Amendment NO.2 Agreement with Danny Berry's Baseball Camp, INC. 'cLo(ks 3020
AMENDMENT NO. 2 TO THE AGREEMENT
BETWEEN
..THE CITY OF MIAMI BEACH, FLORIDA
AND
DANNY BERRY'S BASEBALL CAMP, INC.
TO ADMINISTER A YOUTH BASEBALL PROGRAM FOR THE CITY
This Amendment No. 2 ("Amendment") to the Agreement, dated March 26, 2018, by and
between the City of Miami Beach, Florida, a municipal corporation organized and existing under
the laws of the State of Florida, having its principal place of business at 1700 Convention Center
Drive, Miami Beach, Florida 33139 (the "City"), and Danny Berry's Baseball Camp, Inc., a Florida
for profit corporation, having its principal place of business at 1225 NE 172 Street, North Miami
Beach, Florida 33162 ("Contractor"), is entered into this« day of (ter , 2019.
RECITALS
WHEREAS, on March 7, 2018, the Mayor and City Commission adopted Resolution
Number 2018-30240, accepting the recommendation of the Neighborhood/Community Affairs
Committee and the Finance and Citywide Projects Committee, and waiving, by 5/7th vote, the
competitive bidding requirement, finding such waiver to be in the best interest of the City; and
approving and authorizing the City Manager to execute an Agreement between the City and
Danny Berry's Baseball Camp, Inc. for youth baseball programming; and
WHEREAS, on March 26, 2018, the City and Contractor executed an agreement between
the City and Danny Berry's Baseball Camp, Inc. to administer a youth baseball program for the
City (the "Agreement"); and
WHEREAS, on July 25, 2018, the Mayor and City Commission adopted Resolution No.
2018-30435, approving Amendment No. 1 to the Agreement, increasing the scope of the
Agreement to provide for the operation, management and maintenance of the coin-operated
automated batting cages once constructed at the City's North Shore Park, and the management
and operation of the City's concession trailer currently used at the City's North Shore Park for the
City's baseball program; and
WHEREAS, pursuant to Section 12.1 of the Agreement, the City Manager has the
authority to execute amendments to the Agreement for additional programming (based upon
future growth of the Program), if such amendments do not exceed a total of$25,000.00; and
WHEREAS, the City and Contractor wish to amend the Agreement to incorporate a Travel
Baseball Academy option to the City's baseball program for a total additional amount not to
exceed $25,000.00 during the Term of the Agreement, including any renewal options.
NOW THEREFORE, in consideration of the mutual promises and conditions contained
herein, and other good and valuable consideration, the sufficiency of which is hereby
acknowledged, the City and Contractor hereby agree to amend the Agreement as follows:
1. ABOVE RECITALS.
The above recitals are true and correct and are incorporated as part of this Amendment.
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2. MODIFICATIONS.
The Agreement is hereby amended (deleted items dough and inserted items underlined)
as follows:
(a) Exhibit "A" (Description of Services) is hereby amended to add the following new Section
7.1.3;
7.1.3. Additional Baseball Programming —Travel Baseball Academy
The Contractor shall also offer, manage and oversee a competitive Travel Baseball Program
through a baseball academy.
• Contractor shall be responsible to provide knowledgeable committed staff to teach the
fundamentals of baseball as well as the development of players to participate at a high
competitive level.
• Consistent with Exhibit"A"section 1 of General Terms: Contractor will operate in the same
format of procuring and issuing uniforms and equipment, scheduling of practices, establish
and designate teams and any other duties required to assure success in the Baseball
Academy.
• Consistent with Section 12.4 of the Agreement, Contractor's coaching staff shall not
participate in Contractor's Program or perform and work under this Agreement until
individuals have passed a background screening that is satisfactory to the City.
Contractor's coaches will be required to wear a City-issued Identification card while
performing or participating in Contractor's Program activities.
• Contractors programs will consist of two (2) teams in the Fall (age 11 U/12U and 13U).
Number of teams for programming in the Spring will be contingent on field availability.
• At least 75% of participants in Contractor's Program shall be Miami Beach residents. The
City shall coordinate and/or provide facility access as necessary.
(b) Section 4 of the Agreement is hereby deleted in its entirety and replaced with the following:
4.1 In consideration with the Services to be provided pursuant to Sections 1-7 of Exhibit "A",
Contractor shall be compensated on a fixed fee basis, in a total amount not to exceed$70,200.00
annually, consisting of a Management Fee, Clinic Fee and a Travel Baseball Team Fee, as
more particularly described herein:
4.1.1 Management Fee. The City shall pay the Contractor a Management fee of$1,250.00 per
individual baseball team (as defined in Exhibit "A" hereto). Contractor's baseball program shall
consist of no more than 26 teams per season. Contractor shall submit a complete player roster
of its registered players ("Roster") to the City no later than one (1)week following the start of the
season. Contractor shall submit proof of team and/or individual payments, along with any
amendments to the corresponding Roster, to the City no later than three (3) weeks following the
start of the season. Upon receipt of the certified Roster, the City shall pay the Management Fee
to the Contractor based upon the following payment schedule:
• Fifty percent (50%) of the total Management Fee shall be die to the Contractor no later
than two (2)weeks following the City's receipt and acceptance of the certified Rosters for
the season.
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• Twenty percent (20%) of the total Management Fee shall be due to the Contractor no
later than six(6)weeks following the City's receipt and acceptance of the certified Rosters
for the season.
• Twenty percent (20%) of the total Management Fee for the season shall be due to the
Contractor no later than ten (10)weeks following the City's receipt and acceptance of the
certified Rosters for the season.
• The remaining ten percent (10%) of the total Management Fee for the season shall be
due to the Contractor no later than two (2) weeks following the conclusion the season.
4.t2 Clinic Fee. In addition to the Contractor's Management Fee, Contractor shall be paid a
Clinic Fee of$100.00 per baseball clinic conducted, at a maximum of one (1) clinic per team per
season during the Term of the Agreement.
4.2 Batting Cages' Management Fee. In consideration of the Services to be provided as
described in subsection 7.1.1 of Exhibit "A", for the operation, management and maintenance of
the coin-operated automated batting cages at North Shore Park, the Contractor shall pay the City
a fee (the "City's Fee"), in the amount of 15% of all gross revenues collected by Contractor from
the operation of the coin-operated automated batting cages at North Shore Park. The Contractor
shall retain 85% of all gross revenues collected by Contractor from the operation of the coin-
operated automated batting cages (the "Batting Cages' Management Fee"). By the 10th day of
each month, Contractor shall remit the City's Fee for the immediately preceding month, along with
monthly financial reports delineating all gross revenues collected by Contractor from the operation
of the batting cages for the preceding month, subject to audit by the City, which will include
participant residency information and proof of individual payments received by Contractor.
4.3 In consideration of the Services to be provided as described in subsection 7.1.2 of Exhibit"A",
for the management and operation of the City's concession trailer, Contractor shall retain all
revenues collected from the operation of the City's concession trailer. Upon the City Manager or
his designee's request, Contractor shall provide the City with monthly financial reports delineating
all gross revenues received by Contractor from the operation of the City's concession trailer.
4.4 Travel Baseball Academy Fees. In consideration of the Services to be provided pursuant to
Section 7.1.3 of Exhibit"A"hereto,for the implementation and management of the Travel Baseball
Academy Program, Contractor agrees to the following compensation and fee provisions:
• The fees to participate in Contractor's Program ("Participant Fees") are as follow:
Participant Fee: $1,200.00 per season
The Participant Fees include the following: Two (2) practices during the week and one (1)
game, uniform, league registration, umpire fees and professional coaching
• Participants will directly pay Contractor for participation in the program.
• From the total of Participant Fees collected by the Contractor, the Contractor shall retain
$1,250.00 per team, per season as Contractor's fee for the management of the Travel
Baseball Academy Program, which fee will not exceed a total of $25,000.00 during the
Term, including renewal terms. The Contractor will use the remainder of the fees collected
to pay for uniforms, league registration, umpire fees and professional coaching fees.
• Tournaments. Participants will be responsible for all additional fees incurred from
tournaments which includes, but is not limited to, registration fees, additional coaching
fees, etc. These fees will be paid by the participants directly to the Contractor.
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4.5 Independent Contractor/No Joint Venture. THIS AGREEMENT SHALL NOT
CONSTITUTE OR MAKE THE PARTIES A PARTNERSHIP OR JOINT VENTURE. FOR THE
PURPOSES OF THIS AGREEMENT, THE CONTRACTOR SHALL BE DEEMED TO BE AN
INDEPENDENT CONTRACTOR, AND NOT AN AGENT OR EMPLOYEE OF THE CITY, AND
SHALL NOT ATTAIN ANY RIGHTS OR BENEFITS UNDER THE CIVIL SERVICE OR PENSION
ORDINANCE OF THE CITY, OR ANY RIGHT GENERALLY AFFORDED CLASSIFIED OR
UNCLASSIFIED EMPLOYEES INCLUDING ANNUAL AND SICK DAY ACCRUAL. FURTHER,
THE CONTRACTOR SHALL NOT BE DEEMED ENTITLED TO FLORIDA WORKER'S
COMPENSATION BENEFITS AS AN EMPLOYEE OF THE CITY OR ACCUMULATION OF
SICK OR ANNUAL LEAVE.
The Contractor shall be the sole Party responsible for any and all employment taxes,
unemployment compensation taxes or insurance, social security taxes, or other taxes, insurance
payments, or otherwise whether levied by any country or any political subdivision thereof. The
Contractor shall not, in any way. be considered to be, or be deemed to be, an employee of the
City through the Services performed in this Agreement (e.g., including, but not limited to, for
purposes of the Federal Insurance Contribution Act, the Social Security Act, the Federal
Unemployment Tax Act, the provisions of the Internal Revenue Code, any state revenue and
taxation code relating to income tax withholding at the source of income, the Workers'
Compensation Insurance Code and other benefit payments and third party liability claims), and
the Contractor shall indemnify and hold the City harmless from all costs, loss, damages or
expenses (including but not limited to taxes, accounting fees, court costs, and attorney fees at all
levels of litigation . ) in the event of any determination to the contrary by any court of competent
jurisdiction or governmental authority. The Contractor recognizes and understands that it will
receive an Internal Revenue Service Form 1099 statement and related tax statements in
connection with the fees the City pays Contractor directly, and will be required to file corporate
and/or individual tax returns and to pay taxes in accordance with all provisions of applicable
Federal and state law as to all such fees received from the City and all revenues generated
pursuant to this Agreement. The Contractor hereby promises and agrees to indemnify the City for
any damages or expenses, including attorney's fees, and legal expenses, incurred by the City as
a result of the Contractor's failure to make such required payments.
3. RATIFICATION.
Except as amended herein, all other terms and conditions of the Agreement shall remain
unchanged and in full force and effect. In the event there is a conflict between the provisions of
this Amendment and the Agreement, the provisions of this Amendment shall govern.
THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by
their appropriate officials, as of the date first entered above.
FOR CITY: CITY OF MIAMI BEACH, FLORIDA
ATTEST:
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Rafae . Granado, City Clerk . `� 1•a 1.=t -J ,er, Mayor
70
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FOR CONTRACTOR: '90'••••.PannYCge. 's Baseball Camp, Inc.
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Print Name and Title Print Name
Date
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
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City Attorn 442 Date
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