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HomeMy WebLinkAbout6666 DocuSign Envelope ID:370A9A06-EA46-40A7-A619-59C548552E9D LICENSE AGREEMENT THIS AGREEMENT is made and entered into as of the date fully executed below, by and between the CITY OF BREMERTON, a Washington municipal corporation ("City"), and the BREMERTON COMMUNITY FARMER'S MARKET ("Licensee"). WHEREAS, City is the owner of certain real property in the City of Bremerton, Kitsap County, Washington, commonly known as the Evergreen Rotary Park, identified in Exhibit A attached hereto and incorporated herein (hereinafter "Property"); and WHEREAS, Licensee desires to utilize a portion of the Property identified in Exhibit A for the purpose of a Community Farmer's Market; NOW, THEREFORE, in consideration of the mutual benefits to be derived by the parties, it is agreed: 1. INCORPORATION OF RECITALS: The foregoing recitals are incorporated herein by this reference and made a part hereof. 2. USE: The City hereby authorizes Licensee the non-exclusive use of the Property for the purpose of a Community Farmer's Market ("Use"). The following parameters must also be met, and are included in the definition of"Use": (a) Use shall be allowed during the months of May through October of each year this agreement is in effect. (b) Use of the premises is limited to Thursday afternoons from 2:00 p.m. to 8:00 p.m. (c) Sales, displays, storage and delivery of Farmer's merchandise shall be limited to the portion of Evergreen Rotary Park identified in Exhibit A. (d) Licensee shall obtain and maintain all appropriate approvals and permits for its operations. (e) This license is given only for the above stated purpose. Any extension or modification of the scope of Use must be approved in writing by the Director of Parks and Recreation. (f) Licensee shall reasonably carry out the uses allowed within the License Property so as not to interfere with the City's use and operation of the License Property. (g) Vendor's vehicles and trailers shall remain on paved areas of the premises unless authorized otherwise by the Director of Parks & Recreation. Vendors may use carts and hand trucks to transport merchandise and equipment to their booth locations. 1 License Agreement(Bremerton Community Farmer's Market) DocuSign Envelope ID 370A9A06-EA46-40A7-A619-59C548552E9D (h) Licensee shall maintain the License Property in good and safe condition, shall be responsible for the cleanup of litter, unsold merchandise, packing, displays and other equipment, and shall be responsible for any property damage resulting from its use of the License Property. Licensee shall be responsible for its own property located, maintained, or stored on the License Property. (i) No permanent signage or other advertising shall be used by the Licensee. However, temporary signage may be used by the Licensee and may be placed at entrances to Evergreen Rotary Park as well as other locations within the park upon written approval of the Director of Parks and Recreation. (j) This license is non-assignable. 3. TERM: The term of this license shall be for a period commencing May 1st, 2024 ("Commencement Date") and ending December 31, 2026, unless otherwise terminated as provided in Section 5 below. 4. CONSIDERATION: City, for and in consideration of mutual benefits derived and/or other valuable consideration, receipt of which is hereby acknowledged by City, agrees to allow use of the Property by Licensee for the purpose stated herein. 5. TERMINATION: Either party may terminate this License Agreement at its sole discretion, for convenience or otherwise and for no consideration or damages, with fifteen (15) days written notice. 6. INDEMNIFICATION: Licensee shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Licensee's use of the License Property pursuant to this Agreement, except for that portion of the injuries and damages caused by the City's sole negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE LICENSEE'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLEY FOR THE PURPOSE OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. 7. INSURANCE: Licensee shall procure and maintain for the duration of this license, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the Use by Licensee, its agents, representatives, employees, contractors or subcontractors. By the effective date of this License Agreement, Licensee shall provide to the City a Certificate of Insurance evidencing: 2 License Agreement(Bremerton Community Farmer's Market) DocuSign Envelope ID:370A9A06-EA46-40A7-A619-59C548552E9D (a) Commercial General Liability insurance 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 injury, bodily injury and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operations/broad form property damage; explosion, collapse and underground (XCU) if applicable; and employer's liability. The above insurance limits do not affect Licensee's duty to indemnify the City in the event the limits are insufficient to cover any injury or damage that may occur in connection with the Use of the Property. Any payment of deductible or self-insured retention shall be the sole responsibility of Licensee. The City shall be named as an additional insured on the insurance policy, with respect to Licensee's Use of the Property, and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. Licensee's insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. Licensee's insurance shall be primary and non-contributory insurance as respects the City and shall contain a waiver of subrogation against the City for claims arising out of any operations, liabilities and obligations to which coverage applies. 8. MISCELLANEOUS PROVISIONS: The following provisions apply to this Agreement: (a) Governing law and Venue. This Agreement shall be construed and interpreted pursuant to Washington law and any controversy or interpretation hereof shall be by the state courts of Washington with venue in Kitsap County, Washington. (b) Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. (c) Entire Agreement. This Agreement represents the entire agreement between the parties with respect to the subject matter hereof. All prior negotiations, agreements, representations, or warranties shall be of no further force or effect and are superseded by this Agreement. (d) Severability. In the event that one or more provisions of this Agreement are determined to be invalid by a court of competent jurisdiction, the remainder of the Agreement shall remain in full force and effect. 3 License Agreement(Bremerton Community Farmer's Market) DocuSign Envelope ID:370A9A06-EA46-40A7-A619-59C548552E9D IN WITNESS WHEREOF, this License Agreement is executed and shall become effective as of the last date signed below. CITY OF BREMERTON BREMERTON COMMUNITY DocuSi ned b FARMER'S MARKET J + y: DocuSigned by: it,fr t,toth / B y. U680U38 EE81-6498... B y. 547421 A43163492... Printed Name: Jeff Elevado Printed Name: Kelly McKinley Its: Director of Parks and Recreation Its: Board of Directors President Date: 3/28/2024 Date: 3/28/2024 Approved as to form: QocuSigned by: raUlat 52ACB'E838 1 B0462... KYLIE J. FINNELL, City Attorney 4 License Agreement(Bremerton Community Farmer's Market) DocuSign Envelope ID:370A9A06-EA46-40A7-A619-59C548552E9D Evergreen Rotary Park EXHIBIT A Bremerton Community Farmer's Market License Area/Site Plan i... :;•` • e '.•-7.:AK_. '„,v :I.;A.'•..,. • • - ..1 IL-c` - / le i .. � ,� e - 'f� 2,2*-.• -- i rt 1 nici;i L .t .s. � . MVV t )� YL T 11 • .. r✓ )' 3•r ia ' ` 4 % *Ip-., tf . 'Al .1 { . - APPROVED .�: - ; ti - . ', w • �s'_ . • . MARPOW':. _ -- AREA ,1. Wit. 4 �r_.- ' L' "' �o 000 � .�`_. - _- _ - DocuSign Envelope ID:370A9A06-EA46-40A7-A619-59C548552E9D ACCDR CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 04/21/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Larry Spilker ext 203 NAME: Pro Insur,Inc dba (A/C,No,Ext): 317-848-9075 FAX No): 317-848-9093 Campbell Risk Management E-MAIL Ispilker@campbellrisk.com 9595 Whitley Drive,Suite 204 ADDRESS: Indianapolis,IN 46240 INSURER(S)AFFORDING COVERAGE NAIC# Larry Spilker Ext 203 INSURER A: HANOVER INSURANCE GROUP 22292 INSURED INSURER B: Bremerton Community Farmers Market 1304 Elizabeth Avenue INSURER C: Bremerton Washington 98337 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD sUBR WVD POLICY NUMBER POLICY EFF POLICY EXP LIMITS (MM/DD/YYYY) (MM/DD/YYYY) X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 CLAIMS-MADE X OCCUR X x AAM6070 LHW D481967-02 05/05/2023 05/05/2024 DAMAGE TO RENTED PREMISES(Ea occurrence) $ 100,000 MED EXP(Any one person) $ 5,000 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 X POLICY PRO- JECT LOC PRODUCTS-COMP/OP AGG $ 4,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE HIRED AUTOS AUTOS (Per accident) UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Those usual to the Insured's operation. Blanket additional Insured applies per coverage form 421-2915 06 15. Certificate holder, if any, is hereby an additional insured. CERTIFICATE HOLDER CANCELLATION City of Bremerton 345-6th Street, Suite 100 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Bremerton WA 98337 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID:370A9A06-EA46-40A7-A619-59C548552E9D POLICY NUMBER: AAM6070 LHW D481967-02 COMMERCIAL GENERAL LIABILITY CG 20 26 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): City of Bremerton Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III —Limits Of Insurance: with respect to liability for "bodily injury", "property If coverage provided to the additional insured is damage" or "personal and advertising injury' required by a contract or agreement, the most we caused, in whole or in part, by your acts or will pay on behalf of the additional insured is the omissions or the acts or omissions of those acting amount of insurance: on your behalf: 1. In the performance of your ongoing operations; 1. Required by the contract or agreement; or or 2. Available under the applicable Limits of 2. In connection with your premises owned by or Insurance shown in the Declarations; rented to you. whichever is less. However: This endorsement shall not increase the applicable Limits of Insurance shown in the 1. The insurance afforded to such additional Declarations. insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 DocuSign Envelope ID'.370A9A06-EA46-40A7-A61959C548552E9D POLICY NUMBER: AAM6070 LHW D481967-02 COMMERCIAL GENERAL LIABILITY CG 20 01 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the additional insured. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 0413 © Insurance Services Office, Inc., 2012 Page 1 of1