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HomeMy WebLinkAbout5216Contract Number Vendor Sub�ect Department File Class Begin Date End Date: Review Date• Vault Date 5216 OUR LADY STAR OF THE SEA Park Use Agreement Parks LEG 12-1 1/1/2013 12/31/2023 2025 Comments . PARK USE AGREEMENT This AGREEMENT is made and entered into as of the date fully executed below, by and between the CITY OF BREMERTON, a Waslungton mtuucipal corporation ("City"), and CORPOI2ATION OF THE CATHOd.IC ARCHBISHOP OF SEATTLE sole dba as OUR LADY STAR OF THE SEA, a Washington corporation ("School") WHEREAS, Crty is the owner of certam real property in the City of Bremerton, Kitsap County, Waslungton, commonly known as Kiwarus Park, located at 1701 5�' Street, Bremerton, Washington (hereinafter "Property"), and WHEREAS, School desires to utilize the Property for the purpose of holdmg school related physical education and recess activrties and City is willmg to authonze such use in exchange for fundmg for caprtal improvements to the Property arranged by the School, and WHEREAS, City began makmg improvements to the Property in part wrth the donations facilrtated by the School to the City under Section 6 below, and WHEREAS, School has not been able to use the Property during construction of said improvements which are expected to be firushed m 2013 allowmg for use of the Property by the School upon complet�on of the work, and WHEREAS, Crty Council has previously approved tlus agreement and with the anticipated upcoming completion of the work on the Property, the parties now desire to enter mto this agreement, NOW, THEREFORE, m consideration of the mutual benefits to be denved by the parties hereto, it is agreed 1. INCORPORATION OF RECITALS The foregoing Recitals are mcorporated herem by tYus reference and made a part hereof 2. USE: Crty hereby authonzes School non-exclusive use of the Property for the purpose of holdmg school related physical education and recess acrivities School's use of the Property is limited to Monday through Fnday commencing at 10 00 am and endmg at 1 00 pm during the school year, September 1 through June 15 of any given year, unless otherwise permitted by the City Parks and Recreation Department ("Department") The School has non- exclusive use of the park dunng the term of tlus agreement and shall give way under the followmg circumstances (a) Wrth 5 busmess days wntten nohce, the City Parks and Recreation Department may interrupt use of Properly by the School dunng the school year for any reason (b) The City shall not exercise this mterruption for more than 12 days per calendar year, excludmg any park closure necessitated by exigent mamtenance or safety considerations (c) School shall not request or cause the removal of the general public from en�oymg use or otherwise interfere with the general public's lawful use of the park 1 The Director of the Department ("D�rector"), at his or her discretion, may authonze by permrt the exclusive use of the Property on a limited basis for special events and activihes m accordance wrth department policies 3. USE CONDITIONS: School, for itself and its successors and assigns, covenants as follows (a) This authonzation is given only for the above stated purpose Any extension or modification of the scope of use shall only be m wntmg (b) School shall reasonably carry out the uses allowed witlun the Property so as not to interfere with the Crty's use and operahon of the Property (c) School shall mamtam the Property m good condrtion, shall clean any debns and litter, and shall be responsible for any property damage resulting from rts use of the property (d) School shall be responsible for the clean-up and removal of litter, debns, portable sports equipment and related items resultmg from rts use of the Property (e) No permanent signage, fixtures, displays shall be constructed on the Property wrthout the Crty's written consent (�j School will mform the Pazks Director or lus�her designee of any damage to the park wrtlun 24 hours discovenng such damage (g) No sale of any rtems shall take place on the Property (h) No alcohol shall be consumed on the Property (i) School shall not enter mto any sub agreements wrth any other party or engage m other uses of the Property not stipulated in tlus agreement School use of the park is sub�ect to park rules as currently enacted and as thereafter amended The parties recogiuze and acknowledge that the Schools use of the Property may be mterrupted dunng construction of said improvements anticipated to be completed in 2013 4. TERM: The term of tlus agreement shall be for ten (10) years commencing January 1, 2013, ("Commencement Date") and ending December 31, 2022, unless otherwise extended or termmated as provided in tlus agreement. 5. EXTENSION OF TERM The term of this agreement may l� extended far up to two (2) additional five (5) year terms subject to mutually agreeable terms and Crty Council approval. To extend the term, School shall dehver written notice to the City of its desire to extend sixty (60) days prior to the expiration of the then current term, unless otherwise terminated as provided m tlus agreement 6. CONSIDERATION: In consideration for the use stated herem, School has facilrtated and caused to be delivered, donahons m the amount of four hundred thousand dollars ($400,000 00), which funds were used by the City toward the renovation and improvement of the Property 7. TERMINATION: 'This agreement shall terminate upon expiration of the term hereof unless earlier terminated as follows � (a) In the event School fails to observe or perform any of the covenants, conditions, or provisions of this agreement to be observed or performed by School where such failure shall contmue for a period of thirty (30) days after wntten nohce thereof by City to School, City may, at any time thereafter, terminate this agreement by written notice to School City may also seek any other remedy provided by law (b) Followmg the imtial ten (10) year term of this agreement, City may, at rts sole discretion, terminate this agreement durmg any extended term as deemed necessary by City for convemence and for no consideration or damages, unless otherwise agreed in the extension 8. INDEMNIFICATION: School shall defend, indemmfy and hold the Crty, its officers, officials, employees, agents and volunteers harmless from any and all claims, m�uries, damages, losses or surts, mcluding all legal costs and attorney fees, arising out of or m connection with the School's use of the Property pursuant to this Agreement, except for that portion of the in�uries and damages caused by the City's negligence IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE SCHOOL'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER The provisions of this section shall survive the expiration or termmation of this Agreement 9. INSURANCE: School shall procure and mamtain for the duration of this agreement, insurance agamst claims for in�uries to persons or damage to property arismg out of or in connechon wrth the School's use of the Property pursuant to this Agreement By the effective date of this Agreement, School shall provide a Certificate of Insurance evidencing Commercial General Liabilitv msurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and $1,000,000 aggregate for personal m�ury, bodily in�ury and property damage Coverage shall mclude but not be limited to blanket contractual, products/completed operations/broad form property damage, explosion, collapse and underground (XCU) if applicable, and employer's liabilrty Any payment of deductible or self-insured retention shall be the sole responsibility of School 3 The Crty shall be named as an additional msured on the msurance pohcy, wrth respect to the School's use of the Property pursuant to tlus Agreement, and a copy of the endorsement naming the City as addrtional msured shall be attached to the Certificate of Insurance School's msurance shall contam a clause stahng that coverage shall apply separately to each msured agamst whom claim is made or suit is brought, except v�nth respects to the limrts of the msurer's liabilrty 10. MISCELLANEOUS PROVISIONS: The followuig provisions apply to tlus Agreement (a) Governmg law and Venue This Agreement sha11 be construed and interpreted pursuant to Waslungton law and any controversy or interpretation hereof shall be by the state courts of Waslungton wrth venue m Kitsap County, Waslungton The captions throughout tlus Agreement are for convenience and reference only and the words contained in them shall not be held to expand, modify, amplify or aid m the mterpretation, construction or mearung of this Agreement Any reference herein to "days" means consecutrve calendar days If the last day of any time penod or any other specified date occurs on a day when the recordmg office of Kitsap County is closed, such time penod or date shall be extended to the next day such recordmg office is open (b) % Bmding Effect Tlus Agreement shall be bmdmg upon and mure to the benefit of the parties hereto and their respective successors and assigns (c) Enhre Agreement This Agreement represents the enhre agreement between the parhes wrth respect to the sub�ect matter hereof All pnor negotiations, agreements, representations, warranties or other matters of like or any other nature shall be of no further force or effect and aze superseded by tlus Agreement (d) Course of Dealing. Notwithstanding any course of dealing to the contrary, this Agreement shall not be amended or modified m any manner other than by an instrument in wrihng, signed by the parties. (e) Crty Admmistration of Agreement The Director shall admmister tlus Agreement on behalf of the Crty The Director, at his or her sole discretion, shall have the authonty to waive or make mmor exceptions or modifications to the terms of this Agreement m a manner consistent wrth the mtended use and purpose of the Agreement ( fl Non-Waiver Waiver of a breach of any provision hereof shall not be deemed to be a waiver of a breach of any other provision or a subsequent breach of the same provision (g) Notices Any notice desired or required to be given hereunder shall be m writmg, and shall be deemed received three days after deposit wrth the U S Postal Service, postage fully prepaid, certified mail, return receipt requested, and addressed to the party to wluch rt is intended at rts last known address (h) Counterparts. This Agreement may, but need not be, executed in one or more counterparts, all of which counterparts taken as a whole shall be deemed the enhre Agreement (i) Severability In the event that one or more provisions of this Agreement shall be determined to be invalid by any court of competent �urisdiction or agency having �unsdiction thereof, the remainder of the Agreement sha11 remain in full force and effect and the invalid provisions shall be deemed deleted Duplicate Ongmals� This Agreement may he executed in duplicate anginals. 4 IN WI'TNESS WHEREOF the parties hereto have caused this Agreement to be executed as of the day and year first above wntten CITY OF BREMERTON CORPORATION OF THE CATHOLIC ARCHBISHOP OF SEATTLE sole dba as OUR LADY STAR OF THE SEA, BY � � l G Mayor DATE l l� l3 • �• � -� . � � �� � �� � � , ` � . �C�• ,� . �..: , . �:.�ri�/, /. ; , , �� � . -�� R U.egal�[.egal\ConVacts�PARKSVC�wams Park - Star of the Sea Pazk Use Agreement - Final doc 5