First Addendum to MOU with Kleiner ParkMRST ADDENDUM TO THE
MEP\10RAI`�1DUM OF U`DERSTANDING
BETWEEN
THE JUI,IUS Mo KLEINER MEMORIAL PARD TRUST
AND
THE CITY OF MERIDIAN
THIS FIRST ADDENDUM TO THE MEMORANDUM OF UNDERSTANDING
("Agreement") is made and entered into on the -C, day of February, 2013, by and between
The Juuhus Mo Kleiner MemorW Park Trust, UTA, Dated April 5, 2007 (66Traust") and The
City of Meridian, Idaho ("City"), to establish a mutual understanding regarding certain details
related to the SuBus M. Kleiner Memorial Park ("Park").
WHEREAS, Trust constructed and donated to City a 60 acre public park on or about
May 11, 2012; and,
WHEREAS, Trust desires to use its own funds to perform additional construction work
and add certain amenities to the park at its discretion (Collectively referred to herein as "work");
and,
WHEREAS, City and Trust desire to amend the Agreement to establish a mutual
understanding regarding issues related to any future work performed by Trust or its agents and
contractors.
NOW, THEREFORE, the parties hereby agree as follows:
FIRST ADDENDUM TO MEMORANDUM OF UNDERSTANDING - 1
1. COORDINATION OF ADDITIONAL WORK.
Before performing any additional work at the Park, Trust or its agents shall
coordinate scheduling of the work with City's representatives to minimize impact
on ongoing programs and operations.
2. WORK TO HE PERFORMED TO CITY STANDARDS.
All plans shall be reviewed by City's representative to assure compatibility with
existing infrastructure. All work shall be performed to City Standards, and Idaho
law requires that all work be performed by licensed Public Works Contractors.
3. OWNERSHIP IN CITY UPON SUBSTANTIAL COMPLETION.
After the work is declared Substantially Complete by Trust, ownership of any
work shall be deemed to have transferred to City. City and Trust shall cooperate
to resolve any punch list or warranty items. City agrees to process any
acknowledgement of donation requested by Trust.
4. INDEMNIFICATION AND INSURANCE.
Trust shall require that its contractor indemnify City and hold City harmless from
any loss, liability, claim or action for damages or injury arising out of any work
performed pursuant to this agreement. Contractor's duty to indemnify shall be
limited to claims made or liability incurred up to the time that City accepts the
work. It is further understood and agreed that Trust and its contractor(s) shall not
be considered agents of CITY in any manner or for any purpose whatsoever in
their use and occupancy of the premises for purposes of constructing any
improvements. If any claim, suit or action is filed against City for any loss or
claim described in this paragraph, Trust shall require Contractor to defend and
indemnify City and assume all costs, including attorney's fees, associated with the
defense or resolution thereof.
In addition, Trust shall require that its contractors maintain liability insurance in
which City shall be named as an additional insured in the minimum amount as
specified in the Idaho Tort Claims Act set forth in Title 6, Chapter 9 of the Idaho
Code. The limits of insurance shall not be deemed a limitation of the covenants to
indemnify and save and hold harmless City. Prior to the start of construction,
Trust shall require that its contractor provide City with a certification of insurance
or other proof of insurance evidencing contractor's compliance with the
requirements of the paragraph and file such proof of insurance with:
City of Meridian
Director, Parks & Recreation Department
33 East Broadway Avenue Meridian Idaho, 83642
Trust shall require contractor to have and maintain during the life of this contract
the statutory Workers' Compensation Insurance, regardless of any number of
employees or lack thereof, for all those including himself to be engaged in work
on the project under this contract. Proof of insurance must be provided to City
prior to the start of work.
5. MISCELLANEOUS
The failure or neglect of a party to enforce any remedy available by reason of the
failure of the other party to observe or perform a term or condition set forth in this
Agreement shall not constitute a waiver of such term or condition. A waiver by a
party (i) shall not affect any term or condition other than the one specified in such
waiver, and (ii) shall waive a specified term or condition only for the time and in
a manner specifically stated in the waiver.
This Agreement shall be binding upon and inure to the benefit of the parties and
their respective successors, assigns, heirs, personal representatives, purchasers, or
transferees of any kind.
FIRST ADDENDUM TO MEMORANDUM OF UNDERSTANDING - 3
ALL OTHER PROVESRONS OF THE AGREEMENT REMAIN THE SAME
IN WITNESS WHEREOF, the parties do execute this Agreement the day and year first
above written.
ATTEST:
THE JULIUS M. KLEINER MEMORIAL
PARK TRUST, UTA, DATED APRIL 5, 2007
By:
Michael E. Huter, Co -Trustee
By:
Elden E. Gray, Co -Trustee
CITY OF MERIDIAN, IDAHO
By: 2L—
Tammy deWerd, Mayor
City of
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Jaycee L. Holman, City Clerk
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FIRST ADDENDUM TO MEMORANDUM OF UNDERSTANDING - 4