Loading...
HomeMy WebLinkAbout2003-066 - Agreement with Park Hill Aquatic CenterBILL NO. 2003-66 ORDINANCE NO. 2003-66 AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT BY AND BETWEEN THE CITY OF RIVERSIDE, MISSOURI AND PARK HILL AQUATIC CENTER AND THE PARK HILL SCHOOL DISTRICT TO PROVIDE POOL MAINTENANCE AND STAFFING SERVICES WHEREAS, the City of Riverside, Missouri ("City") has entered into negotiations with the Park Hill Aquatic Center and the Park Hill School District (collectively, "Park Hill") to provide pool maintenance and staffing services for the Riverside City Pool (the "City Pool") during the months of May through September 2003; WHEREAS, (the "City"), and Park Hill Aquatic Center and the Park Hill School District have reached an agreement concerning the provision of and payment for such Services. NOW, THEREFORE, be it ordained by the Board of Aldermen of the City of Riverside, Missouri, as follows: Section I. The City of Riverside shall enter into an agreement whereby the City shall employ Park Hill to provide pool maintenance and staffing services related to the City Pool in exchange for a sum not to exceed Forty Six Thousand Seven Hundred and No/100 Dollars ($46,700.00) (the "Agreement"). Section 2. The execution and delivery of the Agreement, in substantially the form attached hereto as Exhibit A, 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 Ordi~na~n~ce shall be (in fu~force and effect from and after its passage and approval. Passed this"- f- d y of \ -r=-,2003. v ~l ~ ~~ 1 ),C-L ~f1 Mayor Cit lerk \ t ~ ~ ~ ~~~,~ (~ \, SERVICES AGREEMENT THIS SERVICE AGREEMENT is entered into as of the 17th day of June, 2003, by and between The City of Riverside, Missouri, having an address of 2950 NW Vivion Road, Riverside, Missouri 64150 (the "City"), and Park Hill Aquatic Center, having an address of 8152 North Congress, Kansas City, Missouri 64152 and the Park Hill School District, having a main office address of 7703 NW Barry Road, Kansas City, Missouri 64153 (Park Hill Aquatic Center and Park Hill School District collectively referred to as "Park Hill"). WITNESSETH: WHEREAS, the City owns and operates a public swimming pool located at ~;j / U NW Vivion Road in Riverside, Missouri (the "City Pool") during the months of May through September, or parts thereof; and WHEREAS, Park Hill is in the business of providing staffing for general pool maintenance and lifeguard duties, as the activities are further described below; and. WHEREAS, the C ity desires to employ Park Hill to provide pool maintenance and staffing services related to the City Pool, and Park Hill, in exchange for the consideration described below, desires to provide such services. 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: Provision of Services. (a) General. In exchange for the consideration described in Section 3 below, Park Hill shall provide staffing services ("Staffing Services") for City Pool-related activities and duties, such activities and duties to be referred to in this Agreement as the Maintenance Services. In addition, Park Hill, in exchange for the consideration described below, shall provide the Administrative Services described below. (b) Staffing Services. Park Hill shall fill the following staffing needs: (i) Lifeguard staff; (ii) Assistant City Pool Manager/Head Lifeguard; and (iii) City Pool Manager. Park Hill shall provide adequate Lifeguard staff to ensure the reasonable safety of the City Pool patrons during City Pool hours of operation, and all such Lifeguard staff shall possess e ach o f t he q ualifications a nd c ertifications d escribed o n E xhibit A a ttached hereto and made a part of this Agreement by this reference. Either the City Pool Manager or the Assistant City Pool Manager/Head Lifeguard shall be on duty during all hours of operation. Park Hill shall also provide adequate staff to handle all admission activities, concession activities and all other activities and duties reasonably stemming from proper and professional operation of the City Pool. C:\Documenis and Settings\fisherd\Local Settings\Temporary Internet Files\OLK4F\Services Agreement with Park Hill Aquatic Center (K032556J-4).DOC (c) Maintenance Services. Park Hill and its employees satisfying the Staffing Services shall provide the Maintenance Services which shall include, but shall not be limited to, the following: (i) Chemical testing and cleaning of the swimming pools each day the City Pool is open for operation prior to the opening of the City Pool. (ii) Adjustments and/or maintenance to the swimming pools as reasonably needed per the results of the daily chemical testing. (iii) Cleaning of the City Pool restrooms and/or changing rooms each day the City Pool is open for operation prior to the opening of the City Pool. (d) Administrative Services. Park Hill shall manage, and shall 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 City Pool. 2. Invoices for Services. Park Hill shall invoice the City in writing on a monthly basis for the provision of Services and payment for the same. All invoices prepared by Park Hill shall include a description of each charge, including the hourly rate and the total hours charged where applicable. Each invoice shall be payable within sixty (60) days of receipt by the City, and no tax or interest shall be charged for any invoice. The charges for City Pool Manager, Assistant City Pool Manager/Head Lifeguard and Administrative Services shall be pro rated over four months and invoiced separately each month. 3. Fees f or P ark H ill S ervices. In exchange for the Services described above and the other obligations and promises contained herein, the City shall pay to Park Hill, on the terms described in Section 2 above, the following amounts: (a) Staffing Services -Lifeguards. For Lifeguard services the City shall pay to Park Hill an amount determined by multiplying the hourly rate for each individual Lifeguard, given the relative experience and qualification of each Lifeguard, by the hours worked by such Lifeguard, though in no event shall the total amount of Lifeguard services for the term of the Agreement exceed Twenty Six Thousand Two Hundred Fifty and No/100 Dollars ($26,250.00). In the event that the amount invoiced to the City for Lifeguard services exceeds $26,500.00, Park Hill shall first provide written notice of such event to the City and shall suspend provision of the Lifeguard services until the City has provided written consent of its acceptance of the overcharge. (b) Staffing Services - City Pool Manager and Assistant City Pool Manager/Head Lifeguard. For City Pool Manager services the City shall pay to Park Hill an amount determined by multiplying the hourly rate for the City Pool Manager(s) by the hours worked by such City Pool Manager, though in no event shall the total aggregate amount of City Pool Manager services for the term of the Agreement exceed Eight Thousand Eight Hundred Seventy Five and No/100 Dollars ($8,875.00). For Assistant City Pool Manager/Head Lifeguard services the City shall pay to Park Hill an amount determined by multiplying the hourly rate for the Assistant City Pool Manager(s)/Head Lifeguard(s) by the hours worked by such Assistant City Pool Manager(s)/Head Lifeguard(s), though in no event shall the total aggregate amount of Assistant City Pool C:\DocwnenLs and Settings\fisherd\Local Settings\Temporary Internet 2 C:\Documents and Settings\fisherd\Local Settings\Temporary Intemet Files\OLK4F\Services Agreement with Park Hill Aquatic Center Files\OLK4F\Services Agreement with Park Hill Aquatic Center (K0325563-4).DOC (K0325563-4).DOC Manager/Head Lifeguard services for the term of the Agreement exceed Seven Thousand Eight Hundred Twenty Five and No/100 Dollars ($7,825.00). In the event that the amounts invoiced to the City for City Pool Manager services or Assistant City Pool Manager/Head Lifeguard services exceed $8,875.00 or $7825.00, respectively, Park Hill shall first provide written notice of such event to the City and shall suspend provision of those services until the City has provided written consent of its acceptance of the overcharge. (c) Staffing Services -Administrative Services. For Administrative Services the City shall pay to Park Hill the total amount of Three Thousand Five Hundred and No/100 Dollars ($3,500.00), such amount to be pro rated as described in Section 2 above. In no event shall the amount invoiced by Park Hill to the City for the Administrative Services exceed the total amount of $3,500.00, and in the event that such amount will be in excess of such limit, the City shall only be required to pay such excess amount if it has provided its prior written consent to such overcharge. 4. Term and Termination. This Agreement shall be in force from 12:01 a.m. on May 24, 2003 ("Commencement Date") until 11:59 p.m. on September 1, 2003 ("Expiration Date"). Notwithstanding anything to the contrary contained in this Agreement, the City may terminate this Agreement for any reason prior to the Expiration Date after giving Park Hill fifteen (15) days advance notice of such termination. 5. Duties of City (a) Notice of Damage. The City shall immediately notify Park Hill of any damages or hazardous conditions of which the City becomes aware and shall close the City Pool to the public in the event that such conditions constitute a reasonable threat to the health, safety or welfare of City Pool patrons. (b) Pre-Season Requirements. The City shall engage in such activities and provide such items as are reasonably required to allow the City to reasonably complete the "Pre- Season Requirements" described on Exhibit B attached hereto and incorporated herein by this reference. 6. Insurance. Park Hill shall maintain the following insurance for all Services arising out of this Agreement. Unless otherwise specified in this Agreement, Park Hill shall maintain such insurance as will protect Park Hill for claims under Worker's Compensation acts, and protect if from claims for damages because of bodily injury, including death and property damage, and claims made by any governmental agency or third person because of harm to the environment, which may in any way arise out of or be in any manner remote to or any proximate manner connected with the performance of this Agreement, whether such claim arises out of the act or failure to act by Park Hill, its 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 C.\Documents and Settings\fsherd\Local Settings\Temporary Intemet Files\OLK4F\Services Agreement with Park Hill Aquatic Center (K03 2 5 5 63-4).DOC Limits of Liability Statutory $1,000,000.00 per employee 3 C:\Documents and Settings\fisherd\Local Settings\Temporary Intemet Files\OLK4F\Services Agreement with Park Bill Aquatic Center (K0325563-4).DOC 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 7 Such insurance shall be maintained in force during the term of this Agreement. 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. Park Hill shall furnish the City with adequate evidence that Park Hill has obtained and is maintaining in force Worker's Compensation insurance as prescribed by the law of the State of Missouri. Indemnity. (a) By Park Hill. Park Hill 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, and including allegations by any government agency or third party that Park Hill is in violation of any federal, state or local statute, regulation or ordinance relating to the protection of the environment, to the extent that such liabilities, losses, costs, damages and expenses (including reasonable attorneys' fees and expenses and court costs) or claim thereof results in whole or in part from the negligent, reckless or intentional acts or omissions of Park Hill. In so defending the City Indemnitees and each of them, Park Hill shall provide counsel that is reasonably acceptable to the City. (b) By the City. The City shall indemnify, hold harmless and defend Park Hill, and its officials, officers, advisors, agents and employees (collectively, the "Park Hill 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 Park Hill Indemnitees, or any of them, arising out of or in connection with the terms of this Agreement, and including allegations by any government agency or third party that the City is in violation of any federal, state or local statute, regulation or ordinance relating to the protection of the environment, to the extent that such liabilities, losses, costs, damages and expenses (including reasonable attorneys' fees and expenses and court costs) or claim thereof results in whole or in part from the negligent, reckless or intentional acts or omissions of the City. In so defending the Park Hill Indemnitees and each of them, The City shall provide counsel that is reasonably acceptable to the Park Hill. (c) Survival. This Section 7 shall survive the revocation or termination of this Agreement. 8. 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. C:\Documents and Settings\fisherd\LOCaI Settings\Temporary Internet 4 C:\Documents and Settings\fisherd\Local Settings\Temporary Intemet Files\OLK4F\Services Agreement with Park Hill Aquatic Center Files\OLK4F\Sernces Agreement with Park Hill Aquatic Center (K0325563-4).DOC (K0325563-4).DOC 9. 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 Park Hill as an agent, representative or employee of the City for any purpose whatsoever. Park Hill is to be, and shall remain at all times, an independent contractor with respect to all Services performed under this Agreement. Persons employed by Park Hill in the performance of Services and functions pursuant to this Agreement are 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. 10. Invalidity or Unenforceability of Particular Provisions. The invalidity and unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof not inconsistent with such provision, and the Agreement shall be construed in all 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-a-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. 11. 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 e arlier of actual receipt or three (3) business days a fter deposit with the United States Postal Service if sent by registered or certified, first-class mail, postage prepaid to: To the City: City of Riverside, Missouri Attention: David Blackburn, City Administrator 2950 NW Vivion Road Riverside, Missouri 64150 Telephone: 816.741.3993 To Park Hill: Park Hill Aquatics Center Attention: Doug Earnhart, Aquatic Director 8152 North Congress Kansas City, Missouri 64152 Telephone: 816.741.7963 Either party may from time to time change said address by written notice to the other parties, given as above provided. 12. Governing Law. This Agreement shall be construed or enforced under and in accordance with the laws of the State of Missouri. 13. 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 C:\Documents and Settings\fisherd\Local Settings\Temporary Internet 5 C:\Documenls and Settings\fisherd\Local Settings\Temporary Internet Files\OLK4F\Services Agreement with Park Hill Aquatic Center Files\OLK4F\Services Agreement with Park Hill Aquatic Center (K0J25563-4).DOC (K0325563-0).DOC 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. 14. 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. 15. 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: ~f'7`y~~-~--~ Title: ~~ V O 2 PARK HILL AQUATIC CENTER, by THE PARK HILLL SCHOOL DISTRICT ("Park Hill") Print Name: ~ ~ n n) s ~ 1 s I.e ~ Title: ~~_•..~' ~ ~' » - C\Documents and Settings\fisherd\Local Settings\Temporary Intcmet 6 C:\Documents and Settings\fisherd\Local Settings\Temporary Internet Files\OLK4F\Services Agreement with Park Hill Aquatic Center (K03205563-4)SDOCes Agreement with Park Hill Aquatic Center (K032 5 5 63-4).DOC