Memorandum of Agreement with Meridian Development Corp, Chamber of Commerce for Multi Purpose & Event CenterMEMORANDUM OF AGREEMENT FOR A PROJECT TO STUDY
THE FEASIBELITY OF A MULTI-PURPOSE AND EVENT CENTER
This MEMORANDUM OF AGREEMENT FOR A PROJECT TO STUDY THE
FEASIBILITY OF A MULTI-PURPOSE AND EVENT CENTER ("Agreement") is made this
16 day of December, 2014 ("Effective Date"), by and between the City of Meridian. a
municipal corporation organized under the laws of the State of Idaho ("City"), Meridian
Development Corporation, an urban renewal agency organized under the laws of the State of
Idaho (``MDC'), and the Meridian Chamber of Commerce, a nonprofit corporation organized
under the laws of the State of Idaho ("Chamber") (collectively, "Parties'").
WIRE, REAS, the Parties desire to study the feasibility of constructing a, multi -use and
event center within the City of Meridian;
VffIERE AS, City is willing to contribute toward this endeavor $14,500; MDC is willing
to contribute $14,500 toward this endeavor; and Chamber is willing to contribute $ 1,000 toward
this endeavor;
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:
10 . SCOPE OF WORK&*),P9OCE-0SS*
..Engage vendor(s). Between January 1, 2015 and September 30, 2015, City agrees to
invest the Parties' respective contributions toward professional services needed to create
a project development plan evaluating the feasibility of constructing a multi -use and
event center, within the. Meridian Urban Renewal Area, suitable for some or all of the
following uses: performing arts, concerts or other entertainment, civic or community
events,, sports,, museum, library, and/or conferences ("Project"). The selection of staff
and/or vendors for Project shall be made by City.
B. Interactions with vendor(s). City shall include MDC and Chamber representatives in
the process of selecting the vendor(s) for the Project. City shall duly consider MDC input
and shall make a reasonable effort to come to consensus; however, City shall be
responsible for the final decision regarding selection of such vendor(s). City shall
include MDC and Chamber representatives in meetings with the selected vendor, and
shall keep MDC and Chamber representatives apprised of timelines, conversations, and
progress with regard to Project deliverables, and decisions.
C, Method of payment. City shall remit to MDC an invoice, with receipts for payments
rendered to vendor(s) for Project, and shall request reimbursement from MDC to City for
such payments, in a total amount not to exceed $14,500.00. Within thirty (30) days of
receipt of City's invoice, MDC shall provide payment to City in the amount of such
invoice, in a total amount not to exceed $14,500.00. City shall remit to Chamber an
invoice, with receipts for payments rendered to vendor(s) for Project, and shall request
MEMORANDUM of AGREEMENT FOR PROJECT
TO STUDY FEASIBILITY OF MULTI,-PURPOSE/Ev8NT CENTER
PAGE I OF 3
reimbursement from Chamber to City for such payments, in a total amount not to exceed
$ 1,000.00. Within thirty (30) days of receipt of City's invoice, Chamber shall provide
payment to City in the amount of such invoice, in a total amount not to exceed $ 1,)000.00.
11, GENERAL TEIMS,
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 MDC4. Meridian Development Corporation
City Attorney's Office Ashley Squyres, Administrator
33 E. Broadway Avenue 33 E. Broadway Avenue
Meridian ID 83642 Meridian ID 83642
Chamber: Anne Little Roberts
P.O. Box 7
Meridian ID 83680
Any party may change its address for the purpose of this paragraph by giving formal
., A
notice of such change to City in the manner herein provided.
C. Entire agreement; modification. This Agreement embodies the entire agreement and
1!
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. If MDC or Chamber is the terminating party, City shall be entitled to receive
reimbursement for payments made for services properly performed pursuant to this
Agreement to the date of termination.
E. Severabifity. 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.
F, Applicable Law. The Agreement shall be governed by the laws of the State of Idaho and
MEMORANDUM OF AGREEMENT FOR PROJECT
TO STUDY FEASIBILITY OF MULTI-PURPOSE/EVENT CENTER PAGE 2 OF 3
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jur..'iWiotion for aOy Disputes-a'ri".Sin.a-hdreunde,*r shall be in the Fourth -Judicial District, Ada
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INVITNESSVVH-URFOF, - h rflos. here is
t op t to how, executed this A on th..
4y.0fbee-ember, 25014:
MERIDIAN.DE. LOPMENT CORPORATION:
N)DE,
Jim Ifs, ba'ri. Chair r vdve-WiWor, Seerdta-tey.
MERIDIAN CHAMBER OF COMMERCE..,
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Anne .Little Roberts
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City of
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MEMORANPPM OV AGREEME.14T FOR PROJECT
TO STUDY FEASIBILITY OF -MULM-PURPOSE/8 VENT-U.NTER PAGE 3 OF*3