2266 MOU - Sanford Chamber of Comm/CRA/Sanford Info Ctrljo
SANFORD CHAMBER OF COMMERCE, INC./THE CITY OF SANFORD/SANFORD
COMMUNITY REDEVELOPMENT AGENCY INTERIM FUNDING MEMORANDUM OF
UNDERSTANDING
THIS MEMORANDUM OF UNDERSTANDING (MOU) is made and entered on
the last date below written between the between Sanford Chamber of Commerce, Inc.
(hereinafter referred to as the "Chamber"), whose current corporate address is 230 East
First Street, Sanford, Florida 32771, a non-profit corporation of the State of Florida; and
the City of Sanford, Florida, a municipality of the State of Florida (hereinafter referred to
as the "City"), whose address is 300 North Park Avenue, Sanford, Florida 32771; and
the Sanford Community Redevelopment Agency, a dependent special district of the
State of Florida (hereinafter referred to as the "CRA") whose address is 300 North Park
Avenue, Sanford, Florida 32771.
WI T N E S E T H:
WHEREAS, the parties have the common goal of promoting, marketing,
organizing and implementing economic development and redevelopment within the City
of Sanford; and
WHEREAS, the parties anticipate a transition of management control over the
Sanford Information Center (former Welcome Center) in the very near future by
providing the interim funding as provided herein.
NOW, THEREFORE, for and in consideration of the sums paid by City and the
CRA to the Chamber, and other good and valuable considerations, the receipt and
sufficiency of which is acknowledged by the parties, it is hereby AGREE AS
FOLLOWS:
SECTION 1: RECITALS. The parties acknowledge the recitals herein to be true
and correct and agree to be bound by each and every of the term hereof.
SECTION 2: INTERIM FUNDING OF SANFORD INFORMATION CENTER
STAFFING.
(a). The City shall and the CRA shall pay to the Chamber the sum of $1590.00
during the terms of this MOU for every 2 -week period commencing September 14,
2020.
(b). The City and CRA will pay the Chamber for the first 2 weeks in advance
and, thereafter, the Chamber will invoice the City every 2 weeks thereafter.
(c). The City and the CRA shall internally apportion the payments made to the
Chamber which shall be made by the City.
SECTION 3: THE CHAMBER'S DUTIES.
(a). The Chamber shall staff the Sanford Information Center through
November 1, 2020 on Mondays through Thursdays from 10:00 a.m. until 5:00 p.m., on
Fridays and Saturdays from 10:00 a.m. until 8:00 p.m., and on Sundays from noon until
5:00 p.m.
(b). The Chamber shall commence providing staffing on September 14, 2020.
SECTION 4: TERM. The term of this MOU commences on the date of full
execution by the parties and shall terminate on November 1, 2020.
SECTION 5: INDEMNIFICATION AND RELEASE BY THE CHAMBER OF
CITY AND CRA.
(a). The Chamber assumes all risk of personal injury or death, and property
damage that may arise from the implementation of services contemplated hereunder.
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(b). The Chamber agrees that, on behalf of itself and any and all derivative
claimants, of whatsoever type or nature or relationship, it understands that the City and
the CRA and their officers, agents and employees assume no liability whatsoever for
any personal injury or property damage or loss that the Chamber or any derivative
claimant may suffer, of whatsoever type or nature or cause.
(c). The Chamber agrees that it will indemnify, hold and save the City and the
CRA and their officers, agents, contractors and employees whole and harmless and
defend same, from and against all claims, demands, actions, damages, costs, loss,
liabilities, expenses and judgments of any nature recover from or asserted against the
City or the CRA on account of injury or damage or injury may be incident to, arise out of,
or be caused, either proximately or remotely, wholly or in part, by an act, omission
negligence or misconduct on the part of the Chamber or any of its agents, servants,
employees, contractors, patrons, guests, or invitees or of any other person involved
directly or indirectly with the Chamber. To that end and to the fullest extent permitted by
law, the Chamber shall indemnify, hold harmless and defend the City and the CRA, their
agents, servants, and employees, or any of them, from and against all claims, damages,
losses, and expenses including, but not limited to, attorneys' fees and other legal costs
such as those for paralegal, investigative, and legal support services, and the actual
cost incurred for expert witness testimony, arising out of or resulting from the
performance of this MOU. Nothing herein shall be deemed to affect the rights,
privileges, and immunities of the City of the CRA as set forth in Section 768.28, Florida
Statutes.
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SECTION 6: INSURANCE. The Chamber shall procure and maintain insurance
with minimum coverages of $1,000,000 per occurrence and $2,000,000 aggregate and
list the City as additional Insured and include and provide the City with a certificate of
insurance.
SECTION 7: ASSIGNABILITYMO THIRD PARTY BENEFICIARIES.
This MOU is not assignable. No party shall assign this MOU or the rights and
obligation to any other party.
SECTION 8: TIME OF THE ESSENCE. Time is hereby declared essence to
the lawful performance of the duties and obligations contained in this MOU.
SECTION 9: EFFECTIVE DATE. This MOU shall take effect when adopted by
the City, the CRA and the Chamber, and fully executed by their duly authorized
representatives.
SECTION 10: NONDISCRIMINATION. The Chamber agrees that it will not
discriminate against any person because of race, color, religion, sex, age, national
origin, sexual orientation, political persuasion or affinity, or disability and will take
affirmative steps to ensure that no such discrimination occurs.
SECTION 11: RECORDS AND AUDITS.
(a). In order to comply with Section 119.0701, Florida Statutes, public records
laws, the Chamber must:
(1). Keep and maintain public records that ordinarily and necessarily would be
required by the City.
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(2). Provide the public with access to public records on the same terms and
conditions that the City would provide the records and at a cost that does not exceed
the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.
(3). Ensure that public records that are exempt or confidential and exempt
from public records disclosure requirements are not disclosed except as authorized by
law.
(4). Meet all requirements for retaining public records and transfer, at no cost,
to the City all public records in possession of the Chamber upon termination of the
contract and destroy any duplicate public records that are exempt or confidential and
exempt from public records disclosure requirements. All records stored electronically
must be provided to the City in a format that is compatible with the information
technology systems of the City.
If the Chamber does not comply with a public records request, the City shall enforce the
contract provisions in accordance with this MOU. Failure by the Chamber to grant such
public access and comply with public records requests shall be grounds for immediate
unilateral cancellation of this MOU by the City. The Chamber shall promptly provide the
City with a copy of any request to inspect or copy public records in possession of the
Chamber and shall promptly provide the City with a copy of the Chamber's response to
each such request.
(b). IF THE CHAMBER HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CHAMBER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO
THIS MOU, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT
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(407) 688-5012, TRACI HOUCHIN, MMC, FCRM, CITY CLERK, CITY OF
SANFORD, CITY HALL, 300 NORTH PARK AVENUE, SANFORD,
FLORIDA 32771, TRACI.HOUCHIN@SANFORDFL.GOV.
SECTION 12: ENTIRE MOU: EFFECT ON PRIOR AGREEMENTS. This
instrument constitutes the entire agreement between the parties and supersedes all
previous discussions, understandings, and agreements between parties relating to the
subject matter of this MOU. Amendments to and waivers of the provisions herein shall
be made by the parties in writing by formal amendment.
IN WITNESS WHEREOF, the parties hereto have entered this MOU and
executed and delivered this instrument on the days and year indicated below and the
signatories below hereby represent that they have full authority to execute this MOU
and to bind the parties set forth herein.
A TTEST/WI TNESSES:
Donna Bundy .
Secretary
KathydTbW nsend
Treasurer
ATTEST. -
C' -"q-1 -. � N�"- -
Cynth Lindsay
Treasurer
Approved as to form and legality:
SAN
By: f
Rick,Vaughan
Authorized Corpo
R OF COMMERCE, INC.
Officer/Chairman
Charles Davis
Chairman /
Date:
,/23
/23/ Z d
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David Hall, CRA Attorney
A TTES T.,
CITY OF SANFO
Traci Houchin, MMC, FCRM
'Woddrdff
e:
4-4
Approved as to form and legality
William L. Colbert, City Attorney
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