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HomeMy WebLinkAboutAgreement for Use with Idaho Promotions, LLC for Kleiner Park Special EventAGREEMEFOR USE OF KLEINER PARK FOR SPECIAL EVENT 1 This AGREEMENT QR USE OF KLEINER PARK FOR SPECIAL EVENT (hereinafter "Agreement") is made this _ day of September, 2013 (the "Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho (hereinafter "City"), and Kasey Thompson, on behalf of Idaho Promotions Group, LLC, a limited liability company organized under the laws of the State of Idaho whose address is 4830 Skyline Drive, Eagle, Idaho (hereinafter "Organizer"). WHEREAS, Organizer has proposed a special event to be hosted by Organizer at Julius M. Kleiner Memorial Park ("Park"), located at 1900 N. Records Avenue, in Meridian, Idaho, on October 12 and 13, 2013; and WHEREAS, City and Organizer recognize that publicly-held facilities are resources requiring heightened stewardship and protection; and WHEREAS, the Meridian City Council finds that it is fiscally responsible and in the best interest of the community to enter into a contractual agreement establishing the terms and conditions of Organizer's use of Park; 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, and in consideration of the recitals above, which are incorporated herein, City and Organizer agree as follows: I. PERMISSION GRANTED. City hereby grants to Organizer permission to utilize Park at the time, place, and manner set forth in this Agreement and in City of Meridian Temporary Use Permit no. TUP-13-0070 for a special event known as "Chili and Salsa Fest" ("Event"). II. OBLIGATIONS OF ORGANIZER. A. Reasonable use. Organizer shall employ best efforts to ensure that its use of Park and Park facilities, amenities, infrastructure, and/or vegetation is appropriate and reasonable. Where Organizer's use of Park and Park facilities, infrastructure, and/or vegetation causes disproportionately excessive damage to same, Organizer shall reimburse City for the cost or proportionate cost of necessary repairs and/or replacement. Organizer shall exercise best efforts to see that any and all use of Park, to the extent reserved by Organizer, is in compliance with all laws and with City's policies regarding use of City parks and/or facilities, including, but not limited to, policies adopted or enacted by the Director of the Meridian Parks and Recreation Department. B. Permitting. In addition to compliance with all terms and provisions of this Agreement, Organizer shall separately obtain and comply with each and all of the following permits, as required by law: 1. City of Meridian Temporary Use Permit for Special Event; 2. Any and all applicable licenses, permits, inspections, and/or certifications from the Central District Health Department; 3. Any and all licenses, permits, inspections, and/or certifications required by the City of Meridian Community Development Department, Building Services Division, including, without limitation, permitting and inspection for all tents, generators, electrical equipment, etc.; AGREEMENT FOR USE OF KLEINER PARK FOR SPECIAL EVENT PAGE 1 OF 6 4. Any and all licenses, permits, inspections, and/or certifications required by the City of Meridian Fire Department; 5. Any and all licenses, permits, inspections, and/or certifications required by the Meridian Parks and Recreation Department; and 6. Any and all licenses and permissions required for the purpose of broadcasting televised sporting events. C. Fees, costs. 1. By noon (12:00 p.m.) on Friday, September 27, 2013, Organizer shall remit to City all applicable application, permit, and reservation fees, as adopted by fee schedule and/or as required herein. 2. By noon (12:00 p.m.) on Friday, September 27, 2013, Organizer shall remit to City $1,540.00, which includes the fee for reserving Park for two days ($530.00/day x 2 days = $1,060.00) and to reimburse City for the cost of providing Meridian Parks and Recreation personnel to staff Park during the Event and provide facility maintenance and janitorial services before and after the Event (October 12: 1 staff from 9:00 a.m. to 9:00 p.m. $20/hour x 12'hours/day = $240; October 13: 1 staff from 9:00 a.m. to 9:00 p.m. $20/hour x 12 hours/day = $240). If additional staffing or extended hours are required for the protection of public safety or maintenance of Park, Organizer shall reimburse City for all staffing costs within fourteen (14) days of City's invoice for such costs. If Organizer fails to timely reimburse City pursuant to such invoice, the City may decline to provide extra-duty personnel staffing, decline to reserve City facilities, release existing reservations of City facilities, or decline to allow the subsequent use of City facilities for Event or any iteration thereof. D. Time and place. The permission extended under this Agreement shall apply to the areas of Park detailed on the event site plan approved by City under City of Meridian Temporary Use Permit no. TUP-13-0070 from 10:00 a.m. to 7:00 p.m. on Saturday, October 12, 2013 and 10:00 a.m. to 7:00 p.m. on Sunday, October 13, 2013. Pursuant to City Code, Park shall be closed thirty minutes after sunset. E. Manner. The permission extended under this Agreement shall be subject to all terms and conditions as set forth in this Agreement, in City of Meridian Temporary Use Permit no. TUP-13-0070, and in any applicable laws and policies, including, without limitation, the Meridian Parks and Recreation Event Planners' Handbook, attached hereto as Exhibit A. Such terms and conditions shall include, but shall not be limited to, the following: 1. The public must have general access to all areas of Pazk at all times, so long as such access does not unduly interfere with Organizer's use of Park for Event. Signs reading "Free Admission" must be clearly posted at each entrance to Event. 2. Driving or parking vehicles on non-designated driving or pazking surfaces shall be prohibited, with the limited exception of vehicles driven short distances on non-designated driving surfaces for the purpose of transporting, loading, or unloading equipment and supplies during set-up or tear-down. Vehicles may be driven on turf only at the direction of Meridian Parks & Recreation Department staff. 3. Where activities or equipment related to Event damage or destroy turf, landscaping, sprinklers, or other Park infrastructure or facilities, or otherwise require City to incur additional expenses, Organizer shall reimburse City for all costs of repair, replacement, or expense within fourteen (14) days of City's invoice for such costs. 4. Organizer shall make every effort to provide and maintain access to Event for persons with disabilities. 5. No smoking shall be allowed in Park, except in designated parking areas. 6. Used water, grease, charcoal, and other materials and supplies must be carried out of Park at the conclusion of Event, and may not be disposed of at Park. 7. Organizer is authorized to post signs for the purpose of identifying, promoting, advertising, or directing patrons to Event as represented and approved in City of Meridian Temporary Use Permit no. TUP-13- 0070. Organizer acknowledges that the permission extended by City under this Agreement to post signs AGREEMENT FOR USE OF K1,EINER PARK FOR SPECIAL EVENT PAGE 2 OF 6 shall extend only to the locations approved in City of Meridian Temporary Use Permit no. TUP-13- 0070, and that it is unlawful to post a sign identifying, promoting, advertising, or directing patrons to Event without the permission of the owner of such property. Organizer shall remove all signs , identifying, promoting, advertising, or directing patrons to Event by 5:00 p.m. on Monday, October 14, 2013. F. No alcohol. Alcohol may not be sold to and/or consumed by the public attending the Event. G. Security. Organizer will not be required to provide event security personnel at the Event. Organizer agrees that in the event the Chief of Police or his designee deems this level of security to be insufficient to protect the health and safety of Event attendees or Park users, extra-duty Meridian Police Department personnel shall staff the event at Organizer's sole expense, pursuant to policies established by the Meridian Police Department and at the rate established by fee schedule. Organizer shall reimburse City for all costs of extra- duty personnel staffing by Meridian Police Department within fourteen (14) days of Ciry's invoice for such costs. In the event of Organizer's failure to timely reimburse City pursuant to such invoice, the City may decline to provide extra-duty personnel staffing, decline to reserve City facilities, release existing reservations of City facilities, or decline to allow the subsequent use of City facilities for Event or any iteration thereof. H. Medical services. Organizer will not be required to provide medical services at the Event. Organizer agrees that in the event the Fire Chief or his designee deems this level of service to be insufficient to protect the health and safety of Event attendees or Park users, extra-duty Meridian Fire Department personnel shall staff the event at Organizer's sole expense, pursuant to policies established by the Meridian Fire Department and at the rate established by fee schedule. Organizer shall reimburse City for all costs of extra-duty personnel staffing by Meridian Fire Department within fourteen (14) days of City's invoice for such costs. In the event of Organizer's failure to timely reimburse City pursuant to such invoice, the City may decline to provide extra-duty personnel staffing, decline to reserve City facilities, release existing reservations of City facilities, or decline to allow the subsequent use of City facilities for Event or any iteration thereof. I. Insurance. As required by Meridian City Code, Organizer shall submit to City proof of an insurance policy issued by an insurance company licensed to do business in Idaho protecting Organizer, Organizer's employees, and Organizer's agents from all claims for damages to property and bodily injury, including death, which may arise during or in connection with Event, including Event set-up and tear-down. Such insurance shall name City as additional insured, and shall afford at least five hundred thousand dollars ($500,000.00) per person bodily injury, five hundred thousand dollars ($500,000.00) per occurrence bodily injury, and five hundred thousand dollars ($500,000.00) per occurrence property damage. The limits of insurance shall not be deemed a limitation of the covenants to indemnify and save and hold harmless City as set forth in this Agreement or any permit. If City becomes liable for an amount in excess of the insurance limits herein provided due to the actions or omissions of Organizer or any Organizer employee, agent, contractor, official, officer, servant, guest, and/or invitee, or any participant in or observer of Event or related activities, Organizer covenants and agrees to indemnify and save and hold harmless City from and for all such losses, claims, actions, or judgments for damages or liability to persons or property. III. OBLIGATIONS OF CITY. A. Facility operation. Except as otherwise set forth herein, City shall provide general maintenance, mowing, irrigation, and custodial services with regard to Park facilities, infrastructure, and vegetation. City shall provide all necessary utilities and services to Park facilities, including, but not limited to, electricity, potable water, sewage service, and/or typical waste and refuse removal. City shall cause the repair and/or AGREEMENT FOR USE OF KLEINER PARK FOR SPECIAL EVENT PAGE 3 OF 6 replacement of any and all Park facilities, infrastructure, and/or vegetation that are physically damaged by acts of nature. To the extent that the cause of damage is attributable to Event activities, Organizer shall be responsible for the cost of repair or replacement. B. Primary Source of Contact for City. City shall provide Organizer the name, e-mail address, and telephone number of specific City personnel (hereinafter "City Contact") who shall serve as City's primary contact between City and Organizer for al] day-to-day matters regarding set-up, operation, and tear-down of in Pazk. City Contact for Event shall be: City Contact: Colin Moss, Recreation Coordinator Meridian Pazks and Recreation Department E-mail: cmoss@meridiancity.org Cell Phone: 208-866-9987 Office Phone: .208-888-3579 IV. GENERAL PROVISIONS. A. Notice. Communication between Organizer and the City Contact regarding day-to-day matters shall occur via a-mail or telephone. All other notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, or via e- mail, addressed as follows: City: City of Meridian Attn: Parks and Recreation Director 33 E. Idaho Avenue Meridian, Idaho 83642 ssiddoway@ meridiancity.org Organizer: KaseY Thompson Idaho Promotions Group, LLC 4830 Skyline Drive Eagle, Idaho 83616 eventcoordinator @ promoteidaho. com B. Public park. The parties hereto expressly acknowledge that Park is a public space, the management and scheduling of which shall at all times be within the sole purview of City. City shall have the right to allow the use of Park, and close all or anyportion of Park, for any and all purposes and under any and all conditions. C. No right to exclude conveyed. Any exclusive use granted to Organizer by this Agreement shall include neither the right to exclude any law-abiding person from Park where such person is not interfering with Organizer's use thereof, nor the right to interfere with. any person's concurrent, lawful use of Park where such concurrent use does not conflict or interfere with Organizer's use. At all times Organizer shall be on an equal footing with the general public regarding its use of Park. Organizer shall exercise any exclusive use granted by this Agreement only in accordance with the terms of this Agreement and in accordance with any and all applicable laws and City policies. D. Assignment. Organizer shall not assign or sublet all or any portion of Organizer's interest in this Agreement or any privilege or right hereunder, either voluntarily or involuntazily, without the prior written consent of City. This Agreement and each and all of the terms and conditions hereof shall apply to and are binding upon the respective organizations, legal representative, successors, and assigns of the parties. E. No agency. Neither Organizer nor Organizer's employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall be considered agents of City in any manner or for any purpose whatsoever in their use and occupancy of Park. AGREEMENT FOR USE OF PLEINER PARK FOR SPECIAL EVENT PAGE 4 OP 6 F. Indemnification. Organizer and each and all of Organizer's employees, agents, contractors, officials, officers, servants, guests, and/or invitees, including any and all participants in Event or related activities, shall indemnify and save and hold harmless City 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 Organizer or any Organizer employee, agent, contractor, official, officer, servant, guest, and/or invitee, and/or any participant in or observer of Event, at orin Organizer's use of Park, or any lack of maintenance or repair thereon and not caused by or arising out of the tortious conduct of City. Organizer and each and all of . Organizer's employees, agents, contractors, officials, officers, servants, guests, and/or invitees, including any and all participants in Event or related activities, specifically, without limitation, shall indemnify and save and hold harmless City from and for any and all losses, claims, actions, or judgments for damages and expenses caused or incurred as the result of Organizer's failure to obtain proper licenses and permissions required for the purpose of broadcasting televised sporting events. G. No warranty. City makes no warranty or promise as to the condition, safety, usefulness, or habitability of the premises; Organizer accepts Park for use as is, both at the Effective Date of this Agreement and throughout the course of Event and all related activities. H. Compliance with laws. In performing the scope of services required hereunder, City and Organizer shall comply with all applicable laws, ordinances, and codes of Federal, State, and local governments. I. Attorney Fees. Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to any other relief as maybe granted, to court costs and reasonable attorneys' fees as determined by a court of competent jurisdiction. This provision shall be deemed to be a separate contract between the parties and shall survive any default, termination or forfeiture of this Agreement. J. Time of the essence. The parties shall fulfill obligations described in this Agreement in a timely manner, as set forth herein. The parties acknowledge and agree that time is strictly of the essence with respect to this Agreement, and that the failure to timely perform any of the obligations hereunder shall constitute a default of this Agreement. K. Termination. Grounds. Grounds for termination of this Agreement shall include, but shall not be limited to: an act or omission by either party which breaches any term of this Agreement; an act of nature or other unforeseeable event which precludes or makes impossible the performance of the terms of this Agreement by either party; or a change in or occurrence of circumstances that renders the performance by either party a detriment to the public health, safety, or welfare. ~,~,~,~, -~r,~o„~w 2. Process. Either party may terminate this Agreement by providing tenty-four (2,~~~,;~;,tice of intention to terminate. Such notice shall include a description of the reach or cir~ytrpst~~~s providin grounds for termination. A twenty-four (24) hour cure period shall commence upon rovision of the notice of intention to terminate. L`, upon the expiration of such cure period~~ cure of the rea~ic o~r~ circumstances providing grounds for termination has not occurred, this Agreement shall be terminated upon mailing or e-mailing of notice of termination. L. Breach. Any act or omission by Organizer which breaches any term of this Agreement shall constitute breach of this Agreement. Any inaccuracy in Organizer's permitting or licensing applications or materials prepared or distributed by Organizer promoting Event shall constitute breach of this Agreement. Any AGREEMENT FOR USE OF KLEINER PARK FOR SPECIAL EVENT PAGE S OF 6 discrepancy between Organizer's representationsto City and Organizer's practices shall constitute breach of this Agreement. Organizer's submission to City of a negotiable instrument with insufficient funds shall , constitute breach of this Agreement. In the event of breach, the City may terminate this Agreement, and may also decline to provide extra-duty personnel staffing, decline to reserve City facilities, release existing reservations of City facilities, or decline to allow the subsequent use of City facilities for Event or any iteration thereof. M. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder maybe asserted at any time after the governing body of either party becomes entitled to the benefit thereof, notwithstanding delay in enforcement. N. Construction and 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. O. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of this Agreement as if the exhibits were set forth in their entirety in this Agreement. P. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. Q. Applicable law. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Idaho. R. Approval required. This Agreement shall not become effective or binding until approved by both Organizer and by Meridian City Council. IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective s of he day and year first above written. IDAHO SAM 5NATEli Notary. RuDlic. Statd`ot Idaho. CITY OF MERIDIAN: BY Tammy de ~/g~fd, Mayor LLC: AGREEMENT FOR USE OP KLEINER PARK FOR SPECIAL STATE OF IDAHO ss: County of ~~ ) I HEREBY CERTIFY [hat on this 3 ~ day of Sep[., 2013, before the undersigned, a Notary Public in the Stale of Idaho, personally appeazed Kasey Thompson, proven [o me [o be [he person who executed the said instrument, and acknowledged [o me that he executed the same. IN WITNESS WHEREOF, I have hereunto se[ my hand and affixed my official seal, the nd ye his certificate first above written. ~~z y P or Idaho Residing at l~ W ~~M~. fr ~TdE ,Idaho My Cot~issie~xpires: 11~ I l I ~" Attest: City of C ~E IIZ DIf4i I DDA-H T rAT n~ SEAL p^f lde iAf TS~% City Clerk PAGE 6 OF 6