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HomeMy WebLinkAbout2023-256-E-County Mgr-Recreation Factory Partners-Contract Amendment DocuSign Envelope ID:C9BCB895-3F93-496B-B08B-60CDBDB4C25B NORTH CAROLINA CONTRACT AMENDMENT ORANGE COUNTY THIS CONTRACT AMENDMENT ("Amendment") is made and entered into this _1st_ day of July, 2023 by and between ORANGE COUNTY (hereinafter referred to as "County") and RECREATION FACTORY PARTNERS, INC., a North Carolina Corporation having its principal place of business in Wake County, North Carolina (hereinafter referred to as"RFP"). WITNESSETH: THAT WHEREAS, the County and Recreation Factory Partners, LLC entered into a contract dated 12/15/05 for the management of the Orange County owned recreation facility currently known as the Orange County Sportsplex and amended the contract on June 19,2012 (hereinafter the"Agreement"); and WHEREAS, Recreation Factory Partners, LLC converted itself to another business entity, that being Recreation Factory Partners, Inc., in 2016 and assumed all rights and responsibilities, under the Agreement, of Recreation Factory Partners, LLC; and WHEREAS, the County and RFP desire to amend the Agreement while keeping in effect all terms and conditions of the Agreement not inconsistent with the terms and conditions set forth below. NOW THEREFORE, for and in consideration of the mutual covenants and agreements made herein, the parties agree to amend the Agreement as follows: 1. Section 2.3 is amended by adding a new subsection (u) which shall read as follows: All Orange County recreation facilities are operated primarily to benefit Orange County residents at reasonable costs. In addition to adult sports leagues RFP shall offer non-travel house/recreational and travel level youth sports leagues or league access at the Facility and in so doing shall cater primarily to Orange County residents. Such house/recreational youth sports leagues shall include practices and games, matches, festivals, tournaments at substantially similar numbers, frequency, times, and costs to what has historically been provided at the Facility. Priority will be given to introduction, grassroots development and growth of youth sports. Travel youth sports teams and leagues shall not supplant, or reduce access by, house/recreational level youth leagues or teams. RFP may offer all abilities of youth sports leagues directly or through third party contracts. 2. Section 3.2(b) is amended to read as follows: Renewal of this Agreement is the "Renewal Term." This Renewal Term shall commence on July 1, 2023 and end at midnight on June 30, 2025. During this Renewal Term RFP shall fully cooperate with the County in the County's exploration of other management models for the Facility. Unless extended by written agreement of the parties the Agreement shall expire at the conclusion of this Renewal Term. 3. Section 3.3 is amended to read as follows: If the County,upon expiration of the Renewal Term, determines to continue to provide management of the Facility through a private provider and this Agreement has not been terminated upon a default by RFP or at County's discretion then the County will discuss the possibility of a new contract or arrangement with RFP for the provision of such services following the completion of the Renewal Term. The obligation to discuss the provision of such services with RFP is not, nor is it intended to be, a guarantee of any contract rights or future contract with RFP. The management model for the facility and how and by whom management is provided is in the County's exclusive and sole discretion. Revised 06/21 Revised 06/21 4. Section 11.3 is amended to read as follows: Compliance with laws. In connection with the performance of work under this Agreement, RFP shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to acts of discrimination. 5. Section 12.2 is amended to add a new subsection (c) to read as follows: The County shall have the right, in its discretion, to terminate the Agreement by giving no less than one hundred and twenty (120) days prior written notice of such termination to RFP. 6. Except for the changes made herein, the Agreement shall remain in full force and effect to the extent it is not inconsistent with this Amendment. In the event there is a conflict between the terms of the Agreement and the terms of this Amendment, this Amendment controls. IN TESTIMONY WHEREOF, this Amendment has been executed by the parties hereto, as of the date first above written. ORANGE COUNTY RFP ______________________________ __________________________________ Bonnie Hammersley John Stock, CEO County Manager DocuSign Envelope ID: C9BCB895-3F93-496B-B08B-60CDBDB4C25B Revised 04/23 1 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: Recreation Factory Partners, Inc. Vendor Contact Person: John Stock Phone: 919-644-0339 x224 Address: 130 Black Ferry Court City Littleton State: NC Zip: 2750 Department: County Manager Amount: 0 Purpose: Contract Amendment Budget Code(s): 53530020 630005 Vendor # Vendor Status with NCSOS: Vendor is a BOCC consultant: Yes No Contract Details Contract Type: New Amendment (Original Contract: July 2013) (Most Recent Amendment 6/6/2023) Effective Date 7/1/2023 End Date 6/30/2025 Notice Date (Notice Purpose ) Award Approved by Board (Agenda Date: 6/6/2023); Made or Administered by Signature Authority - BOCC Express Delegation (Agenda Date: ) - Policy 9.4: Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: ) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(# ) Department Affirmation This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement. Services related to this agreement have already begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Received for record retention: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: C9BCB895-3F93-496B-B08B-60CDBDB4C25B 6/13/2023 6/15/2023 6/16/2023 6/16/2023 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD RECRE-1 OP ID: ML 06/12/2023 Andrew M Pate Insurance People of NC P.O. Box 3006 Durham, NC 27715 Andrew M Pate 919-383-0442 andrewp@inspeople.com Cincinnati Insurace Co Recreation Factory Partners, LLC DBA Triangle Sportsplex 101 Meadowlands Dr. Hillsborough, NC 27278 A X 1,000,000 X ETD 0468096 12/15/2022 12/15/2023 500,000 5,000 1,000,000 2,000,000 2,000,000 1,000,000A X ETD 0468096 12/15/2022 12/15/2023 XX 5,000,000A ETD 0468096 12/15/2022 12/15/2023 5,000,000 XA EWC0285684 12/15/2022 12/15/2023 1,000,000 1,000,000 1,000,000 ORANGCO Orange County 131 W. Margaret Ln., Ste. 300 Hillsborough, NC 27278 919-383-0442 10677 DocuSign Envelope ID: C9BCB895-3F93-496B-B08B-60CDBDB4C25B