HomeMy WebLinkAboutMOA with MDC for Downtown Youth Farmers MarketMEMORANDUM OF AGREEMENT
FOR CONTRIBUTION TO DOWNTOWN YOUTH FARMERS' MARKET
This MEMORANDUM OF AGREEMENT FOR CONTRIBUTION TO EVENT
("Agreement") is made this _ day of July, 2015 ("Effective Date"), by and between the City of
Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and
Meridian Development Corporation, an urban renewal agency organized under the laws of the State
of Idaho ("MDC").
WHEREAS, City and MDC desire to promote economic activity in the downtown area;
WHEREAS, the MDC and the City desire to cooperate and work together regarding the Youth
Farmers' Market ("Event') in downtown Meridian;
WHEREAS, the parties recognize that this Event can bring many people into the Meridian
downtown area and help promote and support local businesses and economic development;
WHEREAS, the City will assist in the implementation of the market;
WHEREAS, the MDC is willing to contribute financial support to the City specifically for the
Event in the amount of one thousand five hundred dollars ($1,500.00);
WHEREAS, the MDC and the City recognize the benefits of the Event in promoting,
revitalizing and maintaining entrepreneurship, economic development and commercial activity in the
urban renewal district;
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged and agreed, and in consideration of the mutual promises and
covenants herein contained, the Parties agree as follows;
I. CITY'S RESPONSIBILITIES.
A. Host event. On or around September 10, 2015, at Meridian City Hall, the City will host the
Event. The selection of staff and/or vendors for Event shall be made by City.
B. Publicity. City shall publicize the Event, which publicity may include distribution of
information via written and broadcast media, social and online media, e-mail, posters, and a
banner displayed at Meridian City Hall. Decisions regarding the time, place, and manner of
such publicity shall be made by City.
C. Aelmowledgment of sponsorship. As such, MDC shall be entitled to recognition as
"sponsored by," and City shall print the MDC logo on all event marketing materials where
sponsors' logos are printed.
D. Invoice MDC. City shall provide one (1) invoice to MDC by August 1, 2015, in the amount
of one thousand five hundred dollars ($1,500.00), and City shall use such amount for the
payment of expenses related to the production of the Event.
MEMORANDUM OF AGREEMENT FOR DOWNTOWN EVENT CONTRIBUTION PAGE 1 OF 3
H. MDC's RESPONSIBILITIES.
A. Payment. Within thirty (30) days of receipt of City's invoice, MDC shall provide payment
to City in the amount of one thousand five hundred ($1,500.00).
B. Logo. MDC shall provide City with a copy of its logo, in digital format, for use on
marketing materials as described herein.
C. Appropriation. Notwithstanding anything in this Agreement to the contrary, MDC's
obligations under this Agreement to provide payment to City as described herein shall be
subject to and dependent upon appropriations being made by the MAC governing board for
such purpose.
111. GENERAL TERMS.
A. Term. This Agreement begins immediately upon execution and shall remain in effect
through September 30, 2015.
B. Notice. Notice required to be provided by either of the parties under this Agreement shall be
in writing and be deemed communicated when mailed by United States Mail, addressed as
follows:
City: City of Meridian MDC: Meridian Development Corporation
City Attorney's Office C/O Borton-Lakey Law Offices
33 E. Broadway Avenue 141 E. Carlton Ave.
Meridian 1D 83642 Meridian ID 83642
Either party may change its address for the purpose of this paragraph by giving formal notice
of such change to the other in the manner herein provided.
C. Entire agreement; modification. This Agreement embodies the entire agreement and
understanding between the parties pertaining to the subject matter of this Agreement, and
supersedes all prior agreements, understandings, negotiations, representations, and
discussions, whether verbal or written, of the parties pertaining to that subject matter. The
Agreement may not be changed, amended, or superseded unless by means of writing
executed by both Parties hereto.
D. Termination. Either party may terminate this Agreement in whole, or in part, due to
convenience, nonappropriation, or when either or both parties agree that the continuation of
the project is not in the parties' best interest, by providing thirty (30) days written notice.
E. Hold harmless. For purposes of or in furtherance of this Agreement, each party and each of
its employees, agents, contractors, officials, officers, servants, guests, and/or invitees, shall
save and hold harmless the other party from and for any and all losses, claims, actions,
judgments for damages, or injury to persons or property and losses and expenses caused or
incurred by either party or any employee, agent, contractor, official, officer, servant, guest,
and/ox invitee thereof.
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F. Severability. If any part of this Agreement is held to be invalid or unenforceable, such
holding will not affect the validity or enforceability of any other part of this Agreement so
long as the remainder of the Agreement is reasonably capable of completion. The invalidity
or unenforceability of any particular provision of this Agreement shall not affect the other
provisions, and this Agreement shall be construed in all respects as if any invalid or
unenforceable provision were omitted.
G. Applicable Law. The Agreement shall be governed by the laws of the State of Idaho and
jurisdiction for any disputes arising hereunder shall be in the Fourth Judicial District, Ada
County, State of Idaho.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this
day of July, 2015.
MERIDIAN DEVELOPMENT CORPORATION:
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By: Jim dcobar, Chairman
CITY OF MERIDIAN:
Atte
ave Winder, Secretary
Attest:
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City of
Tammy "/erd, Mayor ' /VLL >;pgtto
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City Clerk
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