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Home My WebLink AboutResolution 2013-097 MOU for marana bluegrass festival in 2014r� < A ES LUTI N'. 2 l� RELATTNG TO COMIVIUNITY DEVELOPMENT; APPROVING MAYOR TO EXECUTE A MEMORANDUM OF; UNDERST � �oYY1V v� ��1V� �ljli �LI.JL�1 �$.��l�ivl�'$1.�� : BLUEGRASS ASSOCIATION REGARDING THE PLANNIN PRESENTATION (7F THE MARANA BLUEGRASS FESTIVAL � WHEREAS in March 2012,!the Town Council of the Town ' af Marana Strategic Plan II ;(the "Plan"), and under the Commu Initiative 8 is to increase participation by residents and visrtors i� with a strategy of recruiting community partners to plan and staff si€ WHEREAS the Desert Bluegrass Association is a non-pra ' developing and promoting bluegrass music for the diverse audiencE and WHEREAS the Arizona Bluegrass Association is a non- mission of promoting and encauraging the uniquely American rnu time, gospei, and traditional instrumental and vocal music of tl Arizona and the Desert Southwest, and WHEREAS the Town and the Associations desire for tfie � ' and;present the Marana Bluegrass Festival at Ora Mae Harn Park or in-kind support and assistance from`the Town; and WHEREAS the Town Council finds that approval of a Me related to the plann�ng development and presentation of the Mar� forth in this resolution is in the best interests of the Town of Marana �. �V V� ��Ll\A.'i'�fOI'�9 �li 11 1W�OL V Li� 13 j:�� .Vg�� T�WN �F Mf� A; ��ZONf�; 2S �0�10WS: SECTION 1. The Memorandum of Understanding betwe€ D�sert Bluegrass Association and the Arizona' Bluegrass Associa development and presentation of the Marana Bluegrass Festival, att this = reference in this resolutzon as Exhibit A,; is hereby approv� authorized to execute it for and on behalf of the T'own of Marana. MaranaResolution 2013097 - 1 - SEC undertake al objectives o PAS this 5 day' ATTEST: lovember, 2013. � � ` ,� �;`�� Mayor;Ed Honea APPROVED AS ��n ;�� , � � l��iik Ca��i�dv, T � � .�r�� ' � 9 �� .�� P � � �� MaranaResolution 2013097 - � ° EMORANDUM O� NDERSTAN ING THIS MEMORANbUM OF UNDERSTANDING (t11e "MOU") iS erite the TowN oF 1VIARA1vA, an Arizona municrpal ca�po�°ation {thE BLU�GRASS ASSOCIA2toN, an Arizona non-profit corporation a: GRASS ASSOCi��'TO1v, an Arizona non-profit corporation. The De tion and the Arizana Bluegrass` Association are co�lectively refe� tions." The Ta�vn and the Associations are sometimes collecti MOU as' the "Parties," a�y of which is sometimes individually re R�CITALS A. In March 2012, the Town Council of the Town ' af Maran; Marana Strategrc Plan II (the "Plan"): The Plan identifies Comn focus areas. Under the Community focus area, the Plan i�clu crease participation by reside�t� and visito�°s in Marana's signati egy to recruit comm�nity pa�tne�s to plan and staff signature ev� B. The Desert Bluegrass Association is a non-profit' organizat oping and promoting bluegrass music for the diverse a�dience Area. C. The Arizona Bluegrass Associat�an is a non-profit organit af promoting and encouragrng the uniquely American music old-time, gospel, and traditional instrumental and vocal musi throughout Arizona and the Desert Sout�west. I�. The Town amd the Associatians desire far the Associatior present the Marana Bluegrass Festival (the °'Festival°') with' in-� tance from the' Town as described in this MOtT. E. The Town finds that the` benefits to the Town resulting procluctian and presentation of the ' Marana Bluegrass Festiva] equal to the fair market val�e of the` in-kind support and assist the Associations by the Town pursuant to this MOLT. AGRE'E1i�I�'NT NoW; TI iEREFORE, based on the foregoing recitals, which are i� intent of the Parties in entering into this MOU, and in considera MOU, the Parties hereby agree as follows: Exliibit A Resolution 2013-097 2014 MARANA BLUEGRASS FESTIVAL MC)U -1- Regul�r Gouncil Meating - November 5, 2013 - Page 13 of 110 � e joint and several liability and responsibility. 'The Desert' Bl�e the Arizorta Bluegrass Associatio�t shall each be jointly and sever� sible for all obligations of the Associations under this M�U. 2. Services to be perfo�med by the Assocaations. The Associatio� and present the Marana Bluegrass Festival at CJra Mae Ha�~n Park; Road, as set forth �n this pa�agraph 2. The Festival will be held � ing the times mutually agreed upon by the Parties. The Festiv� m�nces by bluegrass bands and musicians, food and craft vend activities. a: The Associations shall recruit, select, approve and contra vendors for the Festival. T�e vendors may incl�de food and other exhibrtors consistent with the theme of the FestiVal'and t' The Associa�ions shall ensure tha� all Marana Bluegrass �'esti current Town of`Marana business license as of the date of the �' tions shall also ensure that all food vendo�s possess a c�rrent mit from the Pima County Health Department as of the date of b: The Associations shall ens�re that all Festival vendors e� indemnification agreement in a forrn approved by the Town. c.' AlI marketing and promotional materials prod�ced by tr Festival must be approved by the Town prior to their use' and r dr The A�sociations shall provide stxfficient staffing to prec val ort both days. e. The Associations shall p�ovide secux�ty for the Festi�al � plan appraved by the Town. 3. Support and assistance to be pravided by the 7'own, The Tawn SUp�'JOPt s111t� 1SS18t�11Ce� 1t 110 Ct3St tO �IlC' ASSOC11t10T1S, c15 SE'.� fOrt�l hereto and incorporated herein by this reference. 4. Expenses'and caanpensation: Except as provided in Exhibit A,' be responsible for all of their operating expenses. The Associatic and retain ad�nissic�n and other activity fees from parties wh� wis' ipate in the Mara�a Blueg�ass Festival. The Town makes no gut garding the arnount af compensation the Assocrat�ons will rece and other acti�iity fees. a. The Associations shall make avarlable to the Tawn far ledgers or statements kept by the Associations reg�rding acti su�nt to this MOU. b.` The Assaci�tir�ns sharl be liable for �ny and all taxes app: received by the Associations under this MOU: Exhibit A— Resolutioi� 2Q13-097 2014 MARANA BLUEGRASS �'ESTIVAL MO�.T _-� _ Regular Counc9l Meeting - November 5, 2013 - Page 14 of 110 5. Effe date of t1 Parties m wrltten a tions. I£ second � falls d�ri agree up amendmt b. Reli pressed or im er 'and elnplo; the T'own and 7.UseafZ use, at no cosi described in � and seal for a: the Town's Ia ' 8. Insu�ant MOU from c� erages and lin Cor� a. The ': cove�age � and p�°ior shall also ' All certific b. The , liability an the Town forrned in shall deliv ance requ� identificat: icate of i ` dorsemen c. 'The tions shal Exhibit A Resolutioi Regular Council Meeting - xte, r�uration and rent Party to sign this ew this MOU for u� nent �etting forth t� �rties renew this N � of April ea�h yea second weekend of �er c�ates for the Fe rtnershi sociatio �o ancl s �wn`s 1c ph 2 of riers acceptable its: nercial Gener�l I �ssociatio�ts shall described in thi o cornmencing � - -' -� � nsurance ancl the applicable palicy' nur. t: certificate(s) sha11 also sti� � � 1 `be primary insurance an � 2013-097 2�14 MARANA B' November 5, 2013 - Page 15 of 110- xl. This MOU � �LT and shall � term. performa: � shall be construed t+ �rincipal and age�t, � The Town gra�ts t� ay. � shall maintain ' im � the Town with th iability: U:S. $1,OOC U:S. $2,OOt 3- agents, officials or employee _ __ _ _ prov�ded by the As�ociation mary insurance with respect d, The �nsurance requirer or rnodifi�d ex�ept by writte� e; The Associatians shall prior to a planned cancellati� graph 8, The Assaciations sh latian or reduction of any cc reduction of any co�erage rec this MOU by the Town. 9. Indernnification. The Asso< dernnify the Town, its officials, against any and all manner of cl of -action, liabilities, damages, a7 lcind, in law or in equity, in tort the Associations' errors, omissi pursuant to this MOU. 10. Regulatory cd�nplianc� cznd with all applicable federal, stat+ wzth its 'ob�igations urtder this I� abtain any and all permits req�. other app�op�late regulatory ag� of `the services to be performed k 5. Coverage provided �o all other available so lents specified in this � L agreement signed by ;sve the Town at least �n or reductron of any all give the Town imm sve�°age required by th �uired by this paragra� iatians agrees to defe� employees, agents, sr �ims, suits, lawsuits, as id other claims artd d� �r in contract, ar other; �ns, or negligent acts approvals. Each Party � and 1oca1 laws, rule< ZOU': As part of this ( i�ed by the Town, thE �cy for its activzties ux extent legally perm�ssible, the Tawn agrees to waive � permft fees that the Associations v�ould normally be i t10T1S �C�lU1f1E'S pUrSU111t �O ��115' Mo�. 21. Notices.' All notrces, requests, dernands, and ot MOU sha11 be in writing and sh �� LL � _ certified' rnail, return receipt reqt If to the Town, ta, If to the Associations, ta: Exhibit A -12esolutioi12013-097 20141V Regular Council Meeting � November 5, 2013 - Page 1 E AZ _ G�. .. ARIZONA BLUEGRASS ASSO� Attn; Warren Ned Robbin; 208�i W Peni�sula Circle Chandler, Arizona 85248 '` 12. Entire agreement. T�s MOU constitutes the entire agr of the Parties pertairting to the subject matter of the MOU neg�tiations, and other agreements of any kind.` A11 prior ar me�ts, rep�esentations and understandings of the Parties, o� ed and rnerged in this MOU. 13. Authority to execute agreement. The indlviduals execut� sent that they have full �ight, power, and authority to exec their respective Parties. 14. Force ma�eure. Notwithstanding any other term, cor MOU to the contrary, �f any Party fo this MOV is precluded any duty or obligation imposed upon it due to labor strik€ civil disturbances, weather ct�ndltions, �afural disasters, ac beyo�d fhe control'of such Party, the time period provided by such Party of such diuty or obligation! shall be extenc�eC delay occasioned by such eVents, 15. Immigration laws. The Associations warrant that the with a11 federal immigration la�nrs and regulations that reli with Arizona Revised Statutes sect�on (A.R.S. �) 23 � acknowledge that pursuant to A.R:S. � 41-4401 and effect breach of this warranty is a material breach of this MOC1 su including termination of this Mt�U, and that the Town retai: the papers of'any employee vvho performs work or service ensure compllance with this v�r�rranty. 16, Conflict of i�terest. Th�s MUU is subject to the provisroi provides fn�° terrnination in certain instances involving confll� ' 17. Attorneys' fees. The prev�iling Pariy in a civil action tz entifled `to recover from the other Party, in addition to any r+ �ng Party �n�y be entitled, all costs, expenses and reasonable CC7T111EC�'lOTt Wlt�t ��t�t C7V11 1Ct1OT1. 18. Governing law. This MOLT sha11 be constr�ed in accox State of Arizona. 19. Terrnination. Either Party may terminate its particlp� reason upon at le�st 15 �ays' prior written notice to the other Exhibit A— Resolution 2013-097 2014 MARANA BLUEGRA.S5 �'`ESTIUAL MOL) -�- Regular Gouncil Meeting - November 5, 2d13 - Page;17 of 110 20. Mi�cellaneous. a. This MQU may not be modified except in a writing ties. b. The captions and section numbers appe�ring in this ' a matte�° of ct�nvenience, and do not defi�e, lirnit, `consfrt intent af s�zch sections or articles of this' MOU. c: Thxs MOU may be exec�xted i� rnultiple counterpar all purposes, be deemed an original and a11 of �which, tak� one and the same agreement. IN wzTN�ss wxElzEOF, the Parties have d�ly executed th �'�le �'ToW11": �1e " ASSOCId� TOWN OF MARANA, an Arizona munlci- DESERT $LUEG pal corporatian Arizona non-� Ecl Hanea, Mayor John Da�id, P Date: Date ARTZONA BLU] ATT�ST: Arizona non-j Town Clexk ' D�te Warren Ned I A�n�zov�ti as �o FonM. Date Town Attorney Date Exhibit A Resolution 2013-097 20141VIARANA BLUEGRAS5 �ESTIVAL MC7U �6- RPn>>Iar Gnsinr.i) Mar tinn - Nnvamhar , 7(11.'� _ Pana`9R nf 11f1