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Interim Staffing Agreement with the Dubuque Racing Association for Mystique Community Ice CenterCity of Dubuque City Council Meeting Consent Items # 9. Copyrighted January 3, 2022 ITEM TITLE: Interim Staffing Agreement By and Between the City of Dubuque, Iowa and the Dubuque Racing Association for Mystique Community Ice Center SUMMARY: City Manager transmitting the Interim Staffing Agreement with the Dubuque Racing Association for Mystique Community Ice Center. SUGGESTED Suggested Disposition: Receive and File DISPOSITION: ATTACHMENTS: Description Interim Staffing Agreement MVM Memo Staff memo Type City Manager Memo Staff Memo Agreement Supporting Documentation THE C Dubuque DUjIBQTE WAWca 914 Masterpiece on the Mississippi YP pp aoo�•o 13 z0i7*20*�oi9 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Interim Staffing Agreement By and Between the City of Dubuque, Iowa and the Dubuque Racing Association for Mystique Community Ice Center DATE: December 29, 2021 Leisure Services Manager Marie Ware recommended, and I agreed, entering into an Interim Staffing Agreement with Dubuque Racing Association for the Mystique Ice Center. I signed the agreement last week and the DRA took over staffing the facility effective January 1. 2022. v Mic ael C. Van Milligen MCVM:jh Attachment CC' Crenna Brumwell, City Attorney Cori Burbach, Assistant City Manager Marie Ware, Leisure Services Manager THE CF D�Uj__B E Masterpiece on the Mississippi TO: Michael C. Van Milligen, City Manager FROM: Marie L. Ware, Leisure Services Manager Dubuque AIFAmMu CKY I I 2007-2012-2013 2017*2019 SUBJECT: Interim Staffing Agreement By and Between the City of Dubuque, Iowa and the Dubuque Racing Association for Mystique Community Ice Center Signature Request DATE: December 29, 2021 INTRODUCTION The purpose of this memorandum is to request your signature on the Interim Staffing Agreement By and Between the City of Dubuque, Iowa and the Dubuque Racing Association for the Mystique Community Ice Center. BACKGROUND The City of Dubuque received notice from Dubuque Community Ice & Recreation, Inc. (DICE) on June 17, 2021, of its intent to relinquish its leasehold rights. DICE agreed to continue operating the Ice Center through July 31, 2021. The Mystique Community Ice Center was designed, developed, and built under a Development Agreement between and among DICE, the City, the Dubuque Racing Association (DRA), and Battlefield Dubuque, LLC which later transferred and assigned its interest to Northern Lights Hockey, LLC. The Agreement commenced October 30, 2009. Opened September 18, 2010, the building is owned by the City and had been leased in a 25-year lease agreement to DICE. DICE, a 501(c)3 non-profit organization, raised all funds to build the Ice Center. DICE managed and operated the Ice Center on a day-to-day basis. The Development Agreement outlined the steps to be taken in the event the lease was terminated. First, the City provided written notice to the DRA and Northern Lights Hockey, LLC that the lease had been terminated. Then, the City offered the DRA the right to enter into a new lease on the same terms and conditions as the current lease held by DICE, for the remainder of the term. The DRA had 30 days to accept the offer and enter into a new lease with the City. The DRA sent correspondence to the City that they declined. Since the DRA declined, the City then provided written notice to Northern Lights Hockey, LLC who had the right to enter into a new lease on the same terms as the current lease for the remainder of the term. Northern Lights Hockey, LLC had 30 days to accept the offer and enter into a new lease with the City. Northern Lights Hockey, LLC was not able to commit at the end of the 30-day period. DICE had agreed to continue operations until July 31, 2021. The above 30 day periods meant that whatever the next transition would be for the Ice Center management, it could not be accomplished prior to and on August 1, 2021. This would have caused disruption to the operations that ice user groups rely on. Examples of this included transitioning current DICE employees to City employees with the possibility that in a month's timeframe they could become employees of another organization, putting in place insurance, liquor licenses and other requirements on a very temporary basis. All the assets of the Ice Center were owned by DICE. These assets necessary to the operations of the Ice Center. These included items for example like the Zamboni, rental ice skates, skate sharpener and concessions equipment including the point -of -sale system and much more. The new managers of the Ice Center would need this equipment and assets to continue operations. DICE and the City executed an Interim Management Agreement for DICE to contractually manage the facility for an additional month as well as a transfer of the Ice Center's assets to the City. DICE continued to manage the Ice Center on a day-to-day basis from August 1, 2021 through September 5, 2021 under the Interim Management Agreement. At the end of the Agreement the assets were transferred to the City. The City is reimbursing DICE the expenses of the operation during this period. The cap on expenditures was set at $225,000 in the Agreement but was expected to be lower. This was offset by the acquisition of assets through this agreement between DICE and the City which included the Zamboni valued at approximately $175,000 and other assets that would likely total over the $225,000 if they would be purchased separately. The City has currently paid $125,000 to DICE related to the Interim Management Agreement. DICE is currently working to close out their finances and will send the final billing in the next month. As a City we were very appreciative to DICE for assisting in the transition and continuing with ice operations that made ice time available to the ice users of Mystique Community Ice Center during the interim. The City of Dubuque took over Ice Center operations on September 6, 2021 and committed to continue ice operations to avoid disruption of ice usage for all user groups involved and honor the commitments made by all parties in the Development Agreement and Ice Usage Agreement. This included transferring the ice center staffing to become city employees, obtaining all permits and insurance necessary for ice center operations, transferring all operational account to the City, marketing the ice center and its events and activities, setting up systems for expenses and revenue, and all the day- to-day operations of the ice center just to name a few. 2 DISCUSSION The transition to a city operation took cooperation from many city staff in Human Resources, Budget and Finance, Health, Public Information, Information Services, Engineering, Housing, Fire, and many, many in the Leisure Services Department as well as the City Attorney, City Clerk and City Manager's office personnel. This was done to ensure that all the activities of the Mystique Community Ice Center continued uninterrupted. I cannot say "thank you" enough to so many dedicated City employees that moved mountains during the short transition period and have assisted since that time. The agreements approved in 2009 commit the parties to continued ice availability. The City was last in the pecking order outlined in the Development Agreement. As the City took over the operations, we committed to continue to consider the best operational model for the future of the Mystique Community Ice Center. During this time the community and other partners have continued conversations regarding what is the best model for operations into the future. In many communities across the country Ice Centers are operated by municipalities with day-to-day operations falling upon the parks and recreation department (in Dubuque Leisure Services). Since September 5, 2021 Leisure Services with the support of all the departments listed above have operated the Center. If the Center would continue to be a Leisure Services operation additional staffing capacity would have to be built into the Leisure Services Department as well as in other key areas of Human Resources, Public Information, Budget and Finance and Information Services. This is due to the fact that prior to taking on the Ice Center operations Leisure Services as well as the prior city departments listed were already over capacity. To run the Center since September has meant additional personal time outside work hours for many city staff. It is not a sustainable model without changes. During this four -month period the City, like many businesses and organizations has had challenges in the recruitment of temporary staffing. This has also led to assignment of current city staff in an overtime capacity which is not sustainable financially. Ever since DICE gave notice, the City has focused on the short-term need of running the facility while continuing to consider what is best management model for the ice center in the long term. The Mystique Community Ice Center is a very important asset for the community. Ice sports and recreation has been a mainstay in Dubuque for many years. It has and continues to provide for people of all ages both recreation and competition ice activities. The Ice Center is an important recreational and quality of life asset for our community. The City has a history of partnering to accomplish shared goals and/or to create fiscally responsible day-to-day operations management models. The recently adopted 28E agreement between the City, Dubuque County Conservation Board, Friends of Mines of Spain, and the Iowa Department of Natural Resources for maintenance and operations of Mines of Spain Recreation Area is an example of a newly adopted partnership. In 3 this agreement Dubuque County Conservation is the day-to-day manager of the E.B. Lyons Center with the City partnering with them in specific ways outlined in the agreement. Other examples include the management agreements for Grand River Center and Five Flags Civic Center where private management companies are contracted to operate the Center's on a day-to-day basis. Mystique Community Ice Center is located on Chaplain Schmitt Island. The City worked with many stakeholders on the Island in 2014 which led to the adoption the Chaplain Schmitt Island Master Plan. The plan was amended in 2017. The DRA took a lead on additional planning related to the future vision of the island. This led to adoption of a Chaplain Schmitt Island Placemaking and Implementation Plan as well as Design Guidelines being adopted by the City Council in 2018. The DRA committed to putting the Placemaking Plan into action by partnering with the City on the first project of Chaplain Schmitt Island — Veterans Memorial Site Improvements that opened in 2021. The vision outlined in the Chaplain Schmitt Island Placemaking and Implementation Plan is "Dubuque's Gateway to Entertainment and the Mississippi" and the mission is "A connected island that welcomes visitors and community to recreation, entertainment and the outdoors." The Mystique Community Ice Center meets both the vision and the mission. The DRA has been working with the City on an amended lease. The provisions of the lease would set up a Schmitt Island Development fund. The city has been re-engaging the partners and investigating a variety of operational models since the time DICE gave notice. The DRA was a partner in the development of Mystique Community Ice Center from its start. The building bears the casino's former name and the DRA staff served on the Ice Advisory Committee. The DRA has remained interested in the operations and future success of the Ice Center. The discussions around the new lease for the DRA included how the provisions could and would focus on the vision, mission and implementation of the Chaplain Schmitt Island Master Plan as well as the Placemaking and Implementation Plan. This led to more in-depth conversations about the possibility the DRA and City could progress and expand the partnership that would ultimately lead to the DRA becoming the Ice Center's facility manager. The City and the DRA discussed the opportunity to move the day-to-day operations of the Mystique Community Ice Center to the DRA. This led to an Interim Staffing Agreement By and Between the City of Dubuque, Iowa and the Dubuque Racing Association in which the DRA would provide interim staffing to operate the facility. The DRA is experienced and skilled at providing these services. The City is transitioning its current Ice Center employees to the DRA. This transfers staff with the expertise in ice management in addition to maintenance and food and beverage services. Current Ice Center Operations Manager Chad Remakel has been hired by the DRA and will be supervised by DRA Director of Hospitality John Torres. All 12 other staff are in the process of being hired by the DRA and would begin on January 1, 2022. The DRA and the City have committed to negotiate a Facility Management Agreement in the coming months which could fully transition all day-to-day management activities to the DRA. Both partners have committed to meet weekly to ensure smooth transitions from the City to the DRA. In talking with DRA President and CEO Alex Dixon recently I think his quote summarized the excitement for the opportunities to come. "We are excited to welcome the Ice Arena team into the DRA family and to work with all stakeholders to maximize the potential of the Ice Center and Schmitt Island. The Interim Staffing Agreement for the Ice Center is the logical next step in the longstanding partnership between the City and the DRA." City Attorney Crenna Brumwell and Sr. Counsel Barry Lindahl assisted in the development and reviewed the Interim Staffing Agreement. The Interim Staffing Agreement By and Between the City of Dubuque, Iowa and the Dubuque Racing Association is limited to a timeframe less than a year thus it was executed by the City Manager. BUDGETIMPACT The DRA will provide monthly its actual expenses for staffing the facility and the City will reimburse the DRA for said expenses. The agreement provides that the DRA has estimated the monthly expenses of $80,000. Only the direct employee expenses are a included in the monthly expenses. Indirect costs incurred during the term of the Interim Staffing Agreement will be provided by the DRA and not billed to the City. The City has been paying for all staffing thus this would just change the expense for the city from an employee expense to a contractual expense. All other costs and operations will continue to be the responsibility of the City during the term of this agreement. ACTION REQUESTED I recommend and respectfully request your signature on the Interim Staffing Agreement By and Between the City of Dubuque, Iowa and the Dubuque Racing Association for the Mystique Community Ice Center. cc: Crenna Brumwell, City Attorney Alex Dixon, President and CEO of Dubuque Racing Association 5 INTERIM STAFFING AGREEMENT BY AND BETWEEN THE CITY OF DUBUQUE, IOWA AND THE DUBUQUE RACING ASSOCIATION ("AGREEMENT") This Agreement, dated for reference purposes the 29th day of December 2021, is made and entered into by and between the City of Dubuque, Iowa (City) and the Dubuque Racing Association (DRA). WHEREAS, City owns the Mystique Community Ice Center located at 1800 Admiral Sheehy Drive located in Dubuque, Iowa (the Facility); and WHEREAS, City and DRA agree that the recreational and competitive recreation offered at the Facility are important to the City of Dubuque and the region; and WHEREAS, City and DRA desire to negotiate and enter into a Facility Management Agreement to include provisions, among others, granting DRA the exclusive right and privilege of staffing, managing, operating, and marketing the Facility; and WHEREAS, in advance of the negotiation and execution of the Facility Management Agreement, City has requested that DRA provide interim staff to operate the Facility, and DRA is agreeable to providing such staff on an interim basis in accordance with the terms and conditions recited herein; and WHEREAS, DRA is experienced and skilled at providing these services. NOW THEREFORE, IN CONSIDERATION OF THE PREMISES AND OF THE TERMS, COVENANTS AND CONDITIONS HEREINAFTER CONTAINED, IT IS AGREED AS FOLLOWS: SECTION 1. TERM OF AGREEMENT. 1.1 The term of this Agreement shall be from January 1, 2022, through the earlier of the following two (2) dates: (a) midnight on June 30, 2022; and (b) the execution of a Facility Management Agreement (the "Term"). 1.2 If the parties mutually agree to extend this Agreement, it may be extended for two (2) two -month (2 month) periods. (each, a "Renewal Term") 1.3 City and DRA agree that during the Term of this Agreement, there will be ongoing negotiations with the goal of entering into a Facility Management Agreement which shall address the staffing, management, operation and marketing of the Facility by DRA. SECTION 2. RELATIONSHIP OF THE PARTIES. 1229216 2.1 DRA shall act as an independent contractor to City under this Agreement. Persons providing service under this Agreement shall be employees of, or shall otherwise be supplied by, DRA and are not employees of City. No person providing service under this Agreement shall have any right or power to bind or create any obligation whatsoever on the part of City. DRA shall advise any individual providing services under this Agreement that such individual is employed by DRA and not City. 2.2 City will retain title, ownership, and exclusive control of the Facility. DRA will not acquire title to, any security interest in or any rights of any kind in or to the Facility, and DRA's sole responsibility shall be to provide interim staffing to the Facility during the Term of the Agreement. SECTION 3. DRA RESPONSIBILITIES. DRA agrees to: 3.1 Recruit, interview and assign its employees, or contracted personnel, to staff the Facility as outlined in this Agreement. The staffing levels shall approximate the staffing levels in place as of December 31, 2021 unless otherwise agreed by the Parties. During the Term of this Agreement, the Parties agree to reasonably consult with each other as it relates to the amount of staffing needed or desired at the Facility. Where practical, DRA will perform its usual pre -employment interview, screening and on boarding processes with respect to new hires assigned to the Facility. To the extent that the City has already performed such on -boarding process with respect to personnel already working at the Facility, DRA shall not be required to repeat such on -hoarding measures. 3.2 Recruit and hire employees based on merit and qualifications without regard to race, creed, color, religion, national origin, sex, age, marital status, sexual orientation, gender identify, disability, veteran status, or any other protected characteristic. 3.3 Restrict its employees or contracted personnel duties to those contained in the job description agreed upon between DRA and City, maintain an OSHA log listing any work site injuries which includes DRA employees, and to comply with all federal, state, and local laws applicable to DRA. 3.4 Pay DRA's employees' wages and provide them with benefits as required by law, withholding, and paying payroll taxes, providing unemployment and workers' compensation insurance, maintaining all 1-9 forms, and compliance with all federal, state, and local laws applicable to DRA as an employer or as a common law employer, including but not limited to, compliance with all of the provisions of the Patient Protection and Affordable Care Act (the "ACA"). For avoidance of doubt, the parties hereby confirm that DRA is for all purposes the employer of all employees provided to City (except with respect to any personnel DRA procures from temporary staffing agencies), and no employee shall be deemed an employee of City at any time, except to the extent that such employee is officially hired by City in accordance with the terms set forth in Section 8 of this Agreement. 1229216 3.5 Provide the management oversight for its employees working at the Facility as set forth in this Agreement and the attachments hereto and as approved by City. 3.6 Staff the Facility in accordance with c o m m e r c i a l I y r e a s o n a b l e standards under the circumstances. 3.7 Hire and supervise an onsite Ice Center Operations Manager and assist said Ice Center Operations Manager with hiring, supervising, and directing employees and personnel consistent with the provisions of this Agreement. 3.8 Become familiar with and make Facility employees aware of any existing licensing acquired by City to sell all food and beverages at the Facility which licenses shall remain in the City's name until the execution of a Facility Management Agreement. The transition of such food and beverage licensing to DRA shall be addressed in the Facility Management Agreement. DRA shall ensure any of its employees serving food and alcohol at the Facility complete Training for Intervention ProcedureS (TIPS) and ServSafe Alcohol Program. A minimum of one DRA employee staffing the Facility shall complete the ServSafe Food Safety Training Certification. In the event the DRA is unable to procure a food license during the term of this Agreement the DRA shall comply with the limitations on food service within the Federal Meat and Poultry Act(s) to the extent it is applicable. 3.9 Provide staff to perform the services required for the use, maintenance, and operation of the Facility during the Term including, but not limited to, all services and matters specifically identified in this Agreement, and excluding only those matters specifically identified in this Agreement as being City's responsibilities. 3.10 Facility Staff shall be assigned the duty of charging admission to patrons of events held at the Facility and charge for use of the Facility excluding events and charges in other agreements governing the Facility including, but not limited to high school and Fighting Saints hockey games. 3.11 During the Term of this Agreement, the Parties shall engage in negotiations with respect to a Facility Management Agreement, which shall relate to and address all aspects of the management, use, maintenance, and operation of the Facility which Facility Management Agreement may include the following terms and conditions. 1) DRA shall act in accordance with prevailing industry standards to prevent any nuisance or hazardous activity to occur at, on, about, or within the Facility. 2) DRA shall take reasonably necessary action consistent with industry standards to ensure that employees, performers, vendors, subcontractors, or any other persons utilizing, occupying, or patronizing the Facility do not engage in any activity that may cause reasonably foreseeable damage to the Facility or persons at the Facility. 3 1229216 3) DRA shall be solely responsible for safety, security and maintaining good order within the Facility at all times. including, but not limited to, instructing, maintaining, and supervising safety precautions and programs in connection with the management, use, occupancy, and operation of the Facility. 4) DRA shall use commercially reasonable efforts to ensure that its personnel observe and obey laws in connection with all work performed at or about, or otherwise involving the Facility. 5) DRA shall not use or permit to be used any City property other than for its intended purpose. 6) DRA shall not use or permit to be used any space in the Facility for anything other than its intended purpose. 7) DRA shall not, without the prior written approval of City, remove or cause to be removed or permit the removal of, or from the Facility any property provided by or belonging to City, except for ordinary and necessary repairs. 8) DRA shall not install or remove or cause or permit, (unless permitted by City) the installation or removal of any fixtures, partitions, equipment, furnishing, or other property where to do so will deface, injure, or damage the floors, walls, ceilings, or any portion of the Facility or property connected or adjacent thereto. 9) DRA shall not cause or allow any structural alterations or physical modification in or to the Facility without having obtained prior written approval from City. Such approval may be conditioned upon DRA's express, written agreement to return the same to its original condition immediately following the use or purpose for which any such change or alteration has been made. Any such approval by City to a particular alteration or change is not a consent to any other or additional alteration or change at that time or thereafter unless specifically so stated in the advance written approval executed by City. 10) DRA shall not make any material alterations, additions, improvements, or replacements in or to the Facility without the approval of City. Such approval will not be unreasonably withheld but is within City's sole discretion. All material alterations, additions, improvements, or replacements to the Facility are the property of City during the Term of this Agreement. 11) DRA shall cooperate with City, consider City's recommendations and advice, and manage the facility in accordance with the terms of this Agreement. 12) DRA shall make parking available for off -site public events when such events will not conflict with Facility events and DRA may charge a reasonable rental fee. 13) DRA shall keep the Facility, the improvements to the Facility, and the 4 1229216 appurtenances to the Facility in good order, condition, and repair, casualties and ordinary wear and tear excluded. 14) DRA shall keep the sidewalks and curbs at the Facility cleared, ice control, and in good order, condition, and repair. 3.12 DRA must provide to the City Manager or the City Manager's designee for review, as specified below, and approval, as specified below, the following documents related to the interim staffing of the Facility, including but not limited to the following: 1) Budget. DRA must prepare and submit a budget to City Manager or designee for the interim staffing of the Facility for approval by December 31, 2021. During the Term of this Agreement, all revenue and expense items relating to the Facility, except to the extent included in the interim staffing budget, shall continue to be processed through City accounts (AIR and AIP) to the same extent as before January 1, 2022. 2) Reporting Requirements. a. DRA must make available for monthly review by the City Manager or the City Manager's designee a report on the Facility's staffing expenses itemized by staff position. b. DRA must, within twenty (20) days after the end of each calendar month make available for review by the City Manager or the City Manager's designee a true and correct statement certified by an officer of DRA of all staffing expenses related to the Facility of the preceding calendar m o n It h a n d y e a r t o d a t e together with any reasonable supporting document requested by City. c. Additional Reports. DRA shall, upon reasonable request of City, prepare for City or assist City in the preparation of such additional financial reports with respect to the Facility as may be required. DRA shall not be required to provide any additional reports considered confidential, proprietary, or a trade secret. d. Removal of Records. Except as otherwise provided herein, none of such books and records, including, without limitation, books of account, client records and front office records, may be removed from the Facility or DRA without the City Manager's prior written approval. e. Maintenance of Records. DRA must maintain accounting records relating to the staffing of the Facility using accounting practices in accordance with generally accepted accounting principles consistently applied. The accrual method will be used. 1229210 f. Internal Financial Controls. DRA must establish internal financial control policies and practices related to the interim staffing of the Facility in accordance with generally accepted standards in the industry and reasonably acceptable to City. g. City Access. The City Manager, or designee, must have access to all accounting records, contracts and supporting documentation relating to Facility staffing during the Term and any Renewal Term of this Agreement and for a period of three (3) years thereafter. Such access will be exercised in a reasonable manner upon reasonable notice to DRA. 3.13 Marketing and Promotions Provisions to be included in Facility Mana ement Agreement. The Parties agree to include in the Facility Management Agreement to be negotiated the following terms and conditions: 1) DRA will direct all marketing activities undertaken at or related to the Facility in such a manner that maximizes the uses of the Facility by all persons and provides maximum revenue and accessibility for the community and visitors to the Facility. 2) DRA shall develop and implement a marketing plan for the Facility that shall be submitted to City for approval. 3) DRA m us t engage and partner with Travel Dubuque to market activities of both Travel Dubuque and the Facility. City agrees to cooperate with DRA to obtain the support of Travel Dubuque in the marketing of the Facility. 4) DRA will work with Travel Dubuque on developing opportunities for tournaments, events, and other activities at the Facility that will aid in bringing tournaments, events, and other activities to the facility that will benefit the Dubuque community and visitors. 3.14 Scheduling. The Ice Center Operations Manager must develop and maintain all schedules for events and activities held at the Facility in a manner that maximizes the use of the Facility. The Ice Center Operations Manager shall administer the City's rental agreement and collect proof of insurance for users. Facility staff assigned by DRA is authorized to a d m i n i s t e r rental agreements for the Facility. 3.15 Employee Management. During the Term, and any Renewal Term, of this Agreement, DRA shall be responsible for supervision and direction of all staffing at the Facility. All Facility staff are employees of DRA or the applicable staffing agency used by DRA and shall not be considered City employees. All facility employee or staffing expenses shall be considered operating expenses of the Facility. Employee expenses will be reported in the aggregate, not individually, 122921cb as lump sum items in the staffing expense report. DRA is responsible forth a following with respect to the management of the staff and employees of the Facility: 1) DRA is solely responsible for the control and supervision of its personnel and subcontractors, including all of the means, methods, details, and other aspects of the Facility's staffing, to the extent this Agreement does not provide otherwise. 2) DRA determines staffing needs for the operation and management of the Facility and provides personnel to fulfill such positions and determines the terms and conditions of their employment/engagement and pays all compensation and benefits. 3) DRA will assign an Ice Center Operations Manager t o oversee t h e staffing services provided under this Agreement. DRA must promptly notify the City Manager of the selection of the Ice Center Operations Managerfor the Facility. 4) DRA will employ, train, and supervise all personnel providing any services in connection with this Agreement. All such personnel must have appropriate qualifications and experience and be in sufficient numbers to provide all required staffing services for the Facility's current operations under this Agreement. 5) DRA must take reasonable steps and direct all of its employees and subcontractors to at all times present a neat and attractive appearance, to be courteous, efficient, and properly trained, and not to use improper language or act in a loud or boisterous manner. 6) DRA must provide all personnel necessary to set up, operate, and clean the Facility. 7) DRA agrees, represents, and warrants that it will not at any time discriminate against any employee or subcontractor, or against any invitee or other person or entity whatsoever, because of race, creed, color, religion, sex, age, sexual orientation, gender identity, national origin, disability, or status as a disabled veteran and will follow and comply with all applicable local, state, and federal anti- discrimination and employment laws. DRA must post in conspicuous places within the administrative offices at the Facility that are available to employees and applicants for employment, notices setting forth the provisions of the nondiscrimination clause required by this paragraph. In all solicitations and advertisements for employment placed by or on behalf of DRA, DRA must state that it is an equal opportunity employer. 8) DRA must pay to the appropriate authority for all federal, state, local, and other payroll taxes, workers` compensation insurance, employer's portion of the state and federal unemployment compensation taxes, social security taxes for DRA 7 122921cb employees staffed at the Facility. Further, DRA shall offer its standard benefits to DRA employees assigned to the Facility, which benefits shall be determined in DRA's sole discretion and which may be changed from time to time. The benefit costs associated with DRA employees assigned to work at the Facility will be considered a cost for which City will reimburse DRA. 3.16 Building Operations, Building and Equipment Maintenance Duties. 1) DRA staff shall maintain the Facility in good repair and condition and conformity with all requirements and make or cause to be made routine repairs and maintenance on behalf of the City. DRA staff shall be responsible for the ordinary housekeeping and cleaning of the Facility and all equipment. 2) DRA will promptly notify City of any need, known to DRA, for the repair or replacement of any defect, malfunction, or other inadequacy in the Facility, including the structure, interior, exterior, and any capital improvements, which the City shall have financial responsibility for the repair or the replacement of such. 3) DRA staff shall have the responsibility to maintain and repair equipment necessary for the proper operation of the Facility, in accordance with all manufacturer's warranty and preventive maintenance schedules and requirements. The cost thereof is an operating expense which to the extent not paid directly by the City shall be reimbursed to DRA. Equipment maintenance includes but is not limited to HVAC, plumbing, electrical, boilers, kitchen/concession equipment, attached and freestanding equipment throughout the Facility and mechanical systems, life safety systems, and elevator. 4) DRA staff shall keep a log of building and equipment maintenance that City may review upon request. 3.17 Snow Removal. DRA will provide DRA employees or other personnel for all snow removal services on the pathways and sidewalks as show in Exhibit A. City will provide for snow removal of the parking lot. 3.18 Event Security. DRA staff will require sponsors of events hosted at the Facility to supply appropriate security for events as required at the Facility, which shall include a plan for crowd management and traffic control (when necessary) for the Facility]. Such plans will be submitted to the City for its review and approval in advance of the event. 3.19 Custodial and Janitorial. DRA employees or other personnel will provide all routine day to day custodial and ordinary maintenance services required to maintain the interior and exterior of the Facility in good, safe, clean, and sanitary condition and order throughout the Term of this Agreement. 3.20 Furniture Fixtures and Equipment FF&E . DRA employeeswill maintain all FF&E. 8 1229210 3.21 Repair and Replacement Schedule. In the course of their duties, DRA employees or other personnel assigned to the Facility will maintain a schedule of all needed repairs known to DRA including repairs and/or replacement. 3.22 All services related to the marketing, management, and operation of the Facility, and all budgeting, accounting, and reporting systems required by the Facility and the generation of all required financial reports detailing expenses related to the Facility's operation shall be negotiated between City and DRA during the Term of this Agreement and, upon execution of the Facility Management Agreement, shall become the responsibility of DRA. 3.23 Food and Beverage Service. DRA employees or other personnel will manage and staff the catering and concession services at the Facility for the sale through manual service, vending machines and other methods. This responsibility includes but is not limited to: 1) Food and beverage serving locations must be maintained and cleaned to the standard or quality required by law. Food and beverage serving areas must be cleaned within twelve (12) hours of each event's conclusion. 2) DRA will use reasonable commercial efforts under the circumstances to ensure the food and beverage services are operated and conducted pursuant to industry standards for this type of facility. 3) All food and beverages sold or served must be of the same or similar standard of quality and purity for the type of food or beverage provided at the Facility before January 1, 2022, must be stored, and handled at all times consistent with industry standards of sanitation, preservation, and purity, must be well prepared and promptly served and must conform to the requirements of all applicable laws, statues, ordinances, and regulations. 4) DRA employees or other personnel shall manage all appropriate f o o d and beverage requirements necessary to fulfill the purposes of this Agreement. 5) During all events open to the general public at the Facility where there are food and beverage sales, DRA staff shall ensure that signs are posted and menus are provided advertising the prices of all items offered for sale. This is not required for catered events or events not open to the general public. 3.24 Patron Safety,Comfort and En'o meat. DRA employees will perform their duties during the Term of this Agreement in such a manner that all persons who patronize the Facility are treated in an orderly, safe, and courteous manner by DRA's employees. 3.25 Additional Duties. if any future issues or problems arise at or related to the 1229216 staffing of the Facility during the Term of this Agreement, DRA will cooperate with and assist City in reaching a timely solution. 3.26 Use of City Equipment, DRA employees shall be permitted to use City equipment at the Facility in performance of its obligations hereunder, in accordance with reasonable conditions set forward by City and in accordance with all applicable warranties. From time to time, City and the Facility may conduct an inspection and inventory of city equipment being used by the Facility in the management of the Facility. 3.27 Storage. Neither DRA, nor DRA's employees or agents, may utilize the Facility for the storage of personal property, unless that personal property is necessary and required for operation of the facility. 3.28 Actual Expenses. DRA will provide proof of actual expenses related to responsibilities outlined in this Agreement incurred during the Term of this Agreement, including but not limited to invoices, bills, or other proof of expenses incurred. Expenses will include employee expenses. 3.29 Public Use Priority. Public skating is the priority use of the Facility. All other uses are secondary. Other than the specific dates and times agreed to in the Ice Usage Agreement between City and Northern Lights Hockey LLC, the Facility must be scheduled for and open to public uses including, but not limited to, public skating, learning to skate classes and programs, youth hockey, figure skating, broomball, adult hockey, birthday parties and similar ice -related activities. 3.30 Insurance. DRA shall at all times maintain insurance as described in the attached Insurance Schedule (Exhibit 13) as such schedule may from time to time be revised by City. City shall, at all times during the term of this Agreement, maintain its membership in the Iowa Communities Assurance Pool (ICAP) for liability coverage and maintain the property coverages in place for the Facility that existed in December 2021. SECTION 4. CITY'S RESPONSIBILITIES. City agrees to: 1) Reimburse DRA on a monthly basis for the actual expenses incurred during the Term of this Agreement for the expenses and liabilities incurred by DRA in staffing the Facility during the Term of this Agreement ("Staffing Expenses"). As of December 29, 2021, DRA estimates its monthly Staffing Expenses will be approximately $80,000. Each month, DRA agrees to provide its Staffing Expenses to City in the form of the Invoice attached hereto as Exhibit C. 2) Landscaping and Grass. City will maintain all landscaping and mow all grass at the Facility grounds. 10 122921cb 3) Parking Lot. City will maintain the parking lot. 4) Pay DRA's invoices within thirty (30) days of receipt. If City fails to pay any invoice within sixty (60) days of receipt, DRA may initiate a notice of intent to terminate this Agreement. 5) Except for staffing the personnel required by the Facility based on its present uses, which shall be DRA's responsibility for the Term of this Agreement, City shall retain the ultimate responsibility for managing, operating, and marketing the Facility unless and until the Parties execute the Facility Management Agreement. The duties set forth in this Section 6 do not affect DRA's responsibilities contained in other sections of this Agreement. SECTION & CITY EMERGENCY. 5.1 In the unlikely event of a city-wide emergency, City has the right to use the Facility or a part of the Facility as an emergency shelter and/or other emergency operation. 5.2 If the DRA must cancel events due to City's use of the Facility or a part of the Facility as an emergency shelter and/or other emergency operation, City will reimburse the DRA for the following: 1) Any direct expense which is caused by such emergency use, and 2) Any actual, out of pocket expenses, including, but not limited to, clean- up costs or food costs, which are caused by such emergency use. 5.3 All such reimbursements will be limited to expenses only for that part of the Facility actually used by City as an emergency shelter and/or other emergency operation. SECTION 6. INTELLECTUAL PROPERTY, WEBSITE AND DOMAIN(S). Intellectual property, website and domain(s) remain with the Facility at the end of this Agreement and are the property of City. City is responsible for all costs associated with the intellectual property, website, and domain(s). SECTION 7. INSPECTIONS. DRA and City will meet each monthly to review operating staff expenses for the prior calendar month, inspect the Facility, communicate issues and concerns, review the log of equipment maintenance, maintenance and service contract visits, deep cleaning completed, monthly housekeeping tasks completed, maintem preventative maintenance. City may enter purpose of determining whether the terms, Agreement are being fully and faithfully nce and repairs and replacements, and the Facility at all reasonable times for the covenants and conditions contained in this ibserved and performed. City may conduct 11 1229210 scheduled and unscheduled inspections of the Facility. SECTION 8. INDEMNIFICATION. To the extent permitted by law, each party agrees to indemnify, defend, and hold the other party harmless for such party's own and its respective employees' negligent acts or omissions or willful misconduct or any breach of the terms of this Agreement. Any request for indemnification under this Agreement must be made by the indemnified party within ten (10) business days of receiving notice of any claim. Neither party will be responsible for any indirect, incidental, consequential, exemplary, special, punitive, or lost profit damages that arise under this Agreement regardless of how the damages are characterized. SECTION 9. WAIVER. No waiver by either Party of any breach by the other Party of any term, covenant, condition or agreement herein and no failure by either Party to exercise any right or remedy in respect of any breach hereunder, constitutes a waiver or relinquishment for the future of any such term, covenant, condition, or agreement, no bars any right or remedy of such Party in respect to any such subsequent breach, operate as a waiver of such Party's rights to enforce this Agreement or to invoke any other appropriate remedy such Party may select as provided herein by law. SECTION 10. TERMINATION. 10.1 Termination Without Cause. This Agreement may be terminated by either party hereto, without cause, upon thirty (30) days written notice to the other party. Upon termination, all obligations of the parties hereunder shall cease. 10.2 Termination for Cause. Either party shall have the right to terminate this Agreement upon sixty (60) days written notice in the event of a material breach by the other party, provided the party receiving the notice may use that same sixty (60) day from receipt of the notice to cure the breach. If the breaching party is unable to cure the breach during that time, this Agreement will terminate at the end of the sixty (60) day notice period. Upon termination, all obligations of the parties under this Agreement will cease. SECTION 11. GENERAL TERMS AND CONDITIONS. 11.1 Time of the Essence. Time is of the essence in this Agreement and all of its provisions. 11.2 Compliance with Laws. City and DRA shall comply with all federal, state, and local laws, rules and regulations relating to its businesses, other than laws, rules, and regulations for which the failure to comply with or the sanctions and penalties resulting therefrom, would not have a material adverse effect on the business, property, operations, financial or otherwise, of DRA or City, respectively. 12 122921cb 11.3 Governinq Law. This Agreement is governed by, construed, and enforced in accordance with the laws of the state of Iowa. Any dispute related to this Agreement shall be resolved in the Iowa District Court in and for Dubuque County. 11.4 Attorneys' Fees. If any action is filed related to this Agreement, the unsuccessful party in the action must pay to the successful party, in addition to all the other sums the unsuccessful party may be called upon to pay, a reasonable sum for the successful party's attorneys' fees. 11.5 Headings. The headings and titles in this Agreement are solely for the Parties' convenience and will not be used to explain, modify, simplify, or aid in the interpretation of the provisions of this Agreement. 11.6 Modification of Agreement. Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement will be binding only if evidenced in writing following authorization and signature by each party's governing body. 11.7 Parties Bound. This Agreement binds, inures to the benefit of, and applies to the respective successors and assigns of DRA and City. All references in this Agreement to DRA or City are deemed to refer to and include successors and assigns of DRA and City without specific mention of such successors and assigns. 11.8 Force Ma'eure. If either party is delayed or hindered in or prevented from the performance of any act required under this Agreement by reason of strikes, lockouts, labor troubles, unavailability or excessive price of fuel, power failure, riots, insurrection, war, terrorist activities, chemical explosions, hazardous conditions, fire, weather, or acts of God, or by reason of any other cause beyond the exclusive and reasonable control of the party delayed in performing work or doing acts required under the terms of this Agreement, then performance of such act will be excused for the period of the delay and the period for the performance of any such act will be extended for a period equivalent to the period of such delay. 11.9 Use of Tobacco Products. The use of tobacco products in any building at the Facility is prohibited, and DRA agrees to inform DRA employees assigned to the Facility to use its best efforts to enforce such prohibition. The use of tobacco products outside any buildings at the Facility is allowed only in areas designated by DRA, and DRA agrees to inform its employees assigned to the Facility to use their best efforts to enforce this restriction. 11.10 Nondiscrimination. In carrying out this Agreement, DRA may not discriminate against any person for employment or use of the Facility or improvements thereon because of race, religion, color, sex, sexual orientation, gender identify, national origin, age, disability, or other protected class. 11.11 This Agreement and t h e Exhibits attached hereto embody the entire Agreement 13 122921cb between City and DRA, and there are no other representation, promises, agreements, conditions, or understandings, either oral or written, between City and DRA other than as set forth in this Agreement. 11.12 City's representative for purposes of this Agreement is its City Manager and the DRA's representative is its President and CEO. 11.13 Neither DRA nor anyone claiming by, through or under DRA has the right to file or place any mechanic's lien or other lien or encumbrance of any kind or characters whatsoever upon the Facility or upon any improvement located thereon. 11.13 Under no circumstances will any party be liable to another party for any indirect, special, or consequential damages including, but not limited to, any claim for loss of business. 11.14 Failure of City or DRA to insist on strict performance of any of the conditions, covenants, terms, or provisions of this Agreement or to exercise any of their rights hereunder does not waive such rights, but each party has the right to enforce such rights and take such action as might be lawful or authorized hereunder, either in law or in equity. The receipt of any sum paid by one party to another after a breach of this Agreement does not constitute a waiver of such breach unless expressly set forth in writing. 11.15 If any term of this Agreement is found to be void or invalid, such invalidity will not affect the remaining terms of this Agreement, which will continue in full forces and effect. 11.16 All exhibits, riders and exhibits attached hereto form material parts of this Agreement. 11.17 This Agreement may be executed in duplicate counterparts, each of which will be deemed an original. 11.18 This Agreement is contingent upon the approval of the Iowa Racing and Gaming Commission. SECTION 12. NOTICE. 12.1 All notices, demands, or other writings in this Agreement must be given, made, or sent in writing to the designated City and DRA representatives below. Notice will be deemed fully given, made, or sent when deposited in the United States mail, registered, and postage pre -paid, and addressed as follows: To City: City Manager City of Dubuque, Iowa 50 West 13th Street 14 1229216 Dubuque, Iowa 52001 With Copy to: Marie Ware Leisure Services Department 2200 Bunker Hill Road Dubuque, Iowa 52001 To DRA: DRA Alex Dixon, President & CEO 1855 Greyhound Park Road Dubuque, Iowa 52001 12.2 If DRA or City changes the address or the individual to whom notice should be provided under this Agreement, the changing party must notify the non -changing party in writing as soon as possible. SECTION 13. CONFIDENTIALITY. In the course of completing an assignment hereunder, DRA's employees may have access to confidential or otherwise sensitive information of City. DRA agrees that all its employees will not disclose and will protect the confidentiality of any and all confidential information to which they have access, and DRA shall be responsible for the failure of any employee to do so. In WITNESS HEREOF, the parties hereto have executed this Agreement as of the day and year first above written. CITY OF DUBUQUE, IOWA Michael C. Van Milligen City Manager DUBUQUE RACING ASSOCIATION i Alex Di on President and CFO 15 1229210 EXHIBIT A SNOW REMOVAL RESPONSIBILITIES OF DRA R 1 1* -- '' - - ! i 16 122921cb EXHIBIT B INSURANCE SCHEDULE 17 122921tb INSURANCE SCHEDULE G 1. Dubuque Racing Association (Vendor) shall furnish a signed certificate of insurance to the City of Dubuque, Iowa for the coverage required in Exhibit I prior to the contract commencement. Each certificate shall be prepared on the most current ACORD form approved by the Iowa Insurance Division or an equivalent. Each certificate shall include a statement under Description of Operations as to why the certificate was issued. Vendor Service Agreement dated 2. All policies of insurance required hereunder shall be with an insurer authorized to do business in Iowa and all insurers shall have a rating of A or better in the current A.M. Best's Rating Guide. 3. Each certificate shall be furnished to the Finance Department of the City of Dubuque. 4. The service provider shall be required to carry the minimum cove ragellimits, or greater if required by law or other legal agreement, in Exhibit I. Failure to provide the required minimum coverage shall not be deemed a waiver of such requirements by the City of Dubuque. 5. Failure to obtain or maintain the required insurance shall be considered a material breach of this agreement. 6. All required endorsements shall be attached to certificate. 7. Whenever a specific ISO form is referenced the current edition of the form must be used unless an equivalent form is approved by the Director of Finance and Budget. The service provider must identify or list in writing all deviations and exclusions from the ISO form. 8. If vendor's limits of liability are higher than the required minimum limits then the vendor's limits shall be this agreement's required limits. 9. Vendor shall require all subcontractors and sub -subcontractors to obtain and maintain during the performance of work insurance for the coverages described in this Insurance Schedule and shall obtain certificates of insurance from all such subcontractors and sub -subcontractors. Vendor agrees that it shall be liable for the failure of a subcontractor and sub -subcontractor to obtain and maintain such coverage. The City may request a copy of such certificates from the Vendor. 10. Vendor shall be responsible for deductibleslself-insured retention for payment of all policy premiums and other costs associated with the insurance policies required below. 11. All certificates of insurance must include agents name, phone number, and email address. 12. The City of Dubuque reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by this Schedule at any time. 13. The City of Dubuque reserves the right to modify these requirements, including limits, based on changes in the risk or other special circumstances during the term of the agreement, subject to mutual agreement of the parties. 18 122921cb INSURANCE SCHEDULE G (continued) EXHIBIT I A) COMMERCIAL GENERAL LIABILITY General Aggregate Limit $2,000,000 Products -Completed Operations Aggregate Limit$1,000,000 Personal and Advertising Injury Limit $1,000,000 Each Occurrence $1,000,000 Fire Damage Limit (any one occurrence) $50,000 Medical Payments $5,000 1) Coverage shall be written on an occurrence, not claims made, form. The general liability coverage shall be written in accord with ISO form CG 00 01 or business owners form BP 00 02. All deviations from the standard ISO commercial general liability form CG 00 01, or Business owners form BP 00 02, shall be clearly identified. 2) Include ISO endorsement form CG 25 04 "Designated Location(s) General Aggregate Limit." 3) Include endorsement indicating that coverage is primary and non-contributory. 4) Include Preservation of Governmental Immunities Endorsement (Sample attached). 5) Include additional insured endorsement for: The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions and/or authorities and their board members, employees and volunteers. Use ISO form CG 2010 (Ongoing operations) or its equivalent. 6) Policy shall include Waiver of Right to Recover from Others endorsement. B) WORKERS' COMPENSATION & EMPLOYERS LIABILITY Statutory Benefits covering all employees injured on the job by accident or disease as prescribed by Iowa Code Chapter 85. Coverage A Statutory —State of Iowa Coverage B Employers Liability Each Accident $100,000 Each Employee -Disease $100,000 Policy Limit -Disease $500,000 Policy shall include Waiver of Right to Recover from Others endorsement. Coverage B limits shall be greater if required by the umbrella/excess insurer. OR If, by Iowa Code Section 85.1A, the Vendor is not required to purchase Workers' Compensation [nsurance, the Vendor shall have a copy of the State's Nonelection of Workers' Compensation or Employers' Liability Coverage form on file with the Iowa Workers' Compensation Insurance Commissioner, as required by Iowa Code Section 87.22. Completed form must be attached. 19 122921cb INSURANCE SCHEDULE G (continued) C) POLLUTION LIABILITY Coverage required: _Yes X No Pollution liability coverage shall be required if the lessee, contracting party, or permittee has any pollution exposure for abatement of hazardous or contaminated materials including, but not limited to, petroleum products, the removal of lead, asbestos, or PCBs. Pollution product and completed operations coverage shall also be covered. Each Occurrence $2,000,000 Policy Aggregate $4,000,000 1) Policy to include job site and transportation coverage. 2) Include additional insured for: The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions and/or authorities and their board members, employees and volunteers. Use ISO form CG 20 10. (Ongoing operations) or its equivalent and CG 20 37(competed operations). 3) Include Preservation of Governmental Immunities Endorsement. 4) Provide evidence of coverage for 5 years after completion of project. D) PROFESSIONAL LIABILITY $1,000,000 Coverage required: _ Yes X No If the required policy provides claims -made coverage: 1) The Retroactive Date must be shown and must be before the date of the agreement. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the work or services. 3) If coverage is canceled or non -renewed and not replaced with another claims - made policy form with a Retroactive Date prior to the date of the agreement, the contractor must provide "extended reporting" coverage for a minimum of five (5) years after completion of the work or services. E) CYBER LIABILITY/BREACH $1,000,000 Coverage required: —Yes X No Coverage for First and Third Party liability including but not limited to lost data and restoration, loss of income and cyber breach of information. F) UMBRELLA/EXCESS $1,000,000 Coverage required: X Yes _ No The General Liability, Automobile Liability and Workers Compensation Insurance requirements may be satisfied with a combination of primary and Umbrella or Excess Liability Insurance. If the Umbrella or Excess Insurance policy does not follow the form of the primary policies, it shall include the same endorsements as required of the primary policies including Waiver of Subrogation and Primary and Non-contributory in favor of the 20 122921cb City. Please be aware that naming the City of Dubuque as an additional insured as is required by this Insurance Schedule may result in the waiver of the City's governmental immunities provided in Iowa Code sec. 670.4. If you would like to preserve those immunities, please use this endorsement or an equivalent form. PRESERVATION OF GOVERNMENTAL IMMUNITIES ENDORSEMENT 1. Nonwaiver of Governmental Immunity. The insurer expressly agrees and states that the purchase of this policy and the including of the City of Dubuque, Iowa as an Additional Insured does not waive any of the defenses of governmental immunity available to the City of Dubuque, Iowa under Code of Iowa Section 670.4 as it is now exists and as it may be amended from time to time. 2. Claims Coverage. The insurer further agrees that this policy of insurance shall cover only those claims not subject to the defense of governmental immunity under the Code of Iowa Section 670.4 as it now exists and as it may be amended from time to time. Those claims not subject to Code of Iowa Section 670.4 shall be covered by the terms and conditions of this insurance policy. 3. Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible for asserting any defense of governmental immunity, and may do so at any time and shall do so upon the timely written request of the insurer. 4. Non -Denial of Coverage. The insurer shall not deny coverage under this policy and the insurer shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa under this policy for reasons of governmental immunity unless and until a court of competent jurisdiction has ruled in favor of the defense(s) of governmental immunity asserted by the City of Dubuque, Iowa. No Other Change in Policy. The above preservation of governmental immunities shall not otherwise change or alter the coverage available under the policy. SPECIMEN 21 122921cb EXHIBIT C MONTHLY INVOICE EXAMPLE 122921cb Invoice Dubuque Racing Association LTD 1855 GREYHOUND PARK DRIVE DUBUQUE, IA 52001 5635823847 TREASURER, CITY OF DUBUQUE CITY MANAGERS OFFICE CITY HALT. DUBUQUE, IA 52001 Contact: Invoice Number; 0002026-IN invoice Cate: 12128I2021 Salesperson: Tax Schedule: NONTAX Customer Number: CITY Customer P.C1.: Ship VIA: Terms: NO TERMS Page: 1 Item Code Description UM Quantity Price Amount 12/2212021 Gross Wages 2,500.00 12i22+2021 Employer Mad 36.26 12l220202t Employer S5 15540 12122021 Employer Futa 15,OO 12I2212021 Employer Suta 20.00 1WO21 STD 3.50 12021 Health 1,313.04 122021 Dental 27.27 12f2021 Vision 17,92 Net Involve 4,087.98 Freight: 0.00 Sales Tax 0.00 Invoice Total; 4,087.98 23 122921cb 12/i.St t 3.€808RRA DUSUOIIERACINIMASSOCIATION P"rck Royltwr by CLAN f (UPPRUO2) Pepe 1 PaYF'� lxlq FmmChaw1€a t& 1'2r2& wq To JiV24,,=il Ii9 9ehmon List ll From c Cotes 0GEARM To KEAREJ chwkly" ca.3gymGhhei*RvW&WCAecks; Irssfu6e jlaMIDr Alo^&LAtwifitDsa oionl CLMSZ ICEARE 610 ON: Chxk Tintoa p 79pa oi'C6aek_ �9k�€em Cfseck saw i222=s ATS Aft%% totChtrck: €.Sea.P3 PorSON: fiFt.. 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