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Home My WebLink About4085 Vendor Subject Department Status Code Amount Begin Date End Date Review Date Insurance Comments Contract Number 4085 RYENS QUAY/BREMERTON CLOVERLEAF Food Concessions Parks PRO File Class LEG 12-1 $ 04/01/2000 12/01/2005 02/15/2008 GL AL E&O $2000000.00 $500000.00 $ Insurance Total Insurance Review Date $2500000.00 01/01/2006 New agreement sent 5/06 & not returned Vault 01/01/2008 PROFESSIONAL SERVICES AGREEMENT [Parks and Recreation Concessions and Vending] The City of Bremerton ("CRy") and Ryen's Quay/Bremerton Cloverleaf Sports Bar and Grill ("Concessionaire"), referred to collectively as the "Parties," enter into the following Agreement for professional services: L Scope: The Concessionaire shall provide concession services, which consist of the sale of products and items as approved by the City,s Director of Parks and Recreation. The Concessionaire agrees to have items included in its concession facilities and vending machines ready to sell in sufficient quantity to satisfy demand of patrons during the term of this Agreement. IL Term: This Agreement commences on April 1, 2000 and terminates on December 1, 2005 unless another date is substituted pursuant to Sections VIII (D) or X. III. Compensation: In consideration of the services provided pursuant to this Agreement, the Concessionaire shall pay the City 4% of total gross concession, vending, and catering sales at Lions Field and Pendergast Regional Park 10 days after the month of sale. The Concessionaire shall also pay the City 10% of the total gross vending and concession sales at Sheridan Park, Jarsad Aquatic Center, and the Bremerton Senior Center 10 days after the month of sale. IV. Prices. Prices charged by the Concessionaire and the items sold must be in accordance with price schedules approved by the City's Director of Parks and Recreation. Such items and price schedules shall be clearly and plainly posted by the Concessionaire on a professionally made sign which must be approved by the City's Director of Parks and Recreation. V. Hours of Operation. At Lions Field and Pendergast Regional Park, the Concessionaire shall maintain hours of operation consistent with scheduled athletic programs from April 1 through October 31 of each year, based on league and tournament schedules provided by the City to the Concessionaire. In instances of questionable weather, the Concessionaire shall telephone the City's Rain Line (479-4700) to check the playing conditions of fields after 4:00pm. All games are subject to cancellation at anytime by game officials, with no recourse to the Concessionaire. All other requests for changes in hours of operation shall be in writing and agreed to by both parties prior to implementation, in accordance with Section VIII (D) of this Agreement. At all times, the City reserves the right to provide concession services, in addition to those services provided by the Concessionaire, for special events and programs sponsored by the City. VI. Health Inspections. The Concessionaire shall allow the Bremerton-Kitsap County Health Department to make regular and ordinary inspections of its facilities and equipment as said Health Department may deem proper. VII. Relationship of Parties: Concessionaire is skilled in the matters addressed in the Scope of Work and is performing independent functions and responsibilities within its field of [Bremerton Parks and Recreations Concessions] Page [_l_] of [ 3 ] expertise. Concessionaire and its personnel are independent contractors and not employees of the City. Concessionaire and its personnel have no authority to bind the City or to control the City's employees and other contractors. As an independent contractor, Concessionaire is responsible for its own management. The City's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over Concessionaire or its personnel. As an independent contractor, Concessionaire is responsible for payment of all taxes and licensing fees necessary to perform its obligations under this Agreement. These taxes and fees include but are not limited to State industrial insurance, B&O, State professional licensing, and City business licensing. VIII. Insurance and Hold Harmless: Prior to the commencement date of this Agreement, Concessionaire shall provide a valid Certificate of Insurance to the City's Risk Manager for a comprehensive general liability (CGL) policy providing coverage of at least $5,000,000 per occurrence and including bodily injury and property damage, if applicable. The CGL shall name the City as an additional insured. This policy shall remain in full force and effect, and provide coverage for the full term of this Agreement. Insurer shall provide the Risk Manager with 30 days' written notice of any cancellation or change of coverage of said policy. Concessionaire shall be solely responsible for the acts and failures to act of its personnel, which arise in any way out of performance of this Agreement. Concessionaire agrees to defend, indemnify, and hold harmless the City and its officials and employees fi~om and against all liability, loss, damages, and expenses, including costs and attorneys' fees, resulting from actions, claims, and lawsuits arising or alleged to have arisen, in whole or in part, out of or in consequence of the acts or failures to act of Concessionaire, its employees, its subeontractors, its agents, or its assigns in the performance of this Agreement. The City and Concession have specifically negotiated Concession's waiver of its immunity under Title 51 RCW, which is hereby waived for purposes of Concessionaire's indemnification and hold harmless of the City, including the duty to defend. This provision shall be inapplicable to the extent such action, claim, or lawsuit is judicially found to arise solely from the acts or failures to act of the City. IX. General Conditions: A. Reports and Information: When requested by the City, Concessionaire shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be furnished in the time and form requested. Concessionaire shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all billed amounts. B. Entire Aereement: This Agreement and its Exhibits constitutes the entire agreement between the Parties, and the Parties acknowledge that there are no other agreements, written or oral, that have not been set forth in the text of this Agreement. C. Severabilit¥: Should any part of this Agreement be found void, the balance of the Agreement shall remain in full force and effect. lBremerton Parks and Recreations Concessions] Page[2_] of[ 3 ] D. Modification: This Agreement may only be modified by written instrument signed by both Parties. E. Notices: Notices shall be in writing and delivered to the following addresses: City Address Concessionaire Address City Clerk Ryen's Quay, Inc./Cloverleaf 239 Fourth Street 1240 Hollis Street Bremerton, WA 98337 Bremerton, WA98310 F. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. G. Compliance with Laws: Concessionaire shall comply with all applicable Federal, State, and local laws in performing its obligations under this Agreement. H. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in Kitsap County Superior Court. I. Attorneys' Fees: The substantially prevailing Party in any litigation arising out of this Agreement shall be entitled to its reasonable attorneys' fees and court costs. X. Nondiscrimination: Concessionaire shall not discriminate in employment or services to the public on the basis of race, color, national origin, sex, religion, age, marital status, or disability, except for employment actions based on bona fide occupational qualification. XI. Termination: This Agreement may be terminated, at will, by either Party upon 30 days' notice to the other Party. This Agreement may he immediately terminated for cause by a Party if the other Party substantially fails to perform through no fault of the terminating Party, and the non-performing Party does not commence correction of the failure of performance within five days of the terminating Party's sending notice to the non-performing Party. Upon termination the City will he entitled to reports showing the status of all items listed in the Scope of Work current through the termination date. CITY OF BREMERTON CONCESSIONAIRE Title: ~ ~ 77t'~ ~-/'~ Title: ¥ ~ C l: ~'~-~$1P~,~f'~R¥Co~'s~o.4~' Date: ~//a/sw Date: ~ - o I - o O Ap~.~to form: ~ [Bremerton Parks and Recreations Concessions] Page [_3_] of[ 3 ]