15South Miami
Ame�9caC
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER m
INTER - OFFICE MEMORANDUM 2001 `
To: The Honorable Mayor & Members of the City/5 ommission
From: Hector Mirabile, PhD, City Manager /f/ If M000
Date: January 27`h, 2011 Agenda Item No.:
A Resolution of the Mayor and City Commission of the City of South Miami, Florida,
authorizing that the City Manager request of the company Ocaquatics, Inc., also
known as Ocaquatics Swim School, the top ranked respondent for the Murray Park
Community Pool Operator Request for Proposals (RFP) No. SM -FN 2010 -15,
Subject: participation and advice, specified per the RFP, as part of the City's Design /Built
Team for the construction of the Murray Park Community Pool resulting in a
service agreement that shall be negotiated for the management and operation of
the same, inclusive of all costs, and requiring no annual fee from the City for the
duration of the agreement's term.
The City issued two (2) requests for proposals (RFP's) for its Murray Park Community Pool
Project, one for the pool's design /build and the other for its operations thereafter. The City
withheld selection of a design /build proposal until an operator was selected and available to
provide the City the insight necessary to proceed with that aspect of the overall project;
The Murray Park Pool Operator RFP No. SM -FN 2010 -15 closed on Monday, December 6th,
2010 at 10:00 AM and proposal submittals from the following four (4) companies were received:
Aquatic Management, Inc.; Ocaquatics Swim School; Swim Gym Aquatics, Inc.; and USA Pools.
The Evaluation Selection Committee met on Wednesday, January 12`h, 2011 at 2:00 PM to
Background: discuss and score the four (4) proposals. Contrary to the RFP's requirements, the proposals
from Aquatic Management, Inc. and USA Pools failed to assume responsibility for all costs of
operation and required the City's payment of an annual fee.
Consequently, the Committee only considered the proposals from Ocaquatics Swim School and
Swim Gym Aquatics, Inc.; ultimately, scoring Ocaquatics Swim School the highest and
recommending the same for the operations. The City Manager seeks authority to request of
Ocaquatics, Inc. participation and advice, specified per the RFP, as part of the City's Design /Build
Team for construction of the Murray Park Community Pool resulting in a service agreement that
shall be negotiated for the management and operation of the same, inclusive of all costs, and
requiring no annual fee from the City for the duration of the agreement's term.
Account Number
Expenditure
Amount
$0.00.
Backup
Documentation
0 Bid Opening Report
(Previously
Score Sheets
Provided for the
• RFP & Addendum
• Four (4) Proposals
COW Meeting):
I RESOLUTION NO.
2
3 A Resolution of the Mayor and City Commission of the City of South Miami,
4 Florida, authorizing that the City Manager request of the company Ocaquatics,
5 Inc., also known as Ocaquatics Swim School, the top ranked respondent for the
6 Murray Park Community Pool Operator Request for Proposals (RFP) No. SM-
7 FN 2010 -15, participation and advice, specified per the RFP, as part of the
8 City's Design/Built Team for the construction of the Murray Park Community
9 Pool resulting in a service agreement that shall be negotiated for the
10 management and operation of the same, inclusive of all costs, and requiring no
11 annual fee from the City for the duration of the agreement's term.
12
13 WHEREAS, the City issued two (2) requests for proposals (RFP's) for its Murray Park
14 Community Pool Project, one for the pool's design/build and the other for its operations thereafter;
15
16 WHEREAS, the City withheld selection of a design/build proposal until an operator was
17 selected and available to provide the City the insight necessary to proceed with that aspect of the
18 overall project;
19
20 WHEREAS, Ocaquatics, Inc., also known as Ocaquatics Swim School, provided the top
21 ranked of the four (4) proposal submittals received for the Murray Park Pool Operator RFP No. SM-
22 FN 2010 -15; and,
23
24 WHEREAS, the City Manager seeks authority to request of Ocaquatics, Inc. participation
25 and advice, specified per the RFP, as part of the City's Design/Build Team for construction of the
26 Murray Park Community Pool resulting in a service agreement that shall be negotiated for the
27 management and operation of the same, inclusive of all costs, and requiring no annual fee from the
28 City for the duration of the agreement's term.
29
30 NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF
31 THE CITY OF SOUTH MIAMI, FLORIDA;
32
33 Section 1 That the City Commission approves Ocaquatics, Inc. to be part of the City's
34 Design/Build Team for the construction of the Murray Park Community Pool and authorizes the City
35 Manager to negotiate a contract/service agreement with Ocaquatics, Inc. and bring the same before the
36 City Commission for authorization to execute said contract/service agreement.
37
38 Section 2 This resolution shall take effect immediately upon adoption.
39
40 PASSED AND ADOPTED this day of 2011
41
42 ATTEST: APPROVED:
43
44
45 City Clerk Mayor
46
47 Read and approved as to form COMMISSION VOTE:
48 and sufficiency: Mayor Stoddard
49 Vice -Mayor Newman
50 Commissioner Palmer
51 City Attorney Commissioner Beasley
52 Commissioner Harris
53
F-ITA = A kTAIailI1
THIS AGREEMENT is made between Ocaquatics, Inc. ( "Ocaquatics ") and The City of South Miami
( "South Miami "), this day of
WHEREAS, Ocaquatics has the special skills training, experience, knowledge and ability to
perform special services to assist South Miami; and
WHEREAS, Ocaquatics seeks to be retained by and South Miami seeks to retain Ocaquatics
under terms and conditions set forth below;
NOW, THEREFORE, in consideration of the mutual promises and agreements hereinafter set
forth, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. INDEPENDENT CONTRACTOR. Ocaquatics will act as an independent contractor in the
performance of its duties under this Agreement. Ocaquatics will therefore be responsible for the
payment of all federal, state and /or local taxes arising out of or related to its work for South
Miami.
2. INSURANCE. Ocaquatics will secure insurance satisfactory to South Miami to cover any claims
for negligence, malfeasance or nonfeasance arising out of or related to its work for South Miami
and will present South Miami with evidence of such insurance at the time this Agreement is
executed. Ocaquatics will provide South Miami with a Certificate of Insurance listing the City of
South Miami as an additional insured.
3. DUTIES AND RESPONSIBILITIES. Ocaquatics agrees to provide its services during the term of this
Agreement in accordance with the standards, customs and ethical principles of its profession
and under those currently adopted and articulated by South Miami.
4. LICENSES AND CERTIFICATIONS. Ocaquatics will secure all necessary business and professional
licenses at its sole expense prior to undertaking any work with South Miami.
S. TERM. South Miami agrees to allow Ocaquatics the access to and the utilization of the Murray
Park Community Pools. The lease will be for a period of five years commencing on the date that
the Murray Park Pool(s) is /are built and approved for occupancy and use by all applicable
government authorities. Ocaquatics understands that if the Murray Park Pool(s) is /are not built
and approved for occupancy and use by all applicable government authorities within three years
of the date of this agreement then this agreement will not go into effect. If this agreement does
not go into effect then neither party will have any further obligations to the other party.
Furthermore, if this agreement does not go into effect because the Murray Park Pool(s) is /are
not built and approved for occupancy and use by all applicable government authorities within
three years of the date of this agreement, then the City will not owe Ocaquatics any money for
any efforts Ocaquatics has undertaken in connection with this agreement, and Ocaquatics
waives any claims for damages, lost profits, anticipated future profits, bid preparation,
expenses, and any other claims it has or may have against this City.
6. BUILD OUT. Subject to the unfettered discretion of the City Commission on whether to proceed
with the construction of the Murray Park Pool(s), the South Miami, as opposed to Ocaquatics,
shall be financially responsible for the complete build out, design, and all construction costs and
permitting fees associated with the construction of the Murray Park Community Pool. The build
out will include a plan for adequate parking for the expected use of the facility. The build out
will also provide for afacility that can be properly secured. The City will also be responsible for
maintaining an adequate police presence in order to provide the safest environment for after -
hour security.
7. EXPENSES. Ocaquatics will pay all operating costs associated with running the swimming pools,
including all operating costs (electrical, gas and water), maintenance of the facility and staffing
(see below).
8. MAINTENANCE OF THE FACILITY. For the duration of this agreement Ocaquatics agrees to
provide and pay for all maintenance and chemical balance of the pool in accordance with
Miami -Dade Health Department regulations. South Miami agrees to maintain the area
surrounding the Pools (including walkways, parking areas, etc) to customary standards
throughout the duration of the agreement between South Miami and Ocaquatics. Should some
aspect of the pool require repair or special maintenance, South Miami agrees to provide such
care as promptly as possible or to compensate Ocaquatics for the repair or special maintenance.
9. STAFFING AND MANAGEMENT. Ocaquatics will have one Aquatics Manager (certified in Aquatics
Facility Operation, International Swimming Instructor Association Adaptive Aquatics
Certification, American Red Cross Water Safety Instructor, Lifeguarding, CPR and First Aid) and
one Office Supervisor on site. Staffing requirements will vary as is necessary (supervisors,
swimming teachers, lifeguards and office personal). Swimming instructors would be certified in
American Red Cross Lifeguarding, CPR and First Aid certified as well as Water Safety Instructor
certified.
10. PROGRAMMING. South Miami agrees not to limit the ages of children that are allowed in the
facility. The proposed hours of operation will be: Monday thru Friday from 8 am to 8 pm, Sat
and Sunday from 9 am to 6 pm for various activities. The services provided will include:
Recreational /Open Swim, Swimming Lessons by Ocaquatics Swim School, Lap Swimming,
Community Rentals, Free open swim to children who reside within the City; Reduced rate
swimming lessons for South Miami residents; Non -city of South Miami residents will be allowed
to use aquatics facility for a daily fee.
11. CURRICULUM AND TRADE SECRETS. Ocaquatics shall have complete ownership of the swimming
pool programming. The Ocaquatics curriculum, management and operating procedures will be
used only when Ocaquatics is the operator of the facility. Once Ocaquatics is no longer the
operator, the city will not be allowed to teach using the Ocaquatics curriculum nor use the
Ocaquatics management and operating procedures. In addition, any current or former
Ocaquatics staff may not work in this facility for a period of 3 years from the time that
Ocaquatics leaves the facility. South Miami shall not divulge to any person, firm or firms,
corporation or corporations, any trade secret having to do with the business of Ocaquatics that
shall come to the knowledge of South Miami by reason of this Agreement and the relationship
of South Miami and Ocaquatics created by this Agreement, during the term of this Agreement
and for ten (10) years after the termination of this Agreement.
12. MODIFICATION OF THIS AGREEMENT. No waiver or modification of this Agreement, in whole or
part, will be valid unless in writing and duly executed by each of the parties. Any waiver of any
term, condition or provision of this Agreement will not constitute a waiver of any other term,
condition or provision hereof, nor will a waiver of any breach of any term, condition or provision
constitute a waiver of any subsequent or succeeding breach.
13. SEVERABILITY. In the event that any paragraph or provision of this Agreement is held to be
illegal, invalid or otherwise unenforceable by any court or competent jurisdiction, such holding
will not affect the validity or enforceability of the remaining paragraphs or provisions. To the
extent that any paragraph or provision is rendered unenforceable because it is overly broad,
that paragraph or provision shall be limited to the extent required by applicable law and
enforced as so limited.
14. GOVERNING LAWS AND FEES. This Agreement and the performance of services hereunder will
be governed by the laws of the State of Florida, with exclusive venue for the resolution of any
dispute being a court of competent jurisdiction in Miami -Dade County, Florida. In the event
there is litigation between the parties arising out of or relating in any way to this agreement or a
breach thereof, each party shall bear there own costs and legal fees.
15. ENTIRE AGREEMENT. This Agreement contains that complete agreement of the parties and will
supersede any and all other agreements, understandings and representation by and between
the parties hereto.
16. ASSIGNMENT: Without the express written consent of South Miami, Ocaquatics may not assign,
sublet, transfer, mortgage, pledge or otherwise encumber or dispose of this lease during the
term hereof.
17. NOTICES: Whenever notice shall be required or permitted herein, it shall be delivered by hand
delivery or certified mail, with return receipt requested and shall be deemed delivered on the
date shown on the delivery date on the return receipt or the date shown as the date same was
refused, as follows:
If to the City of South Miami: Hector Mirable
6130 Sunset Dr.
South Miami, FL 33143
If to Ocaquatics Swim School: Ocaquatics, Inc.
c/o Miren Oca, Owner
13408 SW 131 Street
Miami, FL 33186
IN WITNESS WHEREOF, the parties have signed this Agreement this day of
Ocaquatics, Inc.
Pres. Miren Oca
City of S. Miami
Philip K. Stoddard, Mayor