities and placing it in proper receptacles after the conclusion of a scheduled program. This includes playing areas, walkways, restrooms, concession stands, dugouts, etc. Associations should take proper steps to ensure that scheduled activities do not infringe on park neighbors or other park users. This includes reducing excessive noise, excessive traffic, parking problems, etc. 17 The Department will determine if fields are playable. Associations will be notified as early as possible if the fields are not playable. Associations are prohibited from field use if the field has been deemed "unplayable." In the event of inclement weather after the City's normal business hours, the Association is responsible for determining field playability. Associations are expected to exercise good judgment in determining if a field is playable, keeping the safety of the players foremost. The City shall maintain a weather hotline at 678-242-2533 to help communicate the status of the fields. The City also will update field conditions on the City website shown below (but does not guarantee the website will updated in real time, as delays in updating may occur): httos://www.cityofmiltonga.us/parks-recreation/athletics/ Bell Memorial Park For the safety of all, the City of Milton uses a lightning detection system located on the roof of the maintenance building (beyond center field of field 5) to determine the safety of play in potentially severe weather at Bell Memorial Park. When lightning is detected, the system will turn on a strobe light and sound a single long note on the siren. This is the signal to clear all fields, the dugouts, the bleachers and the playground and get to safety. When the system detects that the conditions have improved to a safe level, the strobe light will be turned off and there will be three short blasts from the siren. At this point, play may be resumed unless Department staff direct otherwise or the actual conditions on the field remain unsafe. Failure to adhere to this requirement could result in the termination of the Facility Use Agreement. If the lightning detection system fails to operate or if there is any question about safety notwithstanding the apparent operation of the lightning detection system, refer to the rules below for the Fulton County School fields. Fulton County School Fields Upon visual or audible evidence of lightning or thunder, all participants are required to clear the field and seek shelter in a building or vehicle. Play will not be permitted until there is no visual or audible indication of thunder or lightning for a continuous 30 minutes. Every indication of thunder or lightning restarts the clock. Associations that do not have their own established Hydration and Heat Guidelines must adhere to the Hydration and Heat Related Guidelines observed by the Department. In summary outdoor activities must be canceled if the WBGT (Wet Bulb Globe Temperature) is over 92 degrees. 18 Associations that do not have their own established Cold Weather Policy must adhere to the Cold Weather Policy observed by the Department. The policy is as follows: If the official Milton, GA temperature according to www.weather.com is forecasted to be 38 degrees or lower at the time of the scheduled practice or game, it is recommended that the scheduled event be cancelled. If the temperature reaches 32 degrees or below, it is mandatory the event be cancelled. Milton Parks and Recreation Department cancels and/or postpones all youth programs and activities whenever Fulton County Schools are closed for inclement weather. Associations shall follow this procedure. 15 RESTROOMS Associations are encouraged to inspect the restrooms and report any deficiencies to the City. The City is responsible for the supply of paper products and general maintenance that may occur. 16 SECURING OF FACILITIES An Association Board member should be responsible for securing facilities after each use, including all practices and games. This includes closing and locking of all buildings, the turning off of all scoreboards, returning all scoreboard controllers to the storage room and ensuring all necessary gates are closed and secured. 17 INCIDENTS INVOLVING VANDALISM Vandalism must be reported to the Police Department immediately by calling 91 1. The Association must report damage to City of Milton facilities or buildings to the Department immediately. If damage is a result of the Association's negligence or failure to comply with accepted operational or security measures, the Association may be held responsible for reimbursing the City for all or part of the repair cost. 18 ACCIDENT/INCIDENT REPORTS (attached) The Association is responsible for filing an accident/incident report to the City which documents the details of any accident, injury, or incident which occurs on City property. The report should detail what occurred, the time of the accident/incident, where it occurred, who was involved, and who witnessed the accident/incident and filed the report. A copy of the accident/incident report is included in this manual. The report shall be submitted to the Department within twenty-four (24) hours of the accident/incident. Any and all accidents/incidents must be reported. 19 SCOREBOARDS AND CONTROLLERS 19 On all of the fields at Bell Memorial Park, blue tooth interfaces to the scoreboards have been installed. There is an app available to interface with the blue tooth device which eliminates the need for the external scoreboard controllers. Go to www.sincilescote.com for the app. Scoreboard control boxes may still be used under the following guidelines: a. The Association President must acknowledge use and responsibility of all scoreboard controllers prior to the start of the season; b. Scoreboard controllers that are damaged, lost or destroyed must be immediately reported to the Department; C. A minimum of thirty (30) days should be expected for all repairs; d. The Association shall be responsible for the cost of repairs or replacement of any lost or damaged scoreboard controllers; e. Scoreboard controllers must be stored at the park in the storage room; f. Scoreboard controllers are mated to specific scoreboards and must remain with their respective mate; and g. The Association must turn all scoreboards off each evening at the conclusion of activities and assure that scoreboard controllers are properly secured in the storage closet. 20 DAMAGE TO TURF GRASS If damage to the turf grass occurs because of misuse or abuse (misuse to include, but not limited to: failure to rotate goals, practice or play in inclement weather conditions) by the Association, the City will require the Association to purchase replacement sod and incur any other cost necessary to repair the damaged area and to make the playing fields safe. The Department will determine sod renovation needs. 21 METAL CLEATS The use of any form of metal cleats is strictly prohibited on the artificial turf fields. The Association will be held accountable for the cost of repairs of any damaged artificial turf. 22 KEYS Keys will not be distributed to the Associations. The City will provide code - based locks for those elements of the park that the Associations need access to. Periodically, the Department will change the combinations to buildings, gates, and electrical boxes. The Department will notify the affected Association of any changes and will supply new combinations as needed. 23 PUBLICITY 20 Associations should regularly provide the Department with information on activities which the Association wishes for the City to promote. The Department will review information and notify Association within five (5) business days if any changes need to be made in order to comply with established guidelines. The use of social media which the City can share on social media is strongly encouraged. The Department must approve any promotional material, flyers, and posters advertising the programs• • its release. The following content and topics shall specifically be prohibited: sexually explicit materials, profanity, child pornography, alcoholic beverages, tobacco products, massage parlors, pawn shops, and tattoo parlors or shops. The Department will provide links to Association websites on the City's website. The City will help with the marketing of registration information. City may send news releases to local media outlets; include information in the e -newsletter and Facebook page, etc. The City will not pay for Association advertising, flyers, mailings, etc. The links and all promotional media provided to the City, by the Association, must be to promote only those programs for which the City is a partner. If an Association is running any activities that are not formally sanctioned by the City, those activities cannot be on the website that the City's promotional activity will point to. 24 PUBLIC USE OF FIELDS The Facility Use Agreement that will be separately issued by the City applies only to organized league play for the duration of the agreement as specified on the agreement. Unless otherwise scheduled, the facilities are available to the public on a first come first serve basis or may be rented by the Department to outside groups in accordance with the established City policies. The City reserves the right to conduct independent participant surveys. In doing so, the City will use the email addresses provided by the Association to survey the participants for feedback on the quality and satisfaction with the facilities, the program and other information. The City will not release an Association's email database to any party and will share the survey results with the Association Board of Directors. 21 Records of an Association or any members of the Association, that are prepared and maintained or received by the Association or any of its members in the course of providing services on behalf of Milton, are "public records" under the Open Records Act. Therefore, such records are subject to production if a request for such records is made under the Open Records Act. In the event that an Open Records Act request is delivered to the City of Milton for Association records pertaining to the service being provided on behalf of Milton, the City of Milton will require, and the Association agrees to provide, timely assistance in responding to such request. Upon receiving an Open Records Act request for Association records, the City of Milton will promptly forward the request to the Association. All responsive documents shall be provided to the City by the Association within 24 hours of the City's notification; or, if the records cannot be assembled that quickly, then within 24 hours the Association will identify what records are responsive and provide the City of Milton with a list of such records and a timeline for when the requested documents will be assembled and provided. Delivery of the Open Records Act request from the City to the Association may be delivered via email, or phone call. All open record request responses shall be emailed to the Director of Parks & Recreation or his designee (if specified in the communication relaying the request). CITY AND PARK ORDINANCES Associations are responsible for adherence to all City and park ordinances. A collection of applicable ordinances is shown below, subject to the caveat that ordinances are amended from time to time and these ordinances may not be fully current. Sec. 34-22. - Prohibited acts. (a) Alcoholic beverages. Unless a public facilities permit has been obtained under Chapter 4 of this Code, it shall be unlawful for any person to possess and consume any alcoholic beverage, or be under the influence of alcoholic, malt and vinous beverage, within any public park and within any building or facility under the supervision of the city recreation and parks department. (b) Firearms. If shall be unlawful for any person to discharge any firearm within the city parks in accordance with the authority vested in the city by the general assembly in accordance with O.C.G.A. § 16-11-173. Signs shall be posted at city parks stating the following: "In accordance with O.C.G.A. § 16-11-173 and the City Code of Milton, the discharge of firearms in city parks is prohibited." 22 (c) Fireworks. It shall be unlawful for any person to possess or use fireworks, as defined in O.C.G.A. 25-10-1 (a) (1), in any of the city parks, unless written permission for such has been authorized by the mayor and city council. (d) Injuring public property. It shall be unlawful for any person to cut, break, mutilate, deface, or in any other manner destroy or injure any public property, real or personal, belonging to, owned by, or leased or used by the city. (e) Killing wildlife. It shall be unlawful for any person to hunt, trap, shoot, maim or kill any animal or wildlife, or attempt to do any of the acts mentioned in this subsection to any animal or wildlife within any of the city parks without the city manager's written permission. (f) Motor vehicles. It shall be unlawful for any person to drive, operate and park any motor vehicle, mini -bike or motorcycle within any city park, except in areas designated for such use. This section does not apply to city employees or agents when municipal duties require them to drive over said park or to park their vehicles or equipment at such locations in order to perform city business. (g) Noises. It shall be unlawful for any person to make any unnecessary, loud noises, engage in noisy disputes or conversation, engage in any indecent or loud acts of behavior, or in any other manner disturb the public peace, quiet, and order in any of the city parks, according to the city's noise regulations. (h) Park hours. All city parks that have lighted athletic fields shall be closed between the hours of 10:30 p.m. and 6:00 a.m. All other parks shall be closed from dusk until dawn. No person shall be authorized to be on the premises or property of any city park when they are closed, except authorized city employees or persons engaged in activities authorized by the recreation and parks director, or the city manager. (i) Pets. All pets must be on a leash and the owner is responsible for the disposal of pet waste. All pets are prohibited on athletic fields, unless written permission for such has been authorized by the city manager or the recreation and parks director. (j) Permit required. It shall be unlawful for any person to engage in any activity in the city parks which requires a permit or ticket without first obtaining such permit or ticket. (k) Polluting water in parks. It shall be unlawful for any person to pollute or disturb any spring, branch, pond, fountain, or other water owned by or leased to the city. 23 (1) Posting signs. It shall be unlawful for any person to affix any bill, sign, or notice on any tree, building., or fixture in any of the parks. It shall be unlawful for any person to place any paper, books, refuse, or trash of any kind in any of the public parks, except in containers provided for such. (m) Skateboards. It shall be unlawful for any person to operate a skateboard on any street, lane, way, road, and/or any parking lot in any park in the city unless otherwise designated by signage or published rules. (n) Smoking. It shall be unlawful for anyone to smoke in the park. (o) Speed limit. It shall be unlawful for any person to operate a motorized vehicle upon any road within a park in the city at a greater speed than 15 miles per hour. (p) Swimming in lakes. It shall be unlawful for any person to swim in or enter any lake at any park in the city for the purpose of swimming or wading unless a permit for such has been issued by the city recreation and parks department or an authorized representative, or such person are conducting recreation department business. (q) Urban camping. It shall be unlawful to reside or to store personal property in any park owned by the city. Furthermore, it shall be unlawful to use any public place, including city.parks, for permanent living accommodations purposes or camping, except in areas specifically designated for such use or specifically authorized by permit. (Ord. No. 07-01-03, § 1(ch. 8, art. 1, § 4), 1-18-2007; Ord. No. 07-08-42, § 1 (ch. 8, art. 1, § 4), 8-23-2007; Ord. No. 14-10-225, §§ 1, 2, 10-20-2014); Ord. No. 15-03-237 , § 1, 3-16-2015) 24 1. Associations conducting youth activities on City facilities must have an appropriate number of adults supervising the activities conducted by the Association from the outset to the conclusion of the activity. 2. Spectators, Parents, Coaches, or Officials of an Association must display appropriate conduct while operating activities on City facilities. Continuous failure to do so could result in the termination of the right to use City facilities. All Associations must enact and enforce a policy of ZERO tolerance for abusive behavior while at an Association event on-site or at an away facility. 3. The park belongs to all of the residents of Milton. All Associations are asked to enact and encourage a policy of "Leave It Cleaner Than When You Arrived" with regard to all elements of the park. The Association is responsible for cleaning the area around athletic fields, dugouts and walkways. This must be completed upon the conclusion of each activity. 4. Association representatives are responsible to report any and all suspicious activity occurring on City property to the Department and/or to the City's Department of Public Safety. 5. The Department reserves the right to cancel any scheduled activities when it is believed that such use as during bad weather would damage facilities or put participants at risk. 6. Bicycles, roller blades, skateboards, hover boards etc. are prohibited on walkways and other designated areas. 7. No game shall begin after 9:00 pm, and every effort should be made to conclude by 10:00 pm. The park lights will go off at 10:30 pm 8. Parks may not be used for golf practice. 9. Other than service animals, it is against park regulations for any individual who possesses or is in charge of a domestic animal, restrained or unrestrained, to bring the animal onto any athletic field. It is the owner's responsibility to remove any animal excrement deposited by their animal on park property and dispose of it in a sanitary manner. FOR THE SAFETY OF ALL, PET OWNERS ARE REQUIRED BY LAW TO OBEY FULTON COUNTY LEASH LAWS WHILE VISITING CITY OF MILTON PARK FACILITIES. IO.The use of unmanned aerial vehicles (UAVs) or drones is prohibited at all active parks within the City. PA, 1 1. Music may be played in the park at a volume that does not interfere with other activities. Any organization that receives a reasonable request to lower the volume must do so or risk cancellation of scheduled activities. All music played at the park must be in compliance with the current noise ordinances of the City. Music played must not contain inappropriate language (e.g., containing sexually explicit, degrading or violent words or themes) and must be family friendly. DJs are not permitted without a special use permit. 12.Synthetic multi -sport field rules & restrictions: a) No pets of any kind b) No food or beverages, including gum, seeds, nuts, sports drinks or soft drinks c) ONLY PLAIN WATER IS ALLOWED d) No glass containers e) No smoking or tobacco products of any kind f) No playing golf g) No tent stakes, spikes, etc. may be driven into the turf h) No metal or detachable cleats - only sneakers or molded plastic cleats i) No painting, chalking or marking field j) No vehicles, bikes, scooters, skateboards, roller- or inline skates, strollers or hover boards k) No grills, fireworks or fires of any kind 1) Do not pick or pull grass fibers or infill material m) Goals may be moved but they are to be LIFTED and moved as needed, NOT DRAGGED n) Do not throw, kick, hit or whip a ball into surrounding fences 13. Questions, recommendations, complaints, etc. regarding park facilities and operations should be directed to the Department - 678-242-2489 or iim.crec _@cityofmiltonaa.us �el DEPARTMENT PERSONNEL AND CONTACT INFORMATION Director Jim Cregge, CPRP, CYSA 678-242-2489 jim.cregaeLcityofmiltonga.us Program Manager Tom McKlveen, CYSA 678-242-2519 Parks and Recreation Specialist Thomas Rhodes, CPO 678-242-2610 tom.mcklveenCcityofmiltonga.us thomas.rhodesLcitvofmiltongo.us PAFA ATHLETIC ASSOCIATION ORGANIZATIONAL MANUAL AGREEMENT This agreement, made this day of , 20 2 , by the City of Milton ("City") and a Georgia non-profit corporation ( "Association"). Witnesseth: In consideration of the mutual promise set forth herein, the City and Association agree as follows: i . The Association shall fully comply with all requirements set forth in the City of Milton Athletic Association Organizational Manual (the "Manual") as it currently exists and as it may be revised and updated from time to time by the City. The Association acknowledges that it has been provided a copy of the Manual prior to its execution of this agreement. 2. During the term of this agreement, the Association will be recognized by the City as an entity authorized to provide recreational and advanced level programs on City -owned or leased property. The specific conditions applicable to use of City property will be set forth in a separate Facility Use Agreement, which must be signed by the Association once a year before engaging in any activity on City property. 3. The City shall endeavor to timely update the Association, through the Association's listed contact information, of any changes to the Manual. The City will not penalize the Association for failure to comply with revised provisions of the Manual unless and until the Association has been provided notice of such revisions and given reasonable time to come into compliance. 4. The term of this agreement will begin upon the last -dated signature placed on this agreement and continue indefinitely until the Association ceases to actively provide recreational programs on City -owned or leased property or until affirmatively terminated by either party. Either party may terminate this agreement for any reason by providing 30 -days' notice to the other party. 5. The City may inspect Association activities, and shall be given access to Association documents, to confirm that the Association is fully complying with the requirements of the Manual. 6. The Association shall indemnify and hold harmless the City, its elected and appointed officers, agents, servants and employees, from and against any 1" and all claims, demands, or causes of action of whatsoever kind of nature, and the resulting losses, costs, expenses, reasonable attorneys' fees, liabilities, damages, orders, judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement, or the willful or negligent acts, errors, or omissions of the Association or its agents, officers, volunteers or employees. The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect. The Association shall maintain at all times during the term of this agreement insurance coverages as set forth in the Manual. If the Association engages in activity on Fulton County Board of Education property, the Association shall indemnify and hold harmless the Board of Education to the same extent as the City. 7. It is the understanding of the City and the Association that nothing contained in this agreement shall be interpreted to assign to the Association any status under this agreement other than that of an independent association. This Agreement does not create an employee/employer relationship between the parties. It is the intent of the parties that the Association is an independent contractor under this Agreement and not a City employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The Association agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the Association and the City and the City will not be liable for any obligation incurred by Association, including but not limited to unpaid minimum wages or overtime premiums. 8. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees. 30 9. For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective addresses: ASSOCIATION NAME: 10. ADDRESS: CITY/STATE/ZIP: At--, Grs� 7L�-�`� PHONE: WEBSITE: V. � � _ ,t �.� S�zt� ��� � � 'S' V, % kill-\gcL EMAIL: -� ``a( E - (- ! S . �A��kk-Q C,;,:,,.C-4k5�-. rn z r CITY: City of Milton Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cilyofmiltonga.us iim.cregQe@cityofmiltoncga.us This agreement may be executed in counterparts, each of which shall constitute an original. 11. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person, coordinator, and liaison person with the Association in the execution of the terms of this agreement. .71 12. This agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This agreement shall be construed under and governed by the laws of the State of Georgia. This agreement is the complete understanding of the parties in respect of the subject matter of this agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this agreement only by written instrument signed by each of the parties hereto. Failure by either party to enforce a provision of this agreement shall not constitute a waiver of that or any other provision of the agreement. The invalidity or unenforceability of any provision of this agreement shall not affect the validity or enforceability of any other provision of this agreement. In the event of any conflict among the terms and conditions contained in this agreement and the Manual, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. [SIGNATURES ON FOLLOWING PAGE] 32 ASSOCIATION: By: President Name:-15,zt"�- \j - (Typed or Printed) Date: -'2- 2��2 0 Attest: Organization Secretary Name: (Typed or Printed) Date: [AFFIX CORPORATE SEAL] CITY: By: Joe Lockwood Mayor, City of Milton Attest: Name: Date: [CITY SEAL] Approved as to form: City Attorney ATHLETIC ASSOCIATION FACILITY USE AGREEMENT This agreement, made this day of , 20 by the City of Milton ("City") and tx%\cam �•�skzt� a Georgia non-profit corporation called the "Organization." Witnesseth: In consideration of the mutual agreements contained in this document, the City and Organization agree as follows: 13. The Association agrees to provide a youth sports program (organized league play), to wit as a service for the City in accordance with applicable policies and procedures for youth sports organization operating on City property or City leased facilities. 14. The term of this agreement will begin JANUARY 1, 2020 and continue through DECEMBER 31, 2020. A new agreement must be signed for each calendar year. 15. The City hereby authorizes the Organization to use fields and facilities as listed below: C, 4-� 0 The authorization provided by this agreement includes use of all support structures (dugouts, lights, concession stands, storage facilities, bleachers, batting cages, fencing, basketball goals, lacrosse goals, etc.) for approved league play unless otherwise specified. The Organization is authorized to use the facilities at the following dates and times: WEEKDAYS:�1 -F FROM 3, A (Ph4 TO �� �SA P _ nd ►✓� — F 3. 3 � � , nn a� � a SATURDAYS: FROM AM/PM TO AM/PM SUNDAYS: FROM AM/PM TO AM/PM DATES: S.`a^cH �'�-� ��"` - -�� �� �� I ZC� liy • 1 ?A� For Spring programming at Bell Memodal Park and/or Cox Road, ALL field usage will end on the first Sunday after July 4th for field renovations. 16. In consideration for the usage of the facilities, the Organization agrees to a direct payment to the City of 15% commission on all registration fees and 100% of all applicable non-resident fees. 17. The Organization agrees that it will provide the City with a database in an Excel format of the email addresses of the families of all of the participants in the program. This database will be used for the purpose of the City conducting an end of season quality survey. The City will share the results with the Organization. The organization must maintain a favorable quality rating in 757o of the survey responses. Failure to achieve the desired quality ratings will result in an administrative review of the program and Organization. 18. The Organization agrees to continually strive to grow the programs) it is operating. For the facilities provided, the ideal number of participants is identified below. Organizations shall strive to grow to the ideal capacity and maintain that level of participation. Failure to reach the ideal capacity or a decline in the registration will result in an administrative review of the program and Organization. Ideal Capacity: 16 :;> Previous Season Participation: 1 `� `A Participation Goal for This Season: \UC1 19. The Organization is permitted multiple advanced level (non -recreation level) teams provided that no advanced level team displaces a single recreation -level participant or team and the advanced level teams must be made up of at least 507o City of Milton residents_ Tryouts must be open to all, advertised in the appropriate media for the sport involved. The 50% Milton residency requirement must be verified by the City GIS database prior to formation of an advanced level team. If the Organization is an Association subject to the City of Milton's Athletic Association Organizational Manual, the Organization shall comply with the program requirements set forth in Exhibit A. 20. The Organization agrees the facilities will be used in a safe manner, and in compliance with all applicable federal and state laves and City ordinances, rules and regulations. 21. The Organization shall ensure that its coaches satisfy the certificatior},and training requirements set forth in Exhibit B. INITIALED:'' IG 22. Organization shall not cause or permit damage or injury to the facilities. No alteration, addition, or improvement to the facilities shall be made by the Organization without prior written consent from the City. Such alterations, additions, or improvements shall become and remain City property. 23. The City may enter the facilities at any time during the period of this agreement for inspection or supervision as deemed necessary. 24. The Organization shall indemnify and hold harmless the City, its elected and appointed officers, agents, servants and employees, from and against any and all claims, demands, or causes of action of whatsoever kind of nature, and the resulting losses, costs, expenses, reasonable attorneys' fees, including paralegal fees, liabilities, damages, orders, judgments, or decrees, sustained by the City or any third party arising out of, or by reason of, or resulting from the violation of any requirement of the Manual or this agreement or the willful or negligent acts, errors, or omissions of the Organization or its agents, officers, volunteers or employees. The Parties understand and agree that the covenants and representations relating to this indemnification provision shall survive the term of this Agreement and continue in full force and effect. 25. It is the understanding of the City and the Organization that nothing contained in this agreement shall be interpreted to assign to the Organization any status under this agreement other than that of an independent Organization. This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Organization is an independent contractor under this Agreement and not a City employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, The State Workers Compensation Act, and the State unemployment insurance law. The Organization agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work required hereunder. This Agreement shall not be construed as creating any joint employment relationship between the Organization and the City and the City will not be liable for any obligation incurred by Organization, including but not limited to unpaid minimum wages or overtime premiums. 36 26. Nothing within this agreement shall be construed as a waiver of governmental immunity, official immunity, or sovereign immunity by the City, its officers or employees. 27. For the purpose of this agreement, any notices required to be sent to the parties shall be mailed to the following respective addresses: ORGANIZATION NAME: >M, ADDRESS: CITY/STATE/ZIP: ��� \K; ,C=PS '3 ><D A PHONE: WEBSITE: \ ^ - ,M, -A -S ��s �o s c��— EMAIL: �ey� ,\Sc n �� �� "�y1,,.. . L�,� ��� ���, �% �� Lc...C«s. ,•� C CITY: City of Milton Parks and Recreation Department Attn: Director of Parks and Recreation 2006 Heritage Walk Milton, GA 30004 678-242-2489 www.cityofmiltonaa.us jim.creg„ae@cityofmiltonaa.us 28. This agreement may be executed in counterparts, each of which shall constitute an original. 29. The City has designated the Director of Parks & Recreation or his/her designee for the City as its contact person, coordinator, and liaison person with the Organization in the execution of the terms of this agreement. 30. The facilities shall not be used for any purpose other than those designated within this agreement, without the written consent of the City. 31. The Organization may not deny participation in any park or program based on race, color, national origin, religion, sex, gender, sexual orientation, marital status, physical or mental disability, political affiliation, age, or any other factor which cannot be lawfully or appropriately used as a basis for such denial. '2, 32. The Organization agrees to adhere to all relevant City policies and procedures including, but not limited to the City's Athletic Association Organizational Manual or Agreement for Outside Providers (whichever is applicable) in effect as of the date of this Agreement (which policies and procedures the Organization has received and reviewed) or as may be duly adopted by the City during the term of this Agreement. 33. The Organization will adhere to fee policies set by the City, including fees that may not yet be currently established. 34. This Agreement shall not be assigned or subcontracted in whole or in part without the prior written consent of the City. This Agreement shall be construed under and governed by the laws of the State of Georgia. This Agreement is the complete understanding of the parties in respect of the subject matter of this Agreement and supersedes all prior agreements relating to the same subject matter. The parties may modify this Agreement only by written instrument signed by each of the parties hereto. Failure by either party to enforce a provision of this Agreement shall not constitute a waiver of that or any other provision of the Agreement. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. In the event of any conflict among the terms and conditions contained in this Agreement and the City's Athletic Association Organizational Manual or Agreement for Outside Providers, that term or condition shall govern that the City determines, in its sole discretion, to be most beneficial to the City. 35. The Organization acknowledges and agrees that by virtue of the fact that the fields and other facilities made available to the Organization under this Facility Use Agreement were funded by the taxpayers of the City and are leased or owned by the City, and further due to the fact that the recreation fees generated from the availability of such fields, the Organization is subject to the Open Records and Open Meeting laws of the state of Georgia. The Organization agrees to comply with those laws. To the extent that the Organization is uncertain or needs assistance as to proper compliance with such laws, the City may provide assistance and guidance, but not legal advice, regarding some. The Organization further agrees that all books and records of the Organization shall be made available to the City of Milton as and when requested for review or audit. 36. City shall have the right to terminate this Agreement upon failure of Organization to perform its obligations to the reasonable satisfaction of City. Prior to exercising this right of termination, City shall provide Organization with a written notice specifying Organization's failure to 38 perform, and providing Organization with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the City, to cure its deficiency. In the event that Organization fails to cure the deficiency, or in the event of any subsequent failure to perform, City shall have the right to immediately terminate the Agreement by providing written notice of termination to Organization. Organization shall have the right to terminate this Agreement upon failure of City to perform its obligations to the reasonable satisfaction of Organization. Prior to exercising this right of termination, Organization shall provide City with a written notice specifying City's failure to perform, and providing City with a reasonable opportunity, not to exceed 30 days except as may be agreed to in writing by the Organization, to cure its deficiency. In the event that City fails to cure its deficiency, or in the event of any subsequent failure to perform, Organization shall have the right to immediately terminate the Agreement by providing written notice of termination to City. Either party may terminate this Agreement at any time for convenience upon thirty (30) days written notice to the other party. 39 I hereby acknowledge and understand that the Organization, which I am authorized to represent, will abide by and comply with the terms and conditions set forth in this Facility Use Agreement as well as all of the applicable policies, procedures, guidelines, and rules of the City, including those contained within the City's Athletic Association Organizational Manual. I understand that failure of the Organization or any of its members to comply with any applicable requirement may result in termination of this Agreement with the City. ORGANIZATION: By:�� �,�--- President (Typed or Printed) Date: 1%2 �� Attest: Organization Secretary Name: (Typed or Printed) Date: [AFFIX CORPORATE SEAL] CITY: By: Steve Krokoff, City Manager City of Milton Date: Ratified by City Council: By: Joe Lockwood Mayor, City of Milton Date: nn EXHIBIT A iThis exhibit to b rr odif=ed on a �^sJ ,v -case :;alis t;: reflect `"c :;arving na tore of advanced level teams in different sports."I GUIDELINES: A. Open, advertised tryouts must be held prior to team formation. Players are not guaranteed positions on any teams prior to the first tryout date. B. The MOU with the City of Alpharetta expired on November 30, 2018. City of Alpharetta residents who participate in Milton recreation programs shall no longer be considered residents of Milton for the purpose of travel/select/elite/feeder teams with residency requirements. C. Each travel/select/elite/feeder team must have a minimum of 50% Residents. Each team roster must be verified by Department staff before a team can officially form. Teams that do not meet the minimum requirement will not be permitted to use City facilities for practices and games. Any team that meets the required Resident percentages as noted above when the team is formed but drops below the minimum percentage during the season due to no fault of their own (i.e. a Resident quits the team, gets injured, relocates, etc.) shall be allowed to exist and continue playing through Milton's program through the remainder of the season. Any players added late to a roster must keep the team's residency above the required percentage. If a resident leaves a team mid-season, dropping the residency below the required percentage, only residents can be added to the roster until the residency is at or above 50%. Any abuse of these guidelines or the intent of these guidelines may result in punitive action, up to and including immediate dissolution of a team. INITIALED: Al EXHIBIT B aT. n �"+-^�^G_' - ^^er-t 4r1 £1 =`r'+C ' /.71 .�r'S t 4=t . "rM b' m r n a- ccS-- i✓� -i.v$ - ,v'iiS So : ei lec' -. s.... a: Ji: na ure _ sis C`'iX r.i ul: o Ce iodi��e'.� o - � � '� of coaching certifications in different sports.] Organization must require that a minimum of one (l) coach per team is to attend a coaching clinic and maintain a coaching certification in good standing. The following are approved coaching certification clinics: NYSCA, Simply the Best, A.C.E., A.C.E.P., Doyle, GHSA, GYSA, US Youth Soccer, Higher Ground, US Lacrosse Association, USA Football, National Cheerleading Association. The Organization may submit a written request to the City for the approval of other certifications. Records of certifications are to be sent to the Parks & Recreation Department within two weeks of the season start. SPORT: ACCEPTABLE COACHING CERTIFICATIONS: NSA uA�c,,`t-c, EXHIBIT "E" SUBCONTRACTOR AFFIDAVIT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned subcontract or verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: t4 eVerify Number Date of Authorization I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on i W6 - 3 , 202 0 in '�' (city), f^l�^ Istntel. Name of Subcontractor Sig natu orized Officer or Agent Name of Project PrintQ�dNa��eand Title of Alufhorized Officer or Agent City of Milton, GA Name of Public Employer SUBSCRIBED AND SWORN BEFORE ME ON THIS THE —3 DAY OF _2020. NOTARY FsT��' 01 A _",<Q OIAMf July 31, 2020 r vs .i AU$ LAG a My Commisiq, 25 EXHIBIT "D" CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91 (b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows IV P, eVerify Nu ber Date of Authorization Name of Contractor Name of Project City of Milton, GA Name of Public Employer 24 I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on irl2020 in At1�-W (city), Signature uthorized Officer or Agent a n 'v--- IK.t o &. - - Printed fame and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF 2020 eA I JI / NOTARY PU IC ............ 0 l q R V2 EXPIRES GEORGIA s July 31, 2020 F 46 L, XG My Commission Expires: MILTON*t ESTABLISHED 2006 TO: FROM: AGENDA ITEM: MEETING DATE: CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager a Proclamation Recognizing the 2020 Cambridge High School Swim Team on Their First Time State Title Win. Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (�X PROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: () YES Q -NO CITY ATTORNEY REVIEW REQUIRED: () YES (41(40 APPROVAL BY CITY ATTORNEY: () APPROVED () NOT APPROVED PLACED ON AGENDA FOR: ojll0tow 2006 Heritage Walk Milton, GA 0000 P: 678.242.25001 F: 678.242.2499 info®cityofmiltonga.us I www.cityofmiltonga.us Recognizing GHSA Girls’ State Swim and Dive Championship WHEREAS, The Cambridge High School Swim and Dive program was established in 2012 under Head Coach Lauren Hall. The program has been dedicated to developing athletes who demonstrate commitment to their own individual improvement and performance, as well as investment in the development of their teammates and the program. Cambridge Swim and Dive seeks to build confidence and a sense of empowerment in athletes to be the best they can be for themselves while also inspiring others to do more than they thought they could; and WHEREAS, the Cambridge Bears Girls’ Swim & Dive Team won the GHSA Girls’ State Swim and Dive Championship held February 6 – 8, 2020 at Georgia Tech; and the team claimed state championship title in 6 events (200 medley relay, 200 freestyle, 200 individual medley, 500 freestyle, 100 backstroke, 400 freestyle relay); four events are under consideration for All American times (200 medley relay, 200 freestyle, 200 IM, 500 freestyle, 100 backstroke); and WHEREAS, the girls swim team has a tradition of excellence and accomplishment in athletic and academic competition reflecting the highest ideals of hard work training and sportsmanship; and WHEREAS, these young women are champions not only in the water, but also in the classroom, in the community and in life; we are proud of the Cambridge Bears Girls’ Swim & Dive Team and their contributions to our community. Now, therefore, we, the Mayor and City Council of the City of Milton, hereby dictate and proclaim Monday, March 16th as “Cambridge High Girls’ School Swim and Dive Day” in the City of Milton, Georgia. Given under our hand and seal of the City of Milton, Georgia on this 16th day of March, 2020. _________________________________ Joe Lockwood, Mayor TO: MILTON, k ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: March 10, 2020 Steven Krokoff, City Manager AGENDA ITEM: Approval of Change Order #1 to the Professional Services Agreement between the City of Milton and Wolverton & Associates, Inc. for the Freemanville Road at Birmingham Road Intersection Improvements. MEETING DATE: Monday, March 16, 2020 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (,,kAPPROVED (J NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: (;SES () NO CITY ATTORNEY REVIEW REQUIRED: (IES () NO APPROVAL BY CITY ATTORNEY. (�,4PPROVED (J NOT APPROVED PLACED ON AGENDA FOR: 03I16Q0410 2006 Heritage Walk Milton, GA 0000 P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us To: Honorable Mayor and City Council Members From: Robert W. Drewry, Public Works Director Date: Submitted on March 6, 2020 for the March 16, 2020 Regular City Council Meeting Agenda Item: Approval of Change Order #1 to the Professional Services Agreement between the City of Milton and Wolverton & Associates, Inc. for the Freemanville Road at Birmingham Road Intersection Improvements. _____________________________________________________________________________________ Project Description: The City of Milton entered into a Professional Services Agreement with Wolverton & Associates on May 6, 2019 to provide Engineering Services for the intersection improvement at Freemanville Road and Birmingham Road based upon the Concept Plan approved in February 2015. Preliminary plans were prepared, and some design services had been initiated when the consultant was asked to capitalize on the City’s purchase of adjacent property and reasonably reduce the impacts to the community. As a result, Wolverton submitted a change order to the original Professional Services Agreement to revisit the alignment of the roundabout. Change Order #1 represents the additional services required by the consultant in order to complete the original scope of services. Procurement Summary: Purchasing method used: RFP Account Number: 335-4101-541400005 Requisition Total: $38,720 Vendor DBA: Wolverton & Associates, Inc. Other quotes or bids submitted (vendor/$): N/A Financial Review: Bernadette Harvill, March 6, 2020 Legal Review: Sam VanVolkenburgh – Jarrard & Davis, March 2, 2020 Attachment(s): Change Order #1 M.I LTO N It ESfA@lrSIIT-0 XYh CHANGE ORDER #1 FOR PROFESSIONAL SERVICES AGREEMENT Freemanville Road at Birmingham Road Intersection Improvements WHEREAS, the City of Milton, Georgia and Wolverton & Associates, Inc, have entered into a Professional Services Agreement (the "Agreement") dated May 6, 2019, incorporated herein by reference; and WHEREAS, the parties desire to change the Maximum Contract Price of the Agreement and add to the Agreement Scope of Work pursuant to Section 2 of the Agreement, it being to the mutual benefit of all parties to do so; NOW THEREFORE, the parties agree to amend the Agreement as follows: 1. Section 1 is amended to provide for a twelve-month extension, by replacing the text of Subsection D with the following: D. "Schedule,_ Completion_ Date, and Term of Agreement. Consultant understands that time is of the essence of this Agreement and warrants and represents that it will perform the Work in a prompt and timely manner, which shall not impose delays on the progress of the Work. The term of this Agreement ("Term") shall commence as of the Effective Date, and end upon completion of and payment for the Work. The Work shall be completed within twenty-two (22) months from the Notice to Proceed. Certain obligations will survive termination/expiration of this Agreement." 2. Section 3 is amended by replacing the text of Subsection B with the following: B. "The total amount paid under this Agreement as compensation for Work performed and reimbursement for costs incurred shall not, in any case, exceed $122,178.00 (the "Maximum Contract Price"). Contractor shall be compensated on the basis of a flat fee of $117,178.00 (original bid of $73,458.00 for Phases I-IV, plus $5,000.00 for add-on landscaping services, plus $38,720.00 for Change Order #1 preliminary plans for new alignment intersection). The additional $5,000 remaining in the Maximum Contract Price is reserved for additional Work that may be added, if at all, by Change Order. 3. The Scope of Work, Exhibit "C" to the Agreement, is hereby amended by adding the work described in the letter from Wolverton & Associates, Inc, dated February 4, 2020, attached hereto as Exhibit A. 4. All other provisions of the Agreement will continue in force, and the E -verify affidavits attached to the Agreement will apply equally to the added scope of work. IN WITNESS WHEREOF, the parties have caused this Change Order to be duly executed by their duly authorized officers as of the day and year set forth next to each signature. [SIGNATURES ON FOLLOWING PAGE] lll� I - r CONSULTANT: � e�rton & Associates, Inc. By: ✓ Print Name: Joseph R. acrina. PE Its: President/Vice President (Corporation) Date: 3 PD + :o SEAL'=r� 0% 1989 6 Attestfwit4ssss% n2%^ Print Name: Its: ((Assistant) Corporate Secretary if corporation) CITY OF MILTON, GEORGIA By: Joe Lockwood, Mayor [CITY SEAL] Date: Attest: Print Name: Sudie Gordon Its: City Clerk Approved as to form: City Attorney Exhibit A WOLVERTON A CHA Company February 4, 2020 Mrs, Sara Leaders, PE, L.SIT Transportation Engineer Milton City Hall 2006 Heritage Walk Milton, GA 30004 RE: Engineering Services Proposal Letter Frcemanville Road at Birmingham Road. [)car Mrs. Leaders: .30 YEARS Wolverton & Associates, Inc. (Wolverton) is pleased to submit this proposal to complete the preliminary plans and PFPR for the newly realigned intersection of Freemanville Road at Birmingham Road. The services are based on the following: Project Descriptign: The purpose of the project is to provide a roundabout at the intersection of Freemanville Road at Birmingham Road. The concept phase of the project was completed in February 2015 that assessed the transportation impacts of various improvement alternatives, determined the preferred location for the improvement, conducted a survey of the corridor, prepared mapping, identified environmental impacts and permits required to construct the project and prepared concept plans for three alternatives. The approved concept report and traffic study were obtained and used for the original layout. III. Scom, ol'Services: Preliminary Plan Development a. Plans will include cover sheet, typical section, plan view, drainage profiles, cross-sections and driveway profiles, and Landscaping plan. b. Plan view will irtClude all horizontal information on one set of plans (survey, utilities, curb and gutter, sidewalk, storm drain, easement, signing and marking and erosion control). C. Two (2) plan review meetings with the city d. We will also prepare for and attend the PFPR and address comments from that meeting. III. Deliverables: The following items will be completed by Wolverton and delivered during the term of this project as specified by the Project Manager: A. Preliminary Construction Plans B. Opinion of Probably Cost C. Responses to comments from PFPR notes. 6745 Sugarloaf Parkway I Suite 100 1 Duluth, GA 30097 7 East Congress Street I Suite 306 1 Savannah, GA 31401 COST [1:4IWINI Oi P1JQJ)QSAL PHASE 1]I:S R[PT J-Q.N COST. Plan Development 538,720.00 Total Cost..........................................................................................................$38,720.00 Assumptions: 1. Right of Way plans are not included. Areas will be provided to city's surveyor to develop meets and bounds, plats and legal descriptions. 2. City will coordinate with existing utility owners and/ or one call for utility locates as required. Utility design is excluded. 3. Drainage design will consist of curb inlets spaced adequately to control 10 -yr spread. The storm drain system will drain to one low point along Freemanville and Cogburn Roads and tie to the existing drainage system. 4. Environmental Special Studies and Permitting are not required. Any required permitting may be completed under a separate agreement. 5. Project disturbed area will be over 1 acre. An NOI will be required for this project. 6. Any required retaining walls will be GDOT standard walls and not require wall design or geotechnical investigations. 7. Additional Services not specified in this proposal are excluded (survey database, subsurface utility engineer, geotechnical, structural engineering, environmental/permitting, etc.) Any ofthe above items can be performed by Wolverton under a separate proposal. Wolverton will begin immediately upon receipt of a signed proposal. The work will be completed within twelve (12) months of Notice to Proceed (NTP). This proposal was prepared with the intent of addressing your specific needs and concerns thus far identified and under the terms and conditions attached. Wolverton sincerely appreciates this opportunity and looks forward to serving your needs! Sincerely, Wolverton & Associates, Inc. -.4 X2 — Joe ,Macri& P.E. Vice President W I Page 2 WOLVERTON A CHA Company February 4, 2020 Mrs. Sara Leaders, PE, LSIT Transportation Engineer Milton City Hall 2006 Heritage Walk Milton, GA 30004 RE; Engineering Services Proposal Letter Freemanville Road at Birmingham Road. Dear Mrs. Leaders: 3EYE Wolverton & Associates, Inc. (Wolverton) is pleased to submit this proposal to complete the preliminary plans and PFPR for the newly realigned intersection of Freemanville Road at Birmingham Road. The services are based on the following: Project Description: The purpose of the project is to provide a roundabout at the intersection of Freemanville Road at Birmingham Road. The concept phase of the project was completed in February 2015 that assessed the transportation impacts of various improvement alternatives, determined the preferred location for the improvement, conducted a survey of the corridor, prepared mapping, identified environmental impacts and permits required to construct the project and prepared concept plans for three alternatives. The approved concept report and traffic study were obtained and used for the original layout. II. Scope of'Services: Preliminary Plan Development a. Plans will include cover sheet, typical section, plan view, drainage profiles, cross-sections and driveway profiles, and Landscaping plan. b. Plan view will include all horizontal information on one set of plans (survey, utilities, curb and gutter, sidewalk, storm drain, easement, signing and marking and erosion control). C. Two (2) plan review meetings with the city d. We will also prepare for and attend the PFPR and address comments from that meeting. III. Deliverables: The following items will be completed by Wolverton and delivered during the term of this project as specified by the Project Manager: A. Preliminary Construction Plans B. Opinion of Probably Cost C. Responses to comments from PFPR notes. 6745 Sugarloaf Parkway I Suite 100 1 Duluth, GA 30097 7 East Congress Street I Suite 306 1 Savannah, GA 31401 COST AMOUNT OF PROPOSAL PHASE DESCRIPTION COST Plan Development 538,720.00 TotalCost..........................................................................................................$38,720.00 Assumptions: 1. Right of Way plans are not included. Areas will be provided to city's surveyor to develop meets and bounds, plats and legal descriptions. 2. City will coordinate with existing utility owners and/or one call for utility locates as required. Utility design is excluded. 3. Drainage design will consist of curb inlets spaced adequately to control 10 -yr spread. The storm drain system will drain to one low point along Freemanville and Cogburn Roads and tie to the existing drainage system. 4. Environmental Special Studies and Permitting are not required. Any required permitting may be completed under a separate agreement. 5. Project disturbed area will be over 1 acre. An NOI will be required for this project. 6. Any required retaining walls will be GDOT standard walls and not require wall design or geotechnical investigations. 7. Additional Services not specified in this proposal are excluded (survey database, subsurface utility engineer, geotechnical, structural engineering, environmental/permitting, etc.) Any of the above items can be performed by Wolverton under a separate proposal. Wolverton will begin immediately upon receipt of a signed proposal. The work will be completed within twelve (12) months of Notice to Proceed (NTP). This proposal was prepared with the intent of addressing your specific needs and concerns thus far identified and under the terms and conditions attached. Wolverton sincerely appreciates this opportunity and looks forward to serving your needs! Sincerely, Wolverton & Associates, Inc. -:� X2 Joe MacrimP.E. Vice President WI page 2