HomeMy WebLinkAboutCC AG PKT 2010-02-22 #FAGENDA STAFF REPORT
DATE: February 22, 2010
TO: Honorable Mayor and City Council
THRU: David N. Carmany, City Manager
FROM: Jill R. Ingram, Assistant to the City Manager
SUBJECT: SEAL BEACH TENNIS CENTER UPDATE
SUMMARY OF REQUEST:
This report is provided in response to a request by Councilmember Miller. It is
recommended that the City Council:
1. Receive and file the report; and /or
2. Provide direction to staff as appropriate regarding future Seal
Beach Tennis Center operations.
BACKGROUND:
On December 13, 2004 the City Council adopted Resolution No. 5292,
authorizing the City Manager to execute an agreement with Eric Stephens for the
management and operation of the Seal Beach Tennis Center. The term of the
agreement was from February 1, 2005 through December 31, 2006, with
provisions for a maximum extension of 3 one -year periods. The City extended
the agreement with Mr. Stephens through December 31, 2008.
On November 10, 2008 the City Council adopted Resolution No. 5811
authorizing the City Manager to execute a Management Services Agreement with
First Serve Tennis, Inc. for management and operation of the Seal Beach Tennis
Center. The term of the agreement is from January 1, 2009 through
December 31, 2014, with provisions to extend the Agreement for up to two
additional 5 -year terms. A copy of the Agreement is included with this report as
Attachment A.
Under the new management agreement, First Serve Tennis is tasked to operate,
manage and supervise the Seal Beach Tennis Center, consisting of 16 tennis
courts, clubhouse, pro shop, gym, and locker room facilities. Additionally, two of
the major scope of services terms requires the Tennis Center Manager to
actively promote the sport of tennis and the Seal Beach Tennis Center and
enhance the Tennis Center's appeal and use within the community, and manage
Agenda Item F
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the Tennis Center so that all facilities, buildings, structures, and equipment are in
good, safe, operating, usable and sanitary order and condition.
During the first year of operation, the City has accomplished the following:
• Replaced the emergency sprinkler system in the kitchen area
• Installed a new drop ceiling in the kitchen
• Repaired the ice machine and stove top grill
• Installed a new charcoal water filter
• Tented the clubhouse for termites (January 2009)
• Re -keyed all doors to facility
• Replaced the back service gate
• Purchased a new washing machine
• Purchased a new commercial treadmill
• Purchased a new television for pro shop
• Purchased 16 new tennis ball holders for courts
Along with these facility improvements, staff also worked in conjunction with the
Tennis Center Manager to procure grant funding in the amount of $3,000 from
the 5K/1 OK Committee to purchase the following:
■ 16 new court benches
■ New air conditioning unit for the gym
Additionally, staff analyzed the surface condition of all the tennis courts, and last
year four of sixteen tennis courts that were previously unplayable for
tournaments were resurfaced. The asphalt tennis courts were in a state of
disrepair with numerous holes, cracks, and depressions. They have deteriorated
over the years and did not provide an acceptable playing surface. Therefore, on
October 12, 2009, the City Council approved plans and specifications to
resurface the tennis courts and authorized staff to solicit for bids. On
December 14, 2009, the City Council awarded a contract to California Surfacing
Company for the resurfacing of the tennis courts and installation of windscreens
throughout the facility in the amount of $45,435. Staff anticipates the completion
of this project by March 1, 2010.
In addition to the highlighted facility improvements, the Tennis Center Manager
accomplished the following in 2009:
■ Increased membership with the addition of 20 new club members
■ Began Parks & Recreation classes for juniors and adults
■ Assisted with the development of additional classes in the Parks &
Recreation Guide and doubled registration
■ Expanded the schedule of programs and activities by offering four times
as many programs and activities
■ Hired a personal trainer to increase gym membership and participation
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To date, staff and First Serve Tennis are in full compliance with all terms of the
Tennis Center Management Services Agreement. Community Services staff and
the Tennis Center Manager communicate on a daily basis, and as per Section
5.0 — Biannual Consultation, of the Agreement, City staff and the Tennis Center
Manager exceeded the agreement terms to meet at least twice per year to
discuss the status and condition of the Tennis Center, performance of the
agreement, and monthly revenue and expense data.
FINANCIAL IMPACT:
Staff initially prepared a budget overview, based upon rough estimates from the
previous Tennis Center Manager, Eric Stephens, for the operations of the Tennis
Center, including anticipated revenues, consultant expenditures, and City
expenditures, which was incorporated as Exhibit B to the Management Services
Agreement with First Serve Tennis, Inc. Exhibit B is included within Attachment
of A of this report.
The conforming budget amendments to the City of Seal Beach Adopted Budget
for Fiscal Year 2008 -09 were approved by the City Council on November 10,
2008, through the adoption of Resolution Number 5812. The budget
amendments set forth in Resolution 5812 reflected a change in the way revenues
are collected by the City. Under the previous agreement with Eric Stephens, the
City received 10% of the gross revenues. Under the current agreement with First
Serve Tennis, Inc. the City receives all revenues collected, minus the operational
expenses. A copy of Resolution No. 5812 is included with this report as
Attachment B.
Although Councilmember Miller requested an update of the Seal Beach Tennis
Center for the first six months of Fiscal Year 2009 -10, July 1 — December 31,
2009, the following financial analysis represents Calendar Year 2009, given that
the majority of revenues are from membership dues, the majority of which are
paid in full in the month of January, and therefore, a fiscal year analysis would
have been a misrepresented comparison.
A comparison of Exhibit B, Management Proposal, incorporated into the Tennis
Center Management Agreement for Calendar Year 2009 is as follows:
Proposed
Actual
Difference
Revenue
Membership Dues
$264,000
$167,557
($96,443)
Tournament/Social Fee
$ 2,500
$ 0
($ 2,500)
Pro Fees
$ 60,000
$ 28,180
($31,820)
Merchandise
$ 5,500
$ 3,150
($ 2,350)
(after 90/10 revenue split)
(stringing, apparel, racquet sales,
Footwear, accessories, ball machine)
Page 4
Pay & Play
Food & Beverage
Vending Machines
(included in Food & Beverage)
Contractual Rental (Courts)
Leasing Clubhouse
Personal Trainer
TOTAL:
Expenses
$ 6,000 $ 3,405 ($ 2,595)
N/A $ 22,256 $ 22,256
N/A N/A N/A
N/A $ 27,744 $ 27,744
N/A $ 0 $ 0
N/A $ 0 $ 0
$338,000 $252,292 ($85,708)
First Serve, Inc. Responsibility $117,400 $ 88,963 $ 28,437
(employee payroll, marketing,
office supplies, workers' compensation,
postage, payroll taxes, accounting fees,
telephone, facility improvements, bank
charges, license fees, auto & fuel,
general liability)
City Responsibility $219,100 $213,938 $ 5,162
(gas & electric, water, janitorial,
janitorial supplies, landscaping,
miscellaneous landscaping,
maintenance & repair, security,
pest control, manager's draw)
Total Revenue to City: $338,000 $252,292 ($85,708)
(after 90/10 revenue split per agreement)
Total Expenses: $336,500 $302,901 $33,599
Total Profit/(Loss): $ 1,500 ($50,609) ($52,109)
During the tenure of the previous manager, the Tennis Center was mismanaged
and the facility fell into a state of disrepair. As is typical with nearly any new
business venture, a minimum of 3 -5 years is required to build up clientele and
ultimately realize a profit. This is the first year under new management and the
City has already witnessed several positive changes made at the Tennis Center.
As we continue this partnership with First Serve Tennis, it is our ongoing goal to
reach a cost neutral status.
Given the State budget and the current economic climate, and their impact on
local government, the tennis industry's bottom line is being impacted as well.
However, we appreciate First Serve Tennis, Inc. and their positive, can -do
attitude, and thank Cathy Jacobson -Guzy and her staff for all they have done and
continue to do to develop and promote the growth of the Seal Beach Tennis
Center.
Page 5
RECOMMENDATION:
This report is provided in response to a request by Councilmember Miller. It is
recommended that the City Council:
1. Receive and file the report; and /or
2. Provide direction to staff as appropriate regarding future Seal
Beach Tennis Center operations.
SUBMITTED BY:
i �
i R.Ingram,
Assistant to the City Manager
NOTED AND APPROVED:
David N. Carmany
City Manager
Attachments:
A. Tennis Center Management Services Agreement with First Serve Tennis, Inc.
B. Resolution No. 5812
TENNIS CENTER MANAGEMENT SERVICES
AGREEMENT
between
City of Seal Beach
211 - 8th Street
Sea{ Beach, CA 90740
0
First Serve Tennis, Inc.
1040 Park Avenue
Long Beach CA 90804
(562) 425 -0553
This Professional Service Agreement ( "the Agreement ") is made as of November 11,
2008 (the "Effective Date"), by and between First Serve Tennis, Inc., a California
Corporation (CONTRACTOR), and the CITY OF SEAL BEACH, a California Municipal
Corporation ( "CITY ") (collectively, the CONTRACTOR and the CITY shall be referred to
herein as the "Parties" and individually as a "Party').
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RECITALS
A. WHEREAS, the Parties have mutual interest in the accomplishment of the
following goals:
a. To provide wholesome, high - quality sports programming in proper facilities
for athletes of all abilities; and
b. To provide a first -class competitive and recreational tennis program to
meet the recreation needs of the community; and
C. To ensure that the community's tennis center is operated in the most
responsible, cost - effective and efficient manner possible; and
B. WHEREAS, tennis is a practical, accessible and lifelong sport critical to the
CITY's recreational program; and
C. WHEREAS, CITY is charged with the responsibility of providing public facilities
for the purpose of leisure time and recreation activities and health enrichment for
general public wellness and fitness; and
D. WHEREAS, CITY is the owner of the Seal Beach Tennis Center ('TENNIS
CENTER"}, located at 3900 Lampson Avenue, Seal Beach and desires to
contract for the management of the TENNIS CENTER.
E. WHEREAS, CONTRACTOR is dedicated to promoting high athletic achievement,
good sportsmanship, and integrity; and
F. WHEREAS, Both CONTRACTOR and its Chief Executive Officer Cathy
Jacobson -Guzy ( "Jacobson - Guzy ") represent that CONTRACTOR and Jacobson -Guzy
are qualified and able to provide CITY with such services. Jacobson -Guzy represents
that she is fully qualified to perform the professional services required by this
Agreement, by virtue of her experience, training, education, and expertise.
NOW THEREFORE, in consideration of the Parties' performance of the
promises, covenants, and conditions stated herein, the Parties hereto agree as follows.
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AGREEMENT
1.0 Scope of Services
1.1. CONTRACTOR shall provide professional management services for the
TENNIS CENTER. Specifically, CONTRACTOR shall:
1.1.1. Actively promote the sport of tennis and the TENNIS CENTER for
the City of Seal Beach; enforce all rules and regulations for public use of the TENNIS
CENTER, including but not limited to regulating play and conduct of players; preserving
order, and providing safety for the TENNIS CENTER and its guests.
1.1.2. Provide courteous and informative tennis instruction and all
services customarily provided by a tennis professional. Ensure that qualified instructors
teach private, semi - private and group lessons for all ages and all skill levels.
1.1.3. Take reasonable steps to improve the TENNIS CENTER; be a
good steward of it; monitor, inspect and properly manage the facilities and grounds;
maintain tennis courts in good playing condition; on a daily basis sweep and clean the
tennis courts; repair and replace court nets and windscreens as required. The City shall
be responsible for the cost of replacing court nets and windscreens in accordance with
Section 2.1.
1.1.4. Schedule tournaments and other tennis activities with special
interest groups, private groups, tennis clubs, school interests, or any of these to assure
the best overall, well- rounded tennis program for the community while incorporating
public play and use of facilities in the overall program.
1.1.5. Maintain, sell, and rent merchandise, supplies, and equipment to
meet customer demand and suitable for use at the TENNIS CENTER. Operate,
manage and supervise a fully stocked pro shop, with services including but not limited
to a complete selection of top of the line tennis equipment and attire for men, women
and juniors. Operate, manage and supervise the sale and repair of tennis rackets and
other tennis related equipment.
1.1.6. Operate, manage and -supervise the clubhouse, which services
may include but not be limited to food and beverage service or catering as permitted by
the CITY, the County of Orange Health Care Agency and the California Department of
Alcoholic Beverage Control
1.1.7. Run the TENNIS CENTER in an ethical fashion; Be dedicated to
the highest ideals of honor and integrity in all relationships so that operation of the
TENNIS CENTER may merit the respect and confidence of the City Manager, and of
the public. Maintain proper financial records and procedures. Conduct criminal
background checks and fingerprinting of all employees who contract for or provide
tennis instruction to any person under the age of 18.
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1.1.8. Organize and operate recreational and competitive tennis
programs, including, for example, singles and doubles nights, recreation and
competitive ladders, age and /or gender - specific activities, instructional clinics and
academies.
1.1.9. Promote and market the TENNIS CENTER, include the tennis
courts, clubhouse, pro shop and other pertinent areas, in a manner calculated to
enhance revenue flow to the CITY and in a manner that will provide quality service for
public and private - use. Such efforts may include outreach and advertising efforts,
subject to CITY approval. . .
1.1.10. Gather information about program participants and facility
user satisfaction, and share such information with CITY on a regular basis.
1.1.11. Manage the TENNIS CENTER so that all facilities, buildings,
structures, improvements, fixtures, trade fixtures, equipment, and utility systems are in
good, safe, operating, usable and sanitary order and condition.
1.1.12. Promptly notify the CITY when TENNIS CENTER facilities
require repair, replacement, rebuilding, or restoration.
1.1.13. Keep interiors of all buildings including restrooms;
furnishings, and fixtures in a safe and sanitary condition.
1.1.14.
graffiti. Keep the TENNIS CENTER clear of trash, debris, and
1.1.15. Provide and maintain court cleaning equipment, empty trash
receptacles on individual courts, and place trash bins in suitable locations for waste
removal services.
1.1.16. Use reasonable efforts to prohibit intoxicated persons,
profane or indecent language, or boisterous or loud conduct in or about the TENNIS
CENTER and will call upon the aid of the CITY police department to assist in
maintaining peaceful conditions.
1.2. CONTRACTOR hereby designates Jacobson -Guzy as the Principal
Operator for purposes of this Agreement. Jacobson -Guzy shall be primarily responsible
for the day - to-day management of the TENNIS CENTER in accordance with the terms
and conditions set forth in this Agreement. CITY is retaining CONTRACTOR based on
and for Jacobson - Guzy's special expertise and experience. Thus, Jacobson -Guzy shall
personally perform or supervise all of the services required under this Agreement, and
CONTRACTOR agrees that it will not hire any subcontractor or third party to provide or
perform the services required under this Agreement, except tennis pros, office
personnel, and such personnel as required.
1.3. CONTRACTOR must maintain the following operating hours for the
TENNIS CENTER: 7:30 a.m. to 9:30 p.m., Monday through Friday; and 7:30 a.m. to
5:30 p.m. on Saturdays and Sundays. Prior to December 15 of each year,
CONTRACTOR and CITY will develop a holiday schedule for the following year.
1.4. CONTRACTOR must not permit any children under the age of 16 to use
the fitness center, lockers, spa, or sauna, except that members the Los Alamitos High
School may use the TENNIS CENTER in accordance with Section 3 of this Agreement.
1.5. CONTRACTOR shall pay all costs and expenses related to staffing and
employee payroll, office and athletic supplies and inventory, accounting, telephone
service, bank charges on credit card transactions, and license fees, as set forth in
Exhibit B (Management Proposal). CONTRACTOR will deduct such costs and
expenses from revenue prior to disbursing the revenue to the CITY pursuant to 1.7(1)
below.
1.6. CONTRACTOR must collect all usage fees required by the CITY for use
of the TENNIS CENTER, including but not limited to membership fees, rental fees, pay -
to -play fees, and tournament fees in accordance with the CITY's adopted fee schedule,
based on costs reasonably borne. CONTRACTOR shall not charge any fee in excess
of the fees established by the CITY Council nor shall CONTRACTOR waive fees for any
person or organization without the CITY's prior written approval. Nothing in this
Agreement shall be construed as limiting the CITY's ability to establish and alter usage
fees for the TENNIS CENTER.
1.7. On the 15th day of every month, CONTRACTOR must deliver to CITY: (1)
all revenues from membership fees and dues, tournament fees, pay- to-play fees, facility
leasing, personal training, and vending machines that were generated during the
previous month, less the costs and expenses deducted pursuant to 1.5 above; (2) 10%
of the gross receipts from pro shop sales and food and beverage sales; and (3) an
itemized statement of TENNIS CENTER revenues and expenses from the previous
month.
1.8. CONTRACTOR must maintain complete and accurate records of TENNIS
CENTER" revenues and expenses for the term of this Agreement, inclusive of any
extensions, and for one year thereafter. All such records must be clearly identified as
being associated with this Agreement. CONTRACTOR must meet on a monthly basis
with the CITY or its designated representative, during normal business hours, to
examine, audit, and make transcripts or copies of such records. CONTRACTOR must
allow CITY or its designated representative to inspect during normal business hours, all
work, data, documents, proceedings, and activities related to this agreement during the
term of this Agreement, and for a period of one year thereafter.
1.9. CONTRACTOR must perform all Services under this Agreement in a
skillful and competent manner, in accordance with the standard of care generally
exercised by like professionals under similar circumstances and in a manner reasonably
satisfactory to CITY. CONTRACTOR represents and warrants that it has all licenses,
permits, qualifications and approvals of whatever nature that are legally required to
practice its profession and to perform the work hereunder. CONTRACTOR further
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represents and warrants that it shall keep in effect all such licenses, permits, and other
approvals during the term of this Agreement, including, without limitation, any liquor
license obtained by CONTRACTOR.
1.10. In performing this Agreement, CONTRACTOR must comply with all
applicable provisions of federal, state, and local law.
1.11. CONTRACTOR will not be compensated for any work performed not
specified in the Agreement unless the CITY authorizes such work in advance and in
writing.
2.0 CITY's Responsibilities
2.1. CITY shall be responsible for the paying all costs and expenses related to
water, gas and electric, janitorial services and supplies, landscaping, facility
maintenance and repair,-security, and pest control, as set forth in Exhibit B.
2.2. CITY shall pay CONTRACTOR $5,000 per month, due on the 15th of
every month.
2.3. If the number of TENNIS CENTER members exceeds 175 persons, CITY
shall pay CONTRACTOR 10% of the membership fees generated by the number of
members in excess of 160 persons. If the number of TENNIS CENTER members
exceeds 190 persons, CITY shall pay CONTRACTOR 15% of the membership flees
generated by the number of members in excess of 190 persons. If the number of
TENNIS CENTER members exceeds 210 persons, CITY shall pay CONTRACTOR 20%
of the membership fees generated by the number of members in excess of 290
persons. For these purposes, TENNIS CENTER membership does not include
members of the fitness club.
2.4. Upon consulting with CONTRACTOR, CITY shall establish fees and rates
for the use the TENNIS CENTER facilities by CITY Council resolution.
2.5. CITY agrees that if during the course of the Agreement, CONTRACTOR
identifies new revenue streams, the CITY will, upon CONTRACTOR's request, entertain
negotiations regarding additional compensation for CONTRACTOR for the provision of
additional services.
2.6. CITY may in its sole discretion close the TENNIS CENTER to use by the
public. Whenever possible, the CITY shall provide CONTRACTOR with advance notice
of any unscheduled closures. Closures will be kept to a minimum when the TENNIS
CENTER is in usable condition. Priority will be given to maintenance needs and
renovation periods.
3.0 Use By Los Alamitos High School Tennis Teams
3.1. Unless otherwise directed by CITY, CONTRACTOR shall allow all
members of the Los Alamitos High School boys' and girls' tennis teams (either being a
I
"Team ") and the Teams' coaches to use the tennis courts at the TENNIS CENTER
without charge for individual practice, team practice, or team tournaments between the
hours of 1:00 p.m. and 5:00 p.m., Monday through Friday during their respective high
school tennis seasons, subject to the terms of any joint -use agreement between CITY
and the Los Alamitos Unified School District related to the use of the TENNIS CENTER.
Girls' team members and coaches may use the TENNIS CENTER during its season,
currently September through November. Boys' team members and coaches may use
the TENNIS CENTER during its season, currently March through May. CONTRACTOR
shall require all students and coaches entitled to use the TENNIS CENTER pursuant to
this Section 3.0 to present a valid Los Alamitos High School identification card and sign
in at the TENNIS CENTER office prior to use.
3.2. CONTRACTOR shall consult with CITY and representatives of the Los
Alamitos Unified School District to coordinate and schedule use of the TENNIS
CENTER by the Los Alamitos High School boys' or girls' tennis team.
4.0 Term
This term of this Agreement shall commence January 1, 2009 and continue until
December 31, 2014 unless previously terminated as provided by Section 6.0 of this
Agreement. By written amendment, the Parties may extend the Agreement for up to 2
additional 5 -year terms, and exercised upon giving 90 days written notice prior to the
end of each 5 -year term. Each such extension will be subject to re- negotiation of all
terms and conditions of this agreement.
5.0 Biannual Consultation
The Parties shall meet at least twice a year to discuss the status and condition of
the TENNIS CENTER and the performance of this Agreement.
6.0 Termination
6.1. Either party may terminate this Agreement without cause upon 90 days
written notice.
6.2. CITY may terminate this Agreement:
6.2.1. Upon 30 days written notice to CONTRACTOR in the event of
substantial breach of the Agreement by CONTRACTOR. CONTRACTOR shall
discontinue all services within 10 days of receipt of such notice, unless otherwise
instructed by CITY in writing, and CONTRACTOR shall be liable to CITY for any
reasonable additional costs incurred to correct or cure unsatisfactory work performed by
CONTRACTOR which, at CITY's discretion, must be revised, in part or in whole, to
complete services that were to be performed by CONTRACTOR hereunder.
6.2.2. Upon 10 days written notice to CONTRACTOR if CONTRACTOR
fails to provide satisfactory evidence of renewal or replacement of comprehensive
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general liability insurance as required by this Agreement at least 20 days before the
expiration date of the previous policy.
7.0 Party Representatives
7.1. The City Manager is CITY's representative for purposes of this
Agreement.
7.2. Jacobson -Guzy is CONTRACTOR's sole representative for purposes of
this Agreement.
8.0 Notices
8.1. All notices permitted or required under this Agreement shall be deemed
made when personally delivered or when mailed 48 hours after deposit in the U.S. Mail,
first class postage prepaid and addressed party at the following addresses:
To CITY: City of Seal Beach
211 8th Street
Seal Beach, California 90740
Attn: City Manager
With a copy to: Seal Beach City Attorney
355 S. Grand Avenue
40th Floor
Los Angeles CA 90071 -3101
To CONTRACTOR: First Serve Tennis, Inc.
1040 Park Avenue
Long Beach, CA 90804
Attn: Cathy Jacobson -Guzy
8.2.. Actual notice shall be deemed adequate. notice on the date actual notice
occurred, regardless of the method of service.
9.0 Independent contractor
9.1. CONTRACTOR is an independent contractor and not an employee of the
CITY. All services provided pursuant to this Agreement shall be performed by
CONTRACTOR or under its supervision. CONTRACTOR will determine the means,
methods, and details of performing the services. Any additional personnel performing
services under this Agreement on behalf of CONTRACTOR shall also not be employees
of CITY and shall at all time be under CONTRACTOR's exclusive direction and control.
CONTRACTOR shall pay all wages, salaries, and other amounts due such personnel in
connection with their performance of services under this Agreement and as required by
law. CONTRACTOR shall be responsible for all reports and obligations respecting such
additional personnel, including, but not limited to: social security taxes, income tax
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Withholding, unemployment insurance, disability insurance, and workers' compensation
insurance.
9.2. CONTRACTOR shall indemnify and hold harmless CITY and its elected
officials, officers and employees, servants, designated volunteers, and agents serving
as independent contractors in the role of CITY or agency officials, from any and all
liability, damages, claims, costs and expenses of any nature to the extent arising from
CONTRACTOR's alleged violations of personnel practices. CITY shall have the right to
offset against the amount of any fees due to CONTRACTOR under this Agreement any
amount due to CITY from CONTRACTOR as a result of CONTRACTOR's failure to
promptly pay to CITY any reimbursement or indemnification arising under this Section 9.
10.0 Assignment
CONTRACTOR must not assign or transfer any interest in this Agreement
whether by assignment or novation, without the prior written consent of CITY. Any
purported assignment without such consent shall be void and without effect.
11.0 Insurance
11.1. CONTRACTOR must not commence work under this Agreement until it
has provided evidence satisfactory to the CITY that CONTRACTOR has secured all
insurance required under this Section in the form attached hereto as Exhibit A.
CONTRACTOR must furnish CITY with original certificates of insurance and
endorsements effecting coverage required by this Agreement on forms satisfactory to
the CITY. The certificates and endorsements for each insurance policy must be signed
by a person authorized by that insurer to bind coverage on its behalf, and must be on
forms provided by the CITY if requested. All certificates and endorsements must be
received and approved by the CITY before work commences. The CITY reserves the
right to require complete, certified copies of all required insurance policies, at any time.
11.2. CONTRACTOR must, at its expense, procure and maintain for the
duration of the Agreement, insurance against claims for persons or.damages
to property that may arise from or in connection with the performance of this Agreement.
Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:
VIII, licensed to do business in California, and satisfactory to the CITY. Coverage must
be at least as broad as the latest version of the following: (1) General Liability:
Insurance Services Office Commercial General Liability coverage (occurrence form CG
0001); and (2) Automobile Liability: Insurance Services Office Business Auto Coverage
form number CA 0001, code 1 (any auto). CONTRACTOR must maintain limits no less
than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury
and property damage and if Commercial General Liability Insurance or other form with a
general aggregate limit is used, either the general aggregate limit shall apply separately
to this Agreement/location or the general aggregate limit shall be twice the required
occurrence limit; and (2) Automobile Liability: $1,000,000 per accident for bodily injury
and property damage.
11.3. The insurance policies must contain the following provisions, or
CONTRACTOR must provide endorsements on forms supplied or approved by the
CITY to state: (1) coverage shall not be suspended, voided, reduced or canceled except
after 30 days prior written notice by certified mail, return receipt requested, has been
given to the CITY; (2) any failure to comply with reporting or other provisions of the
policies, including breaches of warranties, shall not affect coverage provided to the
CITY, its directors, officials, officers, (3) coverage must be primary insurance as
respects the CITY, its directors, officials, officers, employees, agents and volunteers, or
if excess, must stand in an unbroken chain of coverage excess of the CONTRACTOR's
scheduled underlying coverage and that any insurance or self - insurance maintained by
the CITY, its directors, officials, officers, employees, agents and volunteers shall be
excess of the CONTRACTOR's insurance and must not be called upon to contribute
with it; (4) for general liability insurance, that the CITY, its directors, officials, officers,
employees, agents and volunteers shall be covered as additional insureds with respect
to the operations performed by or on behalf of the CONTRACTOR, including
materials, parts or equipment furnished in connection with such work; and (5) for
automobile liability, that the CITY, its directors, officials, officers, employees, agents and
volunteers shall be covered as additional insureds with respect to the ownership,
operation, maintenance, use, loading or unloading of any auto owned, leased, hired or
borrowed by the CONTRACTOR or for which the CONTRACTOR is responsible.
11.4. All insurance required by this Section must contain standard separation of
insureds provisions and must not contain any special limitations on the scope of
protection afforded to the CITY, its directors, officials, officers, employees, agents, and
volunteers.
11.5. Any deductibles or self- insured retentions must be declared to and
approved by the CITY. CONTRACTOR guarantees that, at the option of the CITY,
either: (1) the insurer shall reduce or eliminate such deductibles or self - insured
retentions as respects the CITY, its directors, officials, officers, employees, agents, and
volunteers; or (2) the CONTRACTOR shall procure a bond guaranteeing payment of
losses and related investigation costs, claims and administrative and defense expenses.
12.0 Indemnification, Hold Harmless, and Duty to Defend
12.1. CONTRACTOR must indemnify, and hold the CITY, its officials, officers,
employees, volunteers and agents (collectively "CITY's Indemnitees ") free and harmless
from any and all claims, demands, causes of action, costs, expenses, liability, loss,
damage or injury, in law or equity, to property or persons, including wrongful death, in
any manner arising out of or incident to any acts or omissions of CONTRACTOR, its
employees, or its agents in connection with the performance of this Agreement,
including without limitation the payment of all consequential damages and attorneys
fees and other related costs and expenses. With respect to any and all such aforesaid
suits, actions, or other legal proceedings of every kind that may be brought or instituted
against CITY's Indemnitees, CONTRACTOR must defend CITY's Indemnitees, at
CONTRACTOR's own cost, expense, and risk, and must pay and satisfy any judgment,
award, or decree that may be rendered against CITY's Indemnitees. CONTRACTOR
-10-
must reimburse CITY and its directors, officials, officers, employees, agents and /or
volunteers, for any and all legal expenses and costs incurred by each of them in
connection therewith or in enforcing the indemnity provided by this Section 12.1.
CONTRACTOR's obligation to indemnify shall not be restricted to insurance proceeds, if
any, received by the CITY, its directors, officials, officers, employees, agents or
volunteers. All duties of CONTRACTOR under this Section 12.1 shall survive
termination of this Agreement.
12.2. CITY must indemnify, and hold CONTRACTOR, its officials, officers,
employees, volunteers and agents (collectively "CONTRACTOR's lndemnitees ") free
and harmless from any and all claims, demands, causes of action, costs, expenses,
liability, loss, damage or injury, in law or equity, to property or persons, including
wrongful death, in any manner arising out of or incident to any acts or omissions of
CITY, its employees, or its agents in connection with the performance of this
Agreement, including without limitation the payment of all consequential damages and
attorneys fees and other related costs and expenses. With respect to any and all such
aforesaid suits, actions, or other legal proceedings of every kind that may be brought or
instituted against CONTRACTOR's lndemnitees, CITY must defend CONTRACTOR's
lndemnitees, at CITY's own cost, expense, and risk, and must pay and satisfy any
judgment, award, or decree that may be rendered against CONTRACTOR's
lndemnitees. CITY must reimburse CONTRACTOR and its directors, officials, officers,
employees, agents and/or volunteers, for any and all legal expenses and costs incurred
by each of them in connection therewith or in enforcing the indemnity provided by this
Section 12.2. CITY's obligation to indemnify shall not be restricted to insurance
proceeds, if any, received by the CONTRACTOR, its directors, officials, officers,
employees, agents or volunteers. All duties of CITY under this Section 12.2 shall
survive termination of this Agreement.
13.0 Equal Opportunity
CONTRACTOR affirmatively represents that it is an equal opportunity employer.
CONTRACTOR must not discriminate against any subcontractor, employee, or
applicant for employment because of race, religion, color,. national origin, handicap,
ancestry, sex, sexual orientation, or age. Such non - discrimination includes, but is not
be limited to, all activities related to initial employment, upgrading, demotion, transfer,
recruitment or recruitment advertising, layoff, or termination.
14.0 Labor Certification
By its signature hereunder, CONTRACTOR certifies that it is aware of the
provisions of Section 3700 of the California Labor Code that require every employer to
be insured against liability for Worker's Compensation or to undertake self- insurance in
accordance with the provisions of that Code, and agrees to comply with such provisions
before commencing the performance of the Services.
-II -
15.0 Entire Agreement
This Agreement contains the entire Agreement of the parties with respect to the
subject matter hereof, and supersedes all prior negotiations, understandings, or
agreements. This Agreement may only be modified by a writing signed by both parties.
16.0 Severability
The invalidity in whole or in part of any provisions of this Agreement shall not
void or affect the validity of the other provisions of this Agreement.
17.0 Governing Law
This Agreement shall be governed by and construed in accordance with the laws
of the State of California.
18.0 No Third Party Rights
No third party shall be deemed to have any rights hereunder against either Party
as a result of this Agreement.
19.0 Waiver
No waiver of any default shall constitute a waiver of any other default or breach,
whether of the same or other covenant or condition. No waiver, benefit, privilege, or
service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
20.0 Prohibited Interests
CONTRACTOR maintains and warrants that it has not employed nor retained
any company or person, other than a bona fide employee working solely for
CONTRACTOR, to solicit or secure this Agreement. Further, CONTRACTOR warrants
that it has not paid nor has it agreed to pay any company or person, other than a bona
fide employee working solely for CONTRACTOR, any fee, .commission, percentage,
brokerage fee, gift or other consideration contingent upon or resulting from the award or
making of this Agreement. For breach or violation of this warranty, CITY has the right to
rescind this Agreement without liability. For the term of this Agreement, no member,
officer or employee of CITY, during the term of his or her service with CITY, shall have
any direct interest in this Agreement, or obtain any present or anticipated material
benefit arising therefrom.
21.0 Attorneys' Fees
If either Party commences an action against the other Party, either legal,
administrative or otherwise, arising out of or in connection with this Agreement, the
prevailing Party in such litigation shall be entitled to have and recover from the losing
Party all of its attorney's fees and other costs incurred in connection with such action.
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22.0 Corporate Authority
The persons executing this Agreement on behalf of the parties hereto warrant
that they are duly authorized to execute this Agreement on behalf of said parties and
that by doing so, the parties hereto are formally bound to the provision of this
Agreement.
23.0 Exhibits
23.1. All exhibits referenced in this Agreement are hereby incorporated into the
Agreement as if set forth in full herein. In the event of any material discrepancy
between the terms of any exhibit so incorporated and the terms of this Agreement, the
terms of this Agreement shall control.
23.2. Exhibit B, Management Proposal, delineates the respective financial
obligations the Parties with respect to the TENNIS CENTER. The numerical figures
included in Exhibit B are included solely for the purpose of illustration and shall not be
construed as a guarantee by either Party of revenue to be generated or imposing on
either party any mandatory level of expenditure.
IN WITNESS WHEREOF, the Parties hereto, through their respective authorized
representatives have executed this Agreement as of the date and year first above
written.
CITY OF SEAL BEACH
By:
David Car any,
City Manager
Attest:
By: 1
Linda Devine, City Clerk
FIRST SFERVE TENNIS, INC.
By:
Name: Cathy Jac4bson -Guzy
Its: Chief Executive Officer
Approved as to Form:
By:
nn Barrow City Attorney
-13-
�TM CERTIFICATE OF LIABILITY INSURANCE � B
DATEIlNM/DD/Yyyyl
RDDUCER (510) 547 7400 FAX (510} 547 3159 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
irennan &Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
License # 0649629 NC•KO R� TH IS CERTIFICATE DOES NOT AMEND, EXTEND OR
5001 Airport Plaza Drive, #125
Long Beach, CA 90815
INSURERS AFFORDING COVERAGE
NAIC #
IsuRdao INsURERk Great American Assurance Co.
INSURER B:
Fi rt Serve Tennis, Inc. INSURER C:
1040 Park Avenue INSURER D
Long Beach, CA 90804 INSURERS
:OVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED
ANY REQUIREMENT, TERM OR CONDITION MED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
TION 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. EXCLUSIONB'ANn r:(NJn1T&'1kM nc cr —
POLICIES. AGGREGATE LJMITS SHnWN MAY NnVG wr=cnr norm t^.
SR
Dirl.
TYPE OF INSURANCE
POLICY NUMBER -
- POLICY EFFECTS
POLICY EXPIRATION
GENERAL LIABILITY
31488400
01/05/2009
01/05/2009
LIMITS
EACH OCCURRENCE
)( COMMER m GENERAL UABIUTY
S
DLAIMS MADE ' OCCUR
D PEr"'ED $
A
MED EYP (Any am person)
S
PERSONAL fl ADV INJURY
S
GENERAL AGGREGATE
S Non
GENT AGGREGATE LIMIT APPLIES PER:
X POLICY j� LOC
PRODUCTS - COMP/OP AGG
$ 2.
AUTOMOBILE
LIABILITY
ANY ALTO
� SINGLE LIMIT
S
ALL OWNED AUTOS
BODILY INJURY
(Per Person)
$
SC:- IEDULED AUTOS
HIRED AUTOS
Ei
BODILY INJURY
(Per neddenQ
$
—
NDN OWNED AUTOS
PROPERTY DAMAGE
(Per accident) .
S
GARAGE LIABILITY
AUTO ONLY - EA ACCIDENT
S
ANY ALTO
OTHER THAW EAACC
S
AUTO ONLY: AGG
S
EVCESWUMBRELLA LIABILITY
EACH OCCURRENCE
S
OCCUR CLAIMS MADE
AGGREGATE
S
S
DEDUC'nBL"-
S
RETENTION S
S
WORKERS COMPENSAT�N AND WC STATU- OTH-
EMPLOYERS' LIABILITY LArrS RR
ANY PROPRIETORIPARTN .WEXEClTIVE E.L. EACH ACCIDENT $
OFFICER/MEMBER EXCLUDED?
ix es, describe under EL DISEASE . EA EMPLAYZF $
ECIAL PROVISIONS below
E.L. DISEASE - POUCY LIMIT S
Lo cc 1: 9 PACDOOD331499400 01/05/2008 01/05/2009
15,000
Loc 2: BPP /Building 20,000 /61,500
ecialFrm Replacement Cost, $2,500 dad
ESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES / EXOLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS
LO DAYS FOR NON- PAYMENT OF PREMIUM
1 GfTT',l -1A AT>• L[I',1 !11'^11
Evidence of Insurance
SHOULD ANY OF THE ABOVE DESM13ED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF. THE ISSUING INSURER WILL ENDEAVOR TO MAL
30* DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
OFANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATNES.
AUTHOR RiRESENTATIVE
Mic hael Brennan/VW
,CORD 25 (2001l0B)
OACORD CORPORATION 1988
EXHIBIT B
MANAGEMENT PROPOSAL
First Serve Responsibilities $ 117,400.00
City of Seal Beach Responsibilities + $ 219,100.00
Total Cost $ 336,500.00
Revenue $ 338,000.00
Total Cost - $ 336,500.00
Total Revenue Is 1,500.00
$ 117,400.00 1 $ 219,100.00 1 $ 338,000.00
RESOLUTION NUMBER 5812
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL
BEACH, CALIFORNIA, AUTHORIZING BUDGET AMENDMENT
NO. 09-05-02 FOR THE INCREASE OF APPROPRIATIONS
THE CITY COUNCIL OF THE CITY OF SEAL BEACH DOES HEREBY RESOLVE:
Section t. The City Council hereby amends the fiscal year 2009/2009
budget for the operation of the Seal Beach Tennis Center as follows:
FY 2008109
PROPOSED
BUDGET (diff)
DEPARTMENT
ACCOUNT
BUDGET
BUDGET
AMENDMENT
Tennis Center
Revenues
001 -DOD -30645
31,200
220,600
(189,4D0)
Tennis Center
Maintenance
001 -071 -4090D
80,000
-0-
(80,000)
Bldg/Grounds
Material
001- 074.40500
-D-
58
58;800
Bldg/MatsfSupplies
001 -074. 40550
-0-
49,300
49,300
Gas
001 -074 - 41010
-0-
5,000
5
Electricity
001 -074.4102D
-0-
25,70D
25,700
Prof Contract Sery
001- 074 -4400D
-0-
60,000
60,000
PASSED, APPROVED AND ADOPTED by the City Council of Sea[ Beach, at a
meeting hereof held on the 10th day of November . 2008 by the following vote:
AYES: COUNCILMEMBERS M
NOES: COUNCILMEMBERS
ABSENT: COUNCILMEMBERS _
ABSTAIN: COUNCILMEMBERS ( B
1
Mayor
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Linda Devine, City Clerk of Seal Beach, California, do hereby certify that the
foregoing resolution is the original copy of Resolution Number 5812 on file in
the office of the City Clerk, passed, approved, and adopted by the City Council of
the City of Seal Beach, at a regular meeting thereof held on the 10th day
Of November . 2008
f
City rk
u
7