SECOND AMENDMENT TO AGREEMENT

THIS SECOND AMENDMENT TO AGREEMENT (" Second Amendment'), is made and entered into this 26th day of January, 2016 (" Effective Date"), by and between the BOARD OF COUNTY COMMISSIONERS, BREVARD COUNTY, FLORIDA, a political subdivision of the State of Florida, hereinafter referred to as " County", the DISTRICT BOARD OF TRUSTEES for EASTERN FLORIDA STATE COLLEGE flk/ a BREVARD COMMUNITY COLLEGE, hereinafter referred to as " College", The CITY OF PALM BAY, a Florida municipal corporation organized under the laws of the State of Florida, hereinafter referred to as

City"; and the SCHOOL BOARD OF BREVARD COUNTY, FLORIDA, a public corporation and governing body of the school district of Brevard County, hereinafter called " Board" ( the County, the College, the City, and the Board, collectively the " Parties").

WITNESSETH

WHEREAS, the Parties previously entered into an Agreement dated February 26, 2002 the " Agreement") for the use, development, maintenance and operation of the Palm Bay

Aquatic Center( the" Aquatic Center"), WHEREAS, the Parties amended the Agreement by that certain Amendment to Agreement dated May 20, 2003 ( the " First Amendment)", WHEREAS, the Agreement requires the County to operate, maintain, schedule, and supervise the Aquatic Center, WHEREAS, the County desires to perpetually assign to the City the duty to operate, maintain, schedule, and supervise the Aquatic Center;

WHEREAS, the City is willing to perpetually assume the County' s duty under the Agreement to operate, maintain, schedule, and supervise the Aquatic Center on the condition that the County provides funding to the City at an agreed upon level for a term of five ( 5) years from the Effective Date hereof, as provided for in the Interlocal Agreement between the City and the County dated January 26, 2016, attached and incorporated herein as Exhibit A, WHEREAS, the County desires to forfeit certain rights to use and allow third parties to use the Aquatic Center under the Agreement, and the County desires to be released from certain duties under the Agreement; and

WHEREAS, the Parties desire to further amend the Agreement, as modified by the First Amendment.

NOW, THEREFORE, in consideration of the premises and mutual promises herein contained, it is agreed between the Parties as follows

1 The recitals set forth hereinabove are true and correct in all respects and are incorporated herein by reference as if set forth herein verbatim

I The recitals set forth heremabove are true and correct in all respects and are incorporated herein by reference as if set forth herein verbatim

2 Section 2. 6 of the Agreement is deleted in its entirety and replaced with the following

The County shall provide funding to the City at the amounts agreed upon by the County and the City for a term of five ( 5) Years from the Effective Date of the Second Amendment hereto. It is hereby agreed and understood that the City will be responsible for the operation, maintenance, scheduling of the Aquatic Center, provided however, that the City shall be released from the duty to operate maintain schedule and sgVervise the

Aquatic Center if the County fails to provide funding to the City at the amounts agreed upon by the County and the City, 3 Section 2. H of the Agreement is deleted in its entirety and replaced with the following

Capital improvement costs shall be shared on a matching basis by the College the City, and the Board "

4 Section 2. J of the Agreement is deleted in its entirety and replaced with the following.

Scheduling requests by the School District for practices and competitive meets shall be arranged Pursuant to a Joint Use Agreement between the City and the Board The College' s instructional program City' s leisure programs and the Board s competitive athletic prof; ram shall have priority for scheduling. A steering committee consisting of a representative of the College, the City and the Board will resolve scheduling issues when applicable. The Aquatic Center shall be operated and maintained for the enioYment of the residents and visitors of Brevard County. The Parties agree to make use of the Aquatic Center available to all County residents and visitors with no differential in fees.'

5 All references to the County in Section 3 of the Agreement are hereby deleted.

The County shall have no further rights to use the Aquatic Center and the County shall have no further nghts to allow third parties to use the Aquatic Center

6 The Parties acknowledge and agree that the County has issued and there remain outstanding, certain debt obligations ( the " Bonds") the interest income of which is exempt from federal income tax and the proceeds of which were used to finance certain costs of the Aquatic Center The City, College, and Board covenant and agree to comply with all applicable Internal Revenue Code provisions, Income Tax Regulations and other federal tax policies procedures and rules with respect to the use and operation of the Aquatic Center in order to maintain the tax exempt status of the Bonds Without limiting the generality of the foregoing so long as the Bonds are outstanding the City College, and Board shall not enter into any lease, management agreement, service contract or other similar instrument with respect to the operations or use of the Aquatic Center nor will they sell or otherwise transfer any ownership interest in the Aquatic Center without the prior written consent of the County, which consent shall not be unreasonably staff time and attornevs' fees and costs If as a result of an audit or examination of the Bonds, it is determined that the interest income from the Bonds is subject to federal income tax or if a settlement is entered into with respect to any audit of the Bonds, the City College. and Board will be responsible for all amounts due and payable with respect thereto, including but not limited to, taxes, additional interest cost, penalties and any other costs required to be paid in connection therewith_, 7 All other terms and conditions of the Agreement, as modified by the First Amendment, shall remain in fill force and effect

ATTEST-

CLERK- TO TH - BOARL BOARD OF COUNTY CONI, VIISSIONERS OF

IIREVARD COUNTY, FLORIDA

Scott Ellis. Clerk a Barfiald, mar

As prove) by th Boar) on 1 , Zb 2016

CITY OFI' ALM BAY SCHOOL BOARD OF BREVARD COUNTY,

FLORIDA

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W INESS. WITNESS

EASTERN FL0 lll ATE COLLEGE, flkla 1 EVA C im U7Y COLLEGE

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Vice President, Finance& Tcchnology

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The City of& Florida

Palmf ay

LEGISLATIVE MEMORANDUM

TO Honorable Mayor and Members of the City Council

FROM- Gregg Lynk, City Manager n

DATE July 7, 2016

RE Approval of Second Amendment to Agreement- Aquatic Center

Board of County Commissioners/ EFSC

On January 26, 2016, the City of Palm Bay and Board of County Commissioners of Brevard County Florida entered into an Interlocal Agreement for the conveyance of Palm Bay Regional Park and the Greater Palm Bay Senior Center, and provided for the City to assume all maintenance responsibilities of the County for the Palm Bay Aquatic Center On April 19 2016 the City and County executed an Amendment to the Interlocal Agreement to reflect the decreased payment to the City as we did not assume maintenance and control of the parks until February 27, The original Agreement regarding the Palm Bay Aquatic Center was a four party agreement between the City, County, Brevard Community College and the School Board Any amendment to the Agreement requires the signature of all four original parties Until recently, Brevard County did not have the execution of either the District Board of Trustees for Eastern Florida College f/k/a

Brevard Community College or the School Board of Brevard County However, now all three of the other parties have signed the Second Amendment to the Agreement As soon as the City executes, it will complete the agreement, including the transfer of the operation and maintenance of the property

REQUESTING DEPARTMENTS

City Manager' s Office Parks & Recreation Department

FISCAL IMPACT

None

RECOMMENDATION

Motion to approve and execute the Second Amendment to the Agreement between the City of Palm Board of County Commissioners of Brevard County, District Board of Trustees for Eastern Florida College, and the School Board of Brevard County, regarding the Aquatic Center

Attachment 1) Second Amendment to Agreement

PS/ GL/ ab

POW*% f0 6A4 And Up To Great Things