HomeMy WebLinkAboutR-2013-007 YMCA Agreement Summer Day CampRESOLUTION NO. R- 2013- 007
A RESOLUTION AUTHORIZING THE CITY OF RIVERSIDE TO ENTER INTO A SUMMER DAY CAMP
PROGRAM SERVICES AGREEMENT WITH THE YMCA OF GREATER KANSAS CITY
WHEREAS, the City of Riverside wishes to provide for summer day camp programming for youth
and to retain a qualified independent contractor to provide such services at the Riverside Community
Center; and
WHEREAS, the primary purpose of the YMCA of Greater Kansas City is to promote the spiritual,
intellectual, social and physical welfare of all persons and to further promote the YMCA's primary
purpose in the Kansas City Metropolitan Area, the YMCA, among other activities, provides summer day
camp programming to youth in the metropolitan area; and
WHEREAS, the YMCA, in furtherance of its primary purpose, desires to assist the City of
Riverside in the management and operation of its summer day camp programming at the Community
Center; and
WHEREAS, the City's Board of Aldermen believes that the City's best interests are promoted and
aided by entering into an agreement with the YMCA for the provision of the summer day camp
programming in substantially the same form as set forth in Exhibit "A" attached hereto;
NOW, THEREFORE, BE IT RESOLVED, BY THE BOARD OF ALDERMEN OF RIVERSIDE,
MISSOURI, AS FOLLOWS:
THAT the City finds that the provision of the services by the YMCA to provide summer day camp
programming for youth at the Riverside Community Center contributes to the welfare of the City as well
as the economic and social potential of the City and its residents;
FURTHER THAT the Summer Day Camp Program Services Agreement between the YMCA and
the City of Riverside in substantially the same form as set forth in Exhibit "A" attached hereto is hereby
authorized and approved;
FURTHER THAT the Mayor or City Administrator are authorized and directed to execute the
Summer Day Camp Program Services Agreement in substantially the same form as set forth in Exhibit
"A' attached hereto together with any and all documents necessary or incidental to the performance
thereof, and the City Clerk is authorized to attest to the same;
FURTHER THAT city staff is authorized and directed to perform all acts necessary or desirable to
effectuate the intent of this Resolution.
PASSED AND ADQPTED by the Board of Aldermen and APPROVED by the Mayor of the City of
Riverside,. Missouri, the _ ay of February, 2013.
Kathleen L. Rose, Mayor
Afi T: .
Robin LittrelJ, Cit Clerk
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SUMMER DAY CAMP PROGRAM SERVICES AGREEMENT
THIS SUMMER DAY CAMP PROGRAM MANAGEMENT SERVICES
AGREEMENT (the "Agreement "), is made and entered into as of the St' day of
2013, by and between YOUNG MEN'S CHRISTIAN ASSOCIATION OF
GREATER KANSAS CITY ( "YMCA "), a not- for - profit corporation of the State of Missouri
and the City of Riverside, Missouri ( "CITY OF RIVERSIDE "):
WHEREAS, CITY OF RIVERSIDE wishes to provide for summer day camp
programming for youth and to retain a qualified independent contractor to provide such services
at the Riverside Community Center located at 4498 NW High Drive, Riverside, Missouri 64150
(the "Community Center "); and
WHEREAS, the primary purpose of the YMCA is to promote the spiritual, intellectual,
social and physical welfare of all persons. To further promote the YMCA's primary purpose in
the Kansas City Metropolitan Area, the YMCA, among other activities, provides summer day
camp programming to youth in the metropolitan area; and
WHEREAS, the YMCA, in furtherance of its primary purpose, desires to assist CITY OF
RIVERSIDE in the management and operation of its summer day camp programming at the
Community Center;
NOW, THEREFORE, in consideration of the mutual undertakings herein contained and
other good and valuable consideration the parties covenant and agree as follows:
ARTICLE I
SUMMER DAY CAMP PROGRAM MANAGEMENT AND STAFFING
1.01 In General During the Term set out below, the YMCA shall provide general
management, direction and operating policy coordination for the Riverside Community Center
Summer Day Camp Program. Those responsibilities shall include the following:
1.01.1 Staffing The YMCA will provide on -site staff from the YMCA which
shall include a staff -to- camper ratio of 1:15 for 5 to 12 year olds. The number of campers
allowed to participate at any one time shall be limited to a maximum of 60. Staffing shall
include one (1) full time Program Director, one (1) full time Camp Director, one (1) part time
before and after Camp Lead, and such other part time Camp Associates to ensure proper staff -to-
camper ratio. Such staff shall be assigned as hours of operation and activities require. All on-
site YMCA staff shall be trained as follows:
• First Aid/CPR — required for all Camp Directors and Program Leads
• Epi Pen/Medication — required for all Camp Directors and Program Leads
Y -USA Day Camp Director - required for all Camp Directors and Program
Leads
• Overnight Leadership Training - required for all Program Directors, Camp
Directors and Program Leads
• Redwoods Risk Management Online Training Series — required for all Camp
Associates
• All Summer Associate Training — required for all Camp Associates
1.01.2 No Unauthorized Aliens The YMCA agrees to comply with, and provide
any necessary affidavits under, R.S.Mo. Section 285.530 to confirm that it will not knowingly
employ any person who is an unauthorized alien in connection with the services to be provided
hereunder.
1.01.3 Payroll /Administrative Functions The YMCA will manage and be solely
responsible for all staffing and duties related to payroll preparation, payroll processing, staffing
issues and such other administrative duties reasonably stemming from proper and professional
staffing of the Summer Day Camp Program.
1.01.4 Transportation and Admission to Program Activities The YMCA will
provide qualified supervision staff trained for transportation and access control, as agreed by
CITY OF RIVERSIDE and YMCA, during all program hours of operation and for all on -site or
off -site program activities.
1.01.5 Rules and Regulations The YMCA will use its reasonable best efforts to
enforce all reasonable rules and regulations for the Community Center use as may be established
by CITY OF RIVERSIDE.
1.02 Access to Facilities The YMCA shall have exclusive use of the Community Center
meeting rooms from May 23, 2013 through August 6, 2013. In addition to the Community
Center meeting rooms, the YMCA will have access to the swimming pool during regular pool
hours when certified lifeguards are on duty and the gymnasium when it is not otherwise
programmed for use by the City.
1.03 Snack and Lunch Program The YMCA will provide a healthy morning and
afternoon snack every day that follows the YMCA's Healthy Eating and Physical Activity
Standards of serving fruits or vegetables with water as the primary beverage. In addition, the
YMCA will apply to the Harvesters Kids Cafe Lunch Program to provide a healthy lunch for
eligible campers each day. If funding and delivery of lunch meals is not provided through the
Harvesters Kids Cafe Lunch Program, then campers will be required to bring their own lunch
each day.
ARTICLE II
COMMUNITY CENTER MAINTENANCE
2.01 In General During the Tenn set out below, the YMCA shall provide limited
maintenance services for the Community Center as follows:
2.01.1 Equipment and Supplies The YMCA will provide all equipment and
supplies as deemed necessary for the program operation, including, but not limited to
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refrigerator, storage cabinets, shelving, tables, and chairs. CITY OF RIVERSIDE will provide
tables and chairs, and all equipment and supplies as deemed necessary for cleaning and
maintenance of the Community Center building.
2.01.2 Maintenance and Cleanine The YMCA will provide necessary
maintenance and cleaning of the community center meeting rooms utilized for the Summer Day
Camp Program such that the meeting rooms are maintained in a clean, uncluttered condition at
all times. The CITY OF RIVERSIDE staff will clean the meeting room floors according to its
regular cleaning schedule. On a daily basis, the YMCA will be responsible for maintaining the
condition of the meeting rooms in conformity with the standards, rules and regulations set by the
Missouri Department of Health and Senior Services. The YMCA shall not be responsible for the
condition of the Community Center meeting rooms prior to signing of this Agreement. The
YMCA will not be responsible for adverse conditions of the Community Center meeting rooms
or surrounding areas caused by the action of CITY OF RIVERSIDE.
2.01.3 Certain City Obligations If the Community Center meeting rooms need
maintenance or repair, the YMCA will contact the Public Works Department of CITY OF
RIVERSIDE. Said Public Works Department, as soon as reasonably possible, will provide the
necessary maintenance services.
2.01.4 Damage to Community Center Facilities Any damage to the Community
Center building and its facilities by CITY OF RIVERSIDE residents or other authorized users of
the Community Center, or any damage caused by persons other than YMCA employees or
agents, shall be the responsibility of CITY OF RIVERSIDE. Any structural or wear and tear
repairs or maintenance and replacements required for the Community Center building facilities
and related equipment shall be the responsibility of CITY OF RIVERSIDE unless caused by the
YMCA's, or its employees' or agents' negligence or willful misconduct.
ARTICLE III
COMPENSATION
CITY OF RIVERSIDE shall provide the Community Center meeting rooms and other
facilities at no charge. YMCA shall offer its Summer Day Camp Program to Riverside residents
for a weekly fee of $85. In addition, Riverside residents shall be eligible for financial assistance
scholarships of 25 %, 35% or 50% based on YMCA eligibility standards. Program fees for non-
Riverside residents shall be $115 per week for YMCA members, $135 per week for non -YMCA
members, and $85 per week for families that qualify for free and reduced lunch program.
ARTICLE IV
SCHEDULE AND DAYS OF OPERATION
4.01 Schedule The YMCA shall operate the Summer Day Camp Program from 7am-
6pm Monday- Friday. Access to the building shall be provided by the City of Riverside no
earlier than 6:30 am to provide an opportunity for the YMCA to set up for the day's activities.
4.02 Days of Operation The YMCA shall conduct the Summer Day Camp Program
daily Monday through Friday from May 28, 2013 to August 2, 2013, with the exception of July
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ARTICLE V
INSURANCE AND INDEMNIFICATION ; RELATIONSHIP
5.01 Insurance The parties shall maintain insurance as follows:
5.01.1 YMCA During the Term of this Agreement, the YMCA shall maintain
automobile and commercial liability insurance, including insurance covering the professional
liability of its staff, with companies rated "A" or better by Best Insurance Guide, to protect
against any liability arising out of the performance of the YMCA's obligations under this
Agreement. Such insurance shall be in amounts at least equal to the limits of liability of
$1,000,000 each occurrence, $2,000,000 aggregate, and CITY OF RIVERSIDE shall be named
as an additional named insured on all such policies. The YMCA shall also maintain such
Worker's Compensation insurance as is required by Missouri law, covering its employees and
agents. At least five (5) days prior to the scheduled opening date Summer Day Camp Program,
YMCA shall deliver to CITY OF RIVERSIDE certificate(s) of insurance evidencing compliance
with this Section.
5.01.2 CITY OF RIVERSIDE During the Term of this Agreement, CITY OF
RIVERSIDE shall maintain Commercial Liability insurance with companies rated "A" or better
by Best Insurance Guide, or by such other public entity risk management insurance pool,
company or agency authorized to insure governmental entities in the State of Missouri, to protect
against liability for existence hazards of the Community Center facilities and premises. The
YMCA shall be named as an additional insured on all such policies. At least five (5) days prior
to the opening date of the Summer Camp Program, CITY OF RIVERSIDE shall deliver to the
YMCA certificate(s) of insurance evidencing compliance with this Section.
5.02 Relationship: Indemnity by YMCA The parties agree that YMCA is an
independent contractor, with full authority and control within the constraints of this Agreement
to manage and operate the Summer Day Camp Program, and that neither the YMCA nor any
employee or agent of YMCA is an employee of CITY OF RIVERSIDE. The YMCA shall
indemnify and hold harmless CITY OF RIVERSIDE from any and all liability, and all liability
and claims, including reasonable attorneys' fees, arising out of or in any way connected with the
negligent or willful misconduct performance by YMCA, its employees or agents of YMCA's
obligations under this Agreement.
ARTICLE VI
OVERALL STANDARD OF CARE AND PERFORMANCE BY YMCA
Notwithstanding any other provisions of this Agreement, the YMCA in providing the
Summer Day Camp Program management and operational services described in this Agreement,
shall not be required to do more, and shall not do less, than the YMCA generally does at YMCA
owned and operated acilities in the Kansas City Metropolitan Area which are similar to the City
Community Center.
Cl
ARTICLE VII
TERM
The YMCA Services under this Agreement shall be provided for a one (1) year period
from May 28, 2013 through August 2, 2013 (the initial "Term ").and may be renewed by the City
for two additional one year terms on the same terms and conditions.
ARTICLE VIII
FURTHER ACTIONS; REASONABLENESS AND
8.01 Actions; Reasonableness and Cooperation Each party agrees to take such further
actions and to execute such additional documents or instruments as may be reasonably requested
by the other party to carry out the purpose and intent of this Agreement. Except where expressly
stated to be in a party's sole discretion, or where it is stated that a party has the ability to act in its
sole judgment or for its own uses or purposes, wherever it is provided or contemplated in this
Agreement that a party must give its consent or approval to actions or inactions by the other
party or a third party in connection with the transactions contemplated hereby, such consent or
approval will not be unreasonably withheld or delayed nor will any other determinations which
must be made by a party in the course of performing and administering this Agreement be
unreasonably made. The YMCA and CITY OF RIVERSIDE each also agree to cooperate with
and reasonably assist each other in good faith in carrying out the purpose and intent of this
Agreement. If no time period is set hereunder for a party to approve or consent to an action or
inaction by the other party or a third party, such approval shall be given or affirmatively withheld
in writing within ten (10) days after it is requested in writing or it shall be deemed given.
8.02 Authorized Representatives Until such time as either party shall appoint an
alternative representative or representatives, the following named persons shall be deemed an
authorized representative for such party with respect to this Agreement and the operation and
management of the Summer Day Camp Program at the Community Center and the other party
shall be entitled to rely on the actions and communications of said person(s) to be those of such
party so long as the same are within the scope of this Agreement:
CITY OF RIVERSIDE Meredith Hauck
YMCA: Pamela Watkins and David Byrd
ARTICLE IX
DEFAULT AND REMEDIES
9.01 Breach or Default If either party fails to discharge any of its obligations under this
Agreement the party failing to perform shall be in breach or default hereof.
9.02 Notice and Cure Rights Notwithstanding anything to the contrary herein, neither
party shall be considered to be in breach or default hereunder until the other party shall have
notified the party failing to perform in writing describing such breach or default and such party
shall have failed to reasonably cure the breach or default within ten (10) days after receipt of
such notice, or if more than ten (10) days shall be reasonably required for such cure because of
the nature of the breach or default, such parry shall fail to proceed diligently to cure the same or
complete such cure within a reasonable time. The party failing to perform shall, nevertheless,
remain liable to the other party for any damages or loss caused prior to the cure of a breach or
default, including, without limitation all reasonable fees and expenses (including attorneys' fees)
incurred by the other party in obtaining such party's cure of a breach or default.
9.03 Remedies In the event that a party fails to cure any breach or default within the
time prescribed in Subsection 9.02, the other party may, without further notice or demand,
pursue such rights and remedies as provided by law and equity generally with respect to the type
of breach or default in question.
9.04 Payments/Performance "Under Protest " . If at any time a dispute shall arise as to
any amount or sum of money to be paid by one party to the other party, or into any fund, or
escrow, under the provisions hereof, the party against whom the obligation to pay the money is
asserted shall have the right to make payment "under protest" and such payment shall not be
regarded as a voluntary payment and there shall survive the right on the part of said party to
institute permitted actions for the recovery of such protested sum, and if it shall be finally
determined that there was no legal obligation on the part of said party to pay such sum or any
part thereof, said party shall be entitled to recover such sum or so much thereof as it was not
legally required to pay under the provisions of this Agreement, together with interest thereon at
the then "legal" or "judgment" interest rate under Missouri law if paid to the other party. If at
any time a dispute shall arise between the parties hereto as to any work to be performed by either
of them under the provisions hereof, the party against whom the obligation to perform the work
is asserted may perform such work and pay the cost thereof "under protest" and the performance
of such work shall in no event be regarded as a voluntary performance and there shall survive the
right on the part of said party to institute permitted actions for the recovery of the cost of such
work, and if it shall be adjudged that there was no legal obligation on the part of said party to
perform the same or any part thereof, said party shall be entitled to recover the cost of such work
or the cost of so much thereof as said party was not legally required to perform under the
provisions of this Agreement, together with interest thereon at the then "legal" or "judgment"
interest rate under Missouri law.
ARTICLE X
NOTICES
All notices required or desired to be given hereunder shall be in writing, and all such
notices and other written documents required or desired to be given hereunder shall be hand
delivered, or sent by registered or certified mail, or by a recognized overnight delivery service,
such as FedEx, as follows:
If to CITY OF RIVERSIDE: CITY OF RIVERSIDE
2950 N.W. Vivion Road
Riverside, MO 64150
Attention: Meredith Hauck
If to YMCA: YMCA
3100 Broadway, Suite 1020
Kansas City, MO 64111
Attention: Mark Hulet
With a copy to Lathrop & Gage LLP
YMCA's Counsel: 2345 Grand Boulevard, Suite 2200
Kansas City, MO 64108
Attention: Alfred R. Hupp, Esq. or
YMCA Responsible Attorney
Notices shall be deemed duly given upon hand delivery, or upon mailing, first class
postage or overnight delivery charge prepaid, addressed as above indicated. A party may change
its address for notices by written notice to the other party.
ARTICLE XI
MISCELLANEOUS
11.01 Entire Agreement: Modifications All understandings and agreements heretofore
between the parties relating to the operation and management of the Summer Day Camp
Program are merged in this Agreement, which alone fully and completely expresses their
agreement. This Agreement may not be modified, changed or supplemented, nor may any
obligations hereunder be waived, except by written instrument signed by the party to be charged
or by its agent duly authorized in writing or as otherwise expressly permitted herein.
11.02 Force Majeure If, by reason of force majeure, either party is unable in whole or in
part to carry out its obligations under this Agreement, such party shall not be deemed in default
during the continuance of such inability, provided reasonably prompt notice thereof is given to
the other party. The term "force majeure" as used herein shall mean, without limitation, the
following: acts of God; strikes, lockouts or other industrial disturbances; acts of public enemies
or military authority; insurrections, riots, terrorist acts; landslides, earthquakes; fires; storms,
drought, floods or other severe weather conditions; explosions; breaks or accident to HVAC,
utility lines, machinery, or waste disposal systems; or any other cause or event not reasonably
within the control of such party and not resulting from its negligence or intentional wrongful acts
or omissions. Provided, however, that this Section shall not be applicable to payments of monies
due under this Agreement.
11.03 Waivers No waiver of any breach of any agreement or provision herein contained
shall be deemed a waiver of any preceding or succeeding breach thereof or of any other
agreement or provision herein contained. No extension of time for performance of any
obligations or acts shall be deemed an extension of time for performance of any other obligations
or acts.
11.04 Binding g ffect This Agreement shall bind and inure to the benefit of the parties
and their successors and assigns.
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11.05 Counterparts This Agreement may be executed at different times and in two or
more counterparts and all counterparts so executed shall for all purposes constitute one
agreement, binding on all the parties hereto, notwithstanding that all parties shall not have
executed the same counterpart. In proving this Agreement, it shall not be necessary to produce
or account for more than one such counterpart executed by the party against whom enforcement
is sought.
11.06 Captions The captions used in connection with the Articles, Sections and
Subsections of this Agreement are for convenience of reference only and shall not be deemed to
construe or limit the meaning or language of this Agreement.
11.07 Severability If any provision of this Agreement is held by a court of competent
jurisdiction to be invalid, void or unenforceable, the remainder of the provisions of this
Agreement shall remain in full force and effect.
11.08 Governing Law This Agreement shall be governed and construed in accordance
with the laws of the State of Missouri with respect to contracts to be wholly performed herein.
11.09 No Third Party Beneficiaries The parties do not intend to confer any benefit
hereunder on any person, firm or other entity other than the parties hereto.
11.10 Interpretation Unless otherwise specified herein, (a) the singular includes the
plural and the plural the singular; (b) words importing any gender include the other genders; (c)
references to persons or parties include successors and assigns.
11.11 When Effective Notwithstanding any provision contained in this Agreement to
the contrary, this Agreement shall become effective only after the execution and delivery of this
Agreement by each of the parties hereto and no course of conduct, oral agreement or written
memoranda shall bind either party with respect to the subject matter hereof except this
Agreement.
11.12 Survival In addition to any provisions expressly stated to survive termination of
this Agreement, all provisions which by their terms provide for or contemplate obligations or
duties of a party which are to extend beyond such termination (and the corresponding rights of
the other party to enforce or receive the benefit thereof) shall survive such termination.
11.13 Authority of Signatories Any person executing this Agreement in a representative
capacity represents and warrants that such person has the authority to do so and, upon request,
will furnish proof of such authority in customary form.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year above written.
YOUNG MEN S CHRISTIAN
ASSOCIATION OF GREATER
KANSAS CITY
By:
Date 42 D I
CITY OF RIVERSIDE, MISSOURI
Kathleen L. Rose, Mayor
Attest. .
Rollin Littrell; City Clerk
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