Memorandum of Understanding with Meridian Speedway for 4th of July Aerial DisplayMEMORANDUM OF UNDERSTANDING
BETWEEN CITY OF MERIDIAN AND MERIDIAN SPEEDWAY
REGARDING JOINT PRESENTATION OF JULY 4, 2012 EVENT
Thi ME ORANDUM OF UNDERSTANDING (hereinafter "MOU") is made this
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day of ~~, 2 12 ("Effective Date"), by and between the City of Meridian, a municipal corporation
organized under the laws of the State of Idaho ("City"), and Hwy lb, LCC, dba Meridian Speedway, a
limited liability company organized under the laws of the State of Idaho ("Speedway").
WHEREAS, City and Speedway are mutually interested in enhancing recreational,
entertainment, and special event opportunities within the Meridian community, particularly as it relates
to the community's celebration of Independence Day;
WHEREAS, Storey Park, a public park held by the City of Meridian located on the northeast
corner of Main Street and Franklin Road in Meridian, Idaho, and the Meridian Speedway, a private
facility located at 335 S. Main Street in Meridian, Idaho, are adjacent properties, thereby producing an
opportunity for citizens to enjoy diverse recreational opportunities in one general location;
WHEREAS, City and Speedway recognize that through their cooperation, the parties' adjacent
facilities and respective efforts can be used together to provide a larger, longer, and more advantageous
event than either facility or party can provide separately;
WHEREAS, the parties intend to work in this cooperative spirit to plan, publicize, and execute
an event with activities for the public in both Storey Park and the Speedway on July 4, 2012;
WHEREAS, the parties seek by this MOU to describe the parties' respective commitments and
intentions, both to clarify such commitments and intentions as they relate to the July 4, 2012 event, and
also to prepare a framework for future cooperative events as the parties ma 'ointl desire
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WHEREAS, City and Speedway find that it is fiscally responsible and in the best interest of
the community to sharing the costs and benefits of the July 4, 2012 event as set forth herein;
NOW, THEREFORE, in consideration of the mutual understandings herein contained, and in
consideration of the recitals above, City and Speedway agree as follows:
I. CITY'S COMMITMENTS
A. Monetary Contribution. City shall commit six thousand dollars ($b,000.00) for the u ose
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of purchasing fireworks to be discharged on July 4, 20121n the fireworks displa to be
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presented by Fireworks and Stage FX of America from inside the Speedway. City will remit
this amount directly to Fireworks and Stage FX of America, whose address is P.O. Box 488,
Lakeside, California 92040.
B. Public Special Event in Storey Park. City shall plan and present a special event with a
schedule of activities to be open to the public in Storey Park on July 4, 2012, from
approximately 3:00 p.m. to 10:00 p.m.
MOU BETWEEN CITY AND SPEEDWAY -JULY 4, 2012 EVENT PAGE l OF 4
C. Promotion of Event. City shall promote the July 4, 2012 event in its promotional materials,
including the City newsletter, City website, and banners to be placed in Storey Park. In such
materials the City will reference the activities available at the Speedway as part of such event.
D. Post-Event Review. City agrees to meet with Speedway between July 6, 2012 and November
1, 2012 in order to review the event, discuss any problems that may have arisen, and identify
possible changes for an improved joint Independence Day event on July 4, 2013.
II. SPEEDWAY'S COMMITMENTS
A. Presentation of Public Fireworks Display. Speedway will present a public fireworks display
on July 4, 2012 shortly after dark, i.e., at approximately 10:00 p.m. This commitment shall
include the following:
1. Speedway shall engage Fireworks and Stage FX of America to present the public fireworks
display on July 4, 2012.
2. Speedway shall contribute at least six thousand dollars ($6,000.00) to the presentation of
the public fireworks display. Speedway shall remit this amount directly to Fireworks and
Stage FX of America.
3. The public fireworks display shall be staged and executed inside the Speedway facility, but
shall include aerial fireworks that shall be visible from Storey Park.
4. Speedway shall obtain, or shall ensure that Fireworks and Stage FX of America has
obtained, all necessary permits for such display, including, but not necessarily limited to, a
City of Meridian Public Fireworks Display Permit. City shall not waive the fee for such
permit as such fee is established by state law.
B. Promotion of Event. Speedway shall promote the July 4, 2012 event in its promotional
materials, including its racing schedule, and in such materials will reference the activities
available at Storey Park as part of such event. Speedway shall not utilize the City of Meridian
logo without the express, written permission of the City of Meridian Mayor's Office.
C. Post-Event Review. Speedway agrees to meet with City between July 6, 2012 and November
1, 2012 in order to review the event, discuss any problems that may have arisen, and identify
possible changes for an improved joint Independence Day event on July 4, 2013.
III. NOTICES
Communication between City and Speedway may occur via a-mail, facsimile, 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 via U.S. mail to:
City: City of Meridian Speedway: Adam Nelson, General Mgr.
Attn: Colin Moss, MPR Meridian Speedway
33 E. Broadway Avenue 335 S. Main Street
Meridian, Idaho 83642 Meridian, Idaho 83642
MOU BETWEEN CITY AND SPEEDWAY -JULY 4, 2012 EVENT PAGE 2 OF 4
IV. ACKNOWLEDGMENTS
The parties hereto specifically acknowledge that, in consideration for the commitments set forth
herein, the following provisions shall apply:
A. Contributions cumulative. It is understood by the parties that the monetary contributions of
each party shall be separately and respectively made to Fireworks and Stage FX of America,
and that the cumulative monetazy payment made to Fireworks and Stage FX of America by the
parties shall therefore total twelve thousand dollazs ($12,000.00).
B. Speedway Sponsorship. It is understood that Speedway will be allowed to secure a title
sponsor for the races on July 4a', 2012 to help offset Speedway's race costs. The billing for the
event in promotional material shall read, "[Sponsor Name] Firecracker 150 with Fireworks
Presented by the City of Meridian." Due to the fact that the title sponsor will be affiliated with
the City of Meridian through the joint event, Speedway's title sponsor may not be a business
who sells alcohol or tobacco.
C. Confiict Resolution. If either party believes that the other party is not fulfilling its obligations
as established by this Agreement, the complaining party shall give written notice of its
complaint to the other party. The party receiving the complaint shall, within five (5) calendar
days, correct the situation and confirm the correction in writing, or reject the complaint,
explaining the mitigating circumstances and why a remedy cannot be achieved.
D. Assignment. Except as otherwise specifically set forth herein, City shall not assign or sublet
all or any portion of City's commitments as set forth herein or any privilege or right hereunder
without the prior written consent of Speedway. Except as otherwise specifically set forth
herein, Speedway shall not assign or sublet all or any portion of Speedway's commitments as
set forth herein or any privilege or right hereunder without the prior written consent of City.
This MOU and each and all of the terms and conditions hereof shall apply to the respective
organizations, legal representative, successors, and assigns of the parties.
E. No agency or employment. Neither Speedway nor its employees, agents, contractors,
officials, officers, servants, guests, and/or invitees shall be considered agents or employees of
City in any manner or for any purpose whatsoever.
F. Indemnification. Speedway and each and all of its employees, agents, contractors, officials,
officers, servants, guests, and/or invitees, 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 Speedway or any Speedway employee,
agent, contractor, official, officer, servant, guest, and/or invitee, at or in its use of Storey Park
or any lack of maintenance or repair thereon and not caused by or arising out of the tortious
conduct of City. City makes no wazranty or promise as to the condition, safety, usefulness, or
habitability of its premises.
G. Compliance with laws. In performing the scope of services required hereunder, City and
Speedway shall comply with all applicable laws, ordinances, and codes of Federal, State, and
local governments.
MOU BETWEEN CITY AND SPEEDWAY -JULY 4, 2012 EVENT PAGE 3 OF 4
H. Term of MOU. This MOU shall become effective as of the Effective Date upon execution by
both parties, and shall expire immediately upon the conclusion of the July 4, 2012 event unless
earlier terminated or extended in the manner as set forth in this MOU.
I. Termination. Grounds for termination of this MOU shall include, but shall not be limited to:
an act or omission by either party which breaches any term of the MOU; an act of nature or
other unforeseeable event which precludes or makes impossible the performance either party's
respective commitments; or a change in circumstances that renders the performance by either
party a detriment to the public health, safety, or welfare. Either party may terminate this
Agreement. by providing five (5) calendar days advance written notice of intention to terminate.
Such written notice shall include a description of the circumstances providing grounds for
termination. A forty-eight (48) hour cure period shall commence upon mailing of the notice of
intention to terminate. If, upon the expiration of such cure period, cure of the breach or
circumstances providing grounds for termination has not occurred, this MOU shall
automatically terminate.
J. Construction and Severability. If any part of this MOU is held to be invalid or
unenforceable, such holding will not affect the validity or enforceability of any other part of the
MOU so long as the remainder is reasonably capable of completion.
K. Entire Agreement. This MOU 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.
L. Applicable Law. This MOU and all activities occurring hereunder shall be governed by and
construed and enforced in accordance with the laws of the State of Idaho.
V. APPROVAL REQUIRED.
This MOU shall not become effective until approved by the respective governing bodies of both City
and Speedway.
IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their
duly authorized officers to be effective as of the day and year first above written.
MERIDIAN SPEEDWAY:
BY: _
Adam Nelson
General Manager, Meridian Speedway
CITY OF MERIDIAN:
BY:
Tammy
Mayor
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