Loading...
HomeMy WebLinkAbout2005-014 - Agreement with Genuine Chevy GMC Truck Club of KC for Use of E.H. Young Riverfront ParkY' ~ f 1 BILL N0.2005-14 ORDINANCE N0.2005-14 AN ORDINANCE APPROVING THE FORM OF, AND AUTHORIZING THE MAYOR TO COMPLETE AND EXECUTE, AN AGREEMENT BY AND BETWEEN THE CITY OF RIVERSIDE, MISSOURI AND THE GENUINE CHEVY GMC TRUCK CLUB OF KC FOR THE USE OF E.H. YOUNG RIVERFRONT PARK WHEREAS, the City of Riverside, Missouri (the "City") has considered a proposal by, and negotiated with the Genuine Chevy GMC Truck Club of KC (the "Club"), for the use E.H. Young Riverfront Park in the City of Riverside Missouri; and WHEREAS, the City and the Club have reached an agreement concerning the use of E.H. Young Riverfront Park; NOW, THEREFORE, be it ordained by the Board of Aldermen of the City of Riverside, Missouri, as follows: Section 1. The City of Riverside shall enter into a Park Use Agreement, to be substantially in the form attached- hereto as Exhibit A, with the Genuine Chevy GMC Truck Club of KC, whereby the Club will perform certain duties and responsibilities, and as consideration for such services the City shall allow the Club to use E.H. Young Riverfront Park for an event (the "Agreement"). `--' Section 2. The execution and delivery of the Agreement, with such additions and modifications deemed necessary by the Mayor to complete the same, is approved, and the Mayor is authorized to execute the Agreement and to take such other actions reasonably necessary to carry out the intent of this Ordinance on behalf of the City, the execution of the Agreement being conclusive evidence of such approval. Section 3. This Ordinances all be in full force and effect from and after its passage and approval. Passed this c~ day of February, 2005. City Clerk `•.~ _ .... - -- Mayor t. .. , .T n ~. 7 ~, °'OPY PARK USE AGREEMENT ~?~~ HIS PARK USE AGREEMENT (the "Agreement") is entered into as of thaw day of 2005, by and between The City of Riverside, Missouri, with an address of 2950 NW V' Road, Riverside, Missouri 64150 (the "City"), and Genuine Chevy GMC Truck Club .C., with an address of 10606 N. Main, Kansas City, MO 64155 (the "Club"). WITNESSETH: WHEREAS, the City owns and operates a public park commonly known as the E.H. Young Riverfront Park located at 1001 NW Argosy Parkway in Riverside, Missouri (the "Park"); and WHEREAS, the City desires to hold or conduct activities, events, shows, gatherings and other entertainment functions at the Park for its citizens and those in the surrounding communities during the months of May through September, or parts thereof; and WHEREAS, the Club is a Missouri non-profit corporation established for the purpose of promoting and restoring classic Chevy and/or GMC trucks; and WHEREAS, the Club desires to utilize the Park to hold its annual truck show and charity fundraiser, the Midwest All Truck Nationals (the "Event"), on September _ through _, 2005, and the City, in exchange for the consideration described below, desires to provide the use of the Park in hosting the Event. NOW, THEREFORE, in consideration of the premises hereof, the consideration described below, and such other promises and terms encompassed herein, the parties hereto do hereby agree as follows: Club Duties and Responsibilities. In exchange for the consideration described in Section 2 below, the Club shall provide and/or be responsible for the following (the "Club Duties': (a) Attendance by one or more Club representative(s) at regular meetings (dates and times to be determined by mutual agreement of the parties) to discuss and plan details of the Event; (b) Planning, coordination, and supervision of the Event, and any costs associated therewith; (c) Promotion and advertisement (including all costs connected thereto) prior to, and throughout the course of, the Event; (d) Insurance coverage as specified in Section 4 below; and (e) Maintaining the Park property in a reasonable condition during the course of the Event, and any clean-up and/or remedial activities necessary after the conclusion of the Event to restore the Park property to its condition prior to the Event. ~,. ... .T n T. 1 ~, 2. City Commitments. In exchange for the Club Duties described above and the other obligations and promises contained herein, the City shall provide the following: (a) Attendance by one or more City representative(s) at regular meetings (dates and times to be determined by mutual agreement of the parties) to discuss and plan details of the Event; (b) A revocable license to occupy the Park for a reasonable time prior to, during, and immediately after the Event for the purpose of preparing, setting-up, conducting the Event, and any necessary clean-up or remedial activities after the conclusion of the Event; (c) Any necessary receptacles, containers, dumpsters, and liners for trash, refuse or other waste collected during the Event, and removal services; (d) A reasonable number of portable toilet facilities, to be finally determined once the expected attendance at the Event is confirmed; and (e) Any necessary electrical service that can be provided by means of electrical lines and/or equipment in place at the Park as of the date of this Agreement. (i) Any electrical needs of the Club exceeding the Pazk's capabilities as of the date of this Agreement will be the sole responsibility of the Club. 3. Term and Termination. This Agreement shall be in force from the date first written above until the conclusion of the Event. The City may terminate this Agreement at any time if the Club is not in compliance with its Duties under Section 1, or if the Pazk is not in suitable condition for the Event due to flood, weather conditions, fire or other cause beyond the control of the City, and the City shall have no liability to the Club for any damages or expenses resulting from such termination. The City and the Club acknowledge and agree that no property interest is created in favor of the Club by this Agreement. 4. Insurance. The Club shall maintain the following insurance for the use of the Park and any of the Club Duties arising out of this Agreement. Unless otherwise specified in this Agreement, the Club shall maintain such insurance as will protect the Club for claims under Worker's Compensation acts, and protect it from claims for damages because of bodily injury, including death and property damage, which may in any way arise out of or be in any manner remote to or any proximate manner connected with the subject of this Agreement and/or related to the Event, whether such claim arises out of the act or failure to act by the Club, its members, employees, assigns, agents, subcontractors, or any other party for which it may be liable. This insurance shall be written in the kinds and minimum limits of liability specified below: Description of Property Worker's Compensation Employer Liability *. .. , .T n 2 Limits of Liability Statutory $1,000,000.00 per employee ? T Comprehensive General Liability, including contractual: $1,000,000.00 per employee Bodily Injury $1,000,000.00 per injury Property Damage $ 500,000.00 per occurrence Such insurance shall be maintained in force during the term of this Agreement and throughout the course of the Event. Such insurance policies shall specifically name the City as an additionally insured party. Certificate(s) of Insurance shall be filed with the City evidencing that the policy or policies are in full force and effect and that the same will not be altered, amended or terminated without ten (10) days prior written notice to the City. The Club shall furnish the City with adequate evidence that the Club has obtained and is maintaining in force Worker's Compensation insurance as prescribed by the law of the State of Missouri. 5. Indemnity. The Club shall indemnify, hold harmless and defend the City, and its officials, officers, advisors, agents and employees (collectively, the "City Indemnitees") from and against any and all liabilities, losses, costs, damages and expenses (including reasonable attorneys' fees and expenses and court costs) of whatsoever nature that may be incurred by the City Indemnitees, or any of them, arising out of or in connection with the terms of this Agreement to the extent that such liabilities, losses, costs, damages and expenses (including reasonable attorneys' fees and expenses and court costs) or claim thereof results or arises, in whole or in part, from the negligent, reckless or intentional acts or omissions of the Club, its members, invitees, or participants at the Event. In so defending the City Indemnitees and each of them, the Club shall provide counsel that is reasonably acceptable to the City. This Section 5 shall survive the revocation or termination of this Agreement. 6. Strict Performance. No failure by the City to insist upon the strict performance of any covenant, agreement, term or condition of this Agreement or to exercise a right or remedy shall constitute a waiver. No waiver of any breach shall affect or alter this Agreement, but each and every covenant, condition, agreement and term of this Agreement shall continue in full force and effect with respect to any other existing or subsequent breach. Waiver. 7. Independent Contractor. It is understood and agreed that nothing herein contained is intended or should be construed as in any way establishing the relationship of co-partners or a joint venture between the parties, or as constituting the Club as an agent, representative or employee of the City for any purpose whatsoever. The Club is to be, and shall remain at all times, an independent contractor with respect to all duties, tasks, activities, and/or planning to be performed under this Agreement. Persons employed, retained, and/or solicited by the Club in the performance of the Club's Duties pursuant to this Agreement aze not employees of the City and shall have no claim to pension, workers' compensation, unemployment compensation, civil service or other employee rights or privileges granted to the City's officers and employees either by operation of law or by the City. 8. Invalidity or Unenforceability of Particular Provisions. The invalidity and unenforceability of any particulaz provision of this Agreement shall not affect the other 3 r .... .T „ n ,~. .. j ~, provisions hereof not inconsistent with such provision, and the Agreement shall be construed in ail respects as if such invalid or unenforceable provisions were omitted, provided, however, if the remaining provisions of this Agreement would make the obligations of the parties inequitable vis-~-vis the parties or the deletion of any such provisions would materially change the essential terms of this Agreement, the parties will negotiate in good faith modification of this Agreement to place the parties in as reasonably close position to their original. positions if possible. In the event the parties are unable to negotiate a modification hereto, either party shall have the right to terminate this agreement upon not less than fifteen (15) days notice. 9. Notices. All notices, requests, demands and other communications required or permitted hereunder shall be in writing and shall be deemed to have been duly delivered if delivered in person or upon the eazlier of actual receipt or three (3) business days after deposit with the United States Postal Service if sent by registered or certified, first-class mail, postage prepaid to: To the Citv: City of Riverside, Missouri Attention: David Blackburn, City Administrator 2950 NW Vivion Road Riverside, MO 64150 Telephone: 816.741.3993 To the Club: Gaileen Jackson, President Genuine Chevy GMC Truck Club 10606 N. Main Kansas City, MO 64155 Telephone: 816.734.5444 Either party may from time to time change said address by written notice to the other parties, given as above provided. 10. Assignment. The Club shall make no assignment of this Agreement or any right or obligation occurring under this Agreement in whole or in part without the express written consent of the City. The City shall have full discretion to approve or deny, with or without cause, any proposed or actual assignment by the Club. Any assignment of this Agreement made by the Club without the express written consent of the City shall be null and void and shall be grounds for the City to declaze a default of this Agreement and immediately terminate this Agreement by giving written notice to the Club, and upon the date of such notice this Agreement shall be deemed immediately terminated, and upon such termination all liability of the City under this Agreement to the Club shall cease. 11. Governing Law. This Agreement shall be construed or enforced under and in accordance with the laws of the State of Missouri. Any and all legal action necessary to enforce this Agreement shall beheld or brought in Platte County, Missouri. 4 ~ ... .t n .1.. T i. .. 12. Compliance With Laws. The Club shall conduct its Duties under this Agreement, and the Event itself, in compliance with all applicable Federal, State and local laws, ~-' ordinances, orders and regulations. 13. Severability. If any provision of this Agreement shall be declared illegal, void or unenforceable by a court of competent jurisdiction, the other provisions shall not be affected but shall remain in full force and effect. 14. Entire Agreement. There are no other agreements or understandings, either oral or written, between the parties affecting this Agreement, except as otherwise specifically provided for or referred to herein. This Agreement cancels and supersedes all previous agreements between the parties relating to the provision of services covered by this Agreement. No change or addition to, or deletion of, any portion of this Agreement shall be valid or binding upon the parties hereto unless the same is approved in writing by the parties. There are no other contracts between the parties. 15. No Third-Party Rights. Nothing in this Agreement shall be construed as creating or giving rise to any rights in any third parties or any persons other than the parties hereto. 16. Construction of Headings. The captions or headings are for convenience only and are not intended to limit or define the scope or effect of any provision of this Agreement. IN WITNESS WHEREOF, the parties have caused this Agreement to be effective beginning on the day and year first written above and represent and warrant that the parties signing below have sufficient authority to bind the parties hereto. CITY OF RIVERSIDE, MISSOURI (the "City") Print Name: Buret, Title: Mayor GENUINE CHEVY GMC TRUCK CLUB OF KC (the ` lub") Print Name: C.7~</~li ~~ ~SO~ Title: ~ ~ C:V)ocuments a~ SettingsUrusick\Lucal Settings\Temporary Internet 5 FilesU)LK26V'ark Use Agreement with Genuine Chery GMC Truck Club of KC (K042899~..DOC 1 ,.. .T 1 ~. ., 7 1.