HomeMy WebLinkAboutResolution 2017-041 Approving Parks and Recreation Director to execute a Facility Use Agreement with Leman Academy of Excellence RESOLUTION NO. 2017-041
RELATING TO PARKS AND RECREATION; APPROVING AND AUTHORIZING THE
PARKS AND RECREATION DIRECTOR TO EXECUTE A FACILITY USAGE
AGREEMENT BETWEEN THE TOWN OF MARANA AND LEMAN ACADEMY OF
EXCELLENCE, INC.
WHEREAS the Town of Marana has established the Crossroads at Silverbc1l District
Park ("Crossroads Park"), located within the Town of Marana at 7548 North Silverbell Road;
and
WHEREAS Leman Academy of Excellence, Inc. ("Leman") has established the Leman
Academy of Excellence ("Leman Academy"), a public charter school adjacent to Crossroads
Park, located within the Town of Marana at 7720 N. Silverbell Road; and
WHEREAS the Town and Leman desire to permit common use of their respective
facilities at Crossroads Park and the Leman Academy to minimize expense to citizens, improve
service delivery, and provide enhanced resources to the community; and
WHEREAS the Mayor and Council of the Town of Marana find that this resolution is in
the best interests of the Town of Marana and its citizens.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE
TOWN OF MARANA, that the Facility Usage Agreement between the Town of Marana and
Leman Academy of Excellence, Inc., attached to this resolution as Exhibit A, is hereby
approved, and the Parks and Recreation Director is authorized to execute it for and on behalf of
the Town of Marana.
IT IS FURTHER RESOLVED that the Town Manager and staff are hereby directed and
authorized to undertake all other and further tasks required or beneficial to carry out the terms,
obligations, conditions and objectives of the Facility Usage Agreement.
PASSED AND ADOPTED by the Mayor and Council of the Town of Marana, Arizona,
this 16th day of May, 2017.
Mayor Ed(Honea
ATTEST: APPROV'I'D AS T FORM:
-fown Clerk s n
Jo lyn C. B nson &nk Cass` Town Att
A410
00052141.DOCX/I
Marana Resolution No.2017-041 MARANA AZ
ESTABLISHED 1977
FACILITY USAGE AGREEMENT BETWEEN
TOWN of MARANA AND LEMAN ACADEMY of EXCELLENCE,INC.
This Facility Usage Agreement (this "Agreement") is made and entered into by and
between the TOWN OF MARANA (the "Town"'), an Arizona municipal corporation and LEMAN
ACADEMY OF EXCELLENCE, INC. (""Leman"'), an Arizona non-profit corporation. Leman and the
Town are sometimes collectively referred to in this Agreement as the "Parties," either of which
is sometimes referred to as a "Party."
RECITALS
A. The Town has established the Crossroads at Silverbell District Park ("'crossroads
Park"),located within the Town of Marana at 7548 North Silverbell Road.
B. Leman has established the Leman Academy of Excellence ("Leman Academy'), a
public charter school adjacent to crossroads Park, located within the Town of Marana at 7720 N.
Silverbell Road.
C. The Town and Leman desire to permit common use of their respective facilities at
Crossroads Park and the Leman Academy to minimize expense to citizens, improve service
delivery,and provide enhanced resources to the community.
D. The purpose of this Agreement is to set forth the responsibilities of the Parties
regarding their use of each other's facilities.
AGREEMENT
Now, THEREFORE, based on the foregoing recitals, which are incorporated here as the
intention of the Parties in entering into this Agreement, the Parties agree as follows:
1. Leman use of crossroads Park. The Town hereby permits Leman to use the following
Crossroads Park facilities, as depicted on Exhibit A, during non-peak hours only, defined as
Monday through Friday, 6:00 a.m. to 6:00 p.m., for Leman Academy curricular and
extra-curricular activities at no cost, subject to Leman's performance of its obligations under this
Agreement. During peak hours, Leman may reserve the facilities through the Town's established
reservation process and shall pay any facilities fees established in the Town's comprehensive fee
schedule.
a. Softball field
b. Soccer/multi-use fields
c. Basketball courts
2. Town use of Leman Academy. Leman hereby permits the Town to use the following
Leman Academy facilities, as depicted on Exhibit B, for Town recreational programming,
community meetings, and similar governmental uses at no cost, subject to the Town's
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performance of its obligations under this Agreement. The Town may use the facilities during
non-school hours only.
a. Gymnasium
b. Cafeteria
c. outside recreation areas including basketball court,field area,and playground
3. Scheduling. The Parties shall schedule their use of each other's facilities in advance
pursuant to scheduling procedures agreed to by the Parties. If either Party needs to cancel an
activity at the other Party's facility, the Party shall contact a representative of the other Party as
soon as possible,and at least 24 hours in advance.
4. conditions of use. Each Party's use of the other Party's facilities pursuant to this
Agreement shall be subject to the following conditions:
a. This Agreement is non--exclusive and the Parties may enter into agreements
regarding the use of the facilities in question with other parties throughout the term of this
Agreement.
b. Each Party shall ensure that a staff member or contracted instructor is available
at all times during the Party's usage of the other Party's facilities. The staff member or
contracted instructor shall be responsible for all aspects of the activity at the facility,
including safety rules and closure because of inclement weather.
c. The Parties may need to periodically close their facilities for maintenance or
repairs at the facility owner's sole discretion. Each Party will make reasonable efforts to
notify the other Party in advance of any such closures.
d. Each Party maintains priority usage of its own facilities and has final authority
on deternL�* g use or assignments.
e. Leman shall ensure that all persons using the Town's facilities pursuant to this
Agreement:
1. observe Town of Marana park rules, as codified in the Marana Town
Code,Title 13.
ii. Use the facilities in a safe manner that will not jeopardize the safety and
welfare of park users,park equipment or park facilities.
f. The Town shall ensure that all persons using Leman's facilities pursuant to this
Agreement:
i. observe any posted rules of use for the Leman Academy.
ii. Use the facilities in a safe manner that will not jeopardize the safety and
welfare of Leman Academy users,equipment or facilities.
g. Notwithstanding the provisions of this paragraph 4, the Parties each reserve the
right to close their own facilities and/or deny the other Party's use of the facilities due to
inclement weather or any safety or other concern.
5. Repair and maintenance of facilities. Each Party shall be solely responsible for all
repair and maintenance of the Party's own facilities. The Parties agrees that the decisions on
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00051213.DOCx/5 -2-
maintenance and repair of facilities are non--delegable decisions of the owner of the facilities.
However, each Party shall be responsible for the costs of any repairs that are necessary and
directly attributable to their respective uses of the other Party's facilities.
6. Indemnification. To the fullest extent permitted by law, each Party (as "indemnitor")
shall defend, indemnify and hold harmless the other Party (as "indemnitee"), its officers, officials,
employees, agents, volunteers, successors, and assigns (the "indemnified group") for claims,
damages, losses, liabilities and expenses of any nature whatsoever (including but not limited to
reasonable attorneys' fees, court costs, the costs of appellate proceedings, and all claim adjusting
and handling expense) relating to, arising out of, resulting from or alleged to have resulted from
the indemnitor's acts, errors, mistakes or omissions relating to any action or inaction of this
Agreement collectively, "claims") including but not limited to work, services, acts, errors,
mistakes, or omissions in the performance of this Agreement by anyone directly or indirectly
employed by or contracting with the indemnitor, or any person for whose acts and liabilities are
the obligation of the indemnitor. If any claim, action or proceeding is brought against the
indemnified group, indemnitor shall have a duty, at its sole cost and expense, to resist or defend
such claire or action on behalf of the indemnified group but only to the extent that such claims
result in vicarious/derivative liability to the indemnitee and are caused by the act, omission,
negligence,misconduct or other fault of the indemnitor,its officers,officials, agents, employees or
volunteers; provided, however, that the indemnitor shall have no obligation to indemnify the
indemnified group for the indemnified group's passive negligence. The indemnity provisions of
this Agreement shall survive the termination of this Agreement.
7. Insurance.
a. Each Party shall secure and maintain in force throughout the life of this
Agreement,comprehensive general liability insurance with carriers acceptable to the other
Party, with a minimum coverage of one million dollars ($1,000,000) per occurrence and
two million dollars ($2,000,000) aggregate for personal injury, and one million ($1,000,000)
per occurrence/aggregate for property damage.
b. Each Party shall deliver one or more certificates of insurance evidencing
coverage as described in this paragraph 7 to the other Party upon execution of this
Agreement, prior to using the facilities pursuant to this Agreement. Each Party shall also
deliver new certificates of insurance to the other Party each time the policy(s) is updated.
c. Each Party shall be named as an additional insured on the commercial general
liability insurance policies required by subparagraph (a) above. As an additional insured,
each Party shall be provided coverage for any liability arising out of operations performed
in whole or in part by or on behalf of the other Party. Each Party shall deliver additional
insured endorsement(s) along with the certificate(s) of insurance required by
subparagraph(b) above.
d. The coverage requirements specified in this paragraph 7 may not be changed or
modified except by written agreement signed by the Parties.
e. Each Party shall give the other Party at least 30 calendar days' written notice
prior to a planned cancellation or reduction of any coverage required by this paragraph 7.
Each Party shall give the other Party immediate notice of any other cancellation or
reduction of any coverage required by this paragraph 7. cancellation or reduction of any
coverage required by this paragraph 7 is grounds for termination of this Agreement.
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8. Notices. Any notice required under this Agreement shall be complete when sent via
First class Mail or hand delivered to the following addresses. Either Party may change its address
for purposes of notice under this Agreement by mailing a notice of change of address to the other
Party.
Leman: Leman Academy of Excellence,Inc.
6601 East Grant Road,Suite 101.
Tucson,Arizona 85715
Marana: Town of Marana
Attn:Town Manager
11555 W.civic center Drive
Marana,AZ 85653
9. Governing laver. This Agreement shall be governed by and interpreted in accordance
with the laws of the State of Arizona, and any lawsuit to enforce any provision of this Agreement
or to obtain any remedy with respect to this Agreement shall be brought in the Pima county
Superior court, and for this purpose the Parties expressly and irrevocably consent to the
jurisdiction of the Pima county Superior court.
10. court costs and reasonable attorneys' fees to prevailing Party in dispute. If a Party
falls to perform any of its obligations under this Agreement, or if a dispute arises concerning the
meaning or interpretation of any provision of this Agreement, the prevailing Party shall be
entitled to all court costs and reasonable attorneys' fees incurred in enforcing or establishing its
rights under this Agreement.
11. Exhibits. Any exhibit attached to this Agreement shall be deemed to have been
incorporated in this Agreement by reference with the same force and effect as if fully set forth in
the body of this Agreement.
12. Counterparts. This Agreement may be executed in any number of counterparts. Each
counterpart shall be deemed an original,but all counterparts shall constitute but one agreement.
13. Term.This Agreement shall be effective as of the signature date of the last Party to sign
this Agreement, and shall expire on May 31, 2018, unless earlier terminated by either Party in
accord with the terms of this Agreement. The Parties may renew this Agreement for up to four
consecutive one--year periods on the same terms as set forth in this Agreement, by executing a
written amendment setting forth the renewal term and signed by the Parties.
14. Termination. This Agreement may be terminated under the following circumstances:
a. This Agreement may be terminated by either Party without cause with 60 days'
written notice to the other Party.
b. A Party may terminate this Agreement for material breach of the Agreement by
the other Party. Prior to any termination under this paragraph, the Party allegedly in
default shall be given written notice by the other Party of the nature of the alleged default.
The Party said to be in default shall have 45 days to cure the default. If the default is not
cured within that time, the other Party may terminate this Agreement. Any such
termination shall not relieve either Party from liabilities or costs already incurred under
this Agreement.
c. This Agreement may be terminated for a conflict of interest as set forth in A.R.S.
00051213.Dock/5 -4-
§38-511,the relevant portions of which are hereby incorporated by reference.
15. Miscellaneous.
a. This Agreement may not be modified except in a writing signed by both of the
Parties.
b. This Agreement represents the entire and integrated agreement between the
Parties and supersedes all prior negotiations, representations or agreements, either
written or oral.
ri
c. The captions and section numbers appearing in this Agreement are inserted only
as a matter of convenience, and do not deffi-ie, limit, construe or describe the scope or
intent of such sections or articles of this Agreement.
d. Neither Party's waiver of the others breach of any term or condition contained
in this Agreement shall be deemed a waiver of any subsequent breach of the same or any
other term or condition of this Agreement.
"Town": "Leman".-
TOWN OF MARANA, an Arizona municipal LEMAN ACADEMY OF ExcELLENCE,,INC.,an
corporation Arizona non-profit corporation
By: By:
Cynthia Nemeth-Briehn
Parks & Recreation Director
Its:
Date:
ATTEST.-
Jocelyn C. Bronson,Town Clerk
APPROVED AS, 0 FORM:
F nk Cas y, Town Attor
00051213.DOCX/5
STATE OF ARIZONA. }
) SS.
County of }
The foregoing instrument was acknowledged before me this day of
2017, by the of LEMAN
ACADEMY OF EXCELLENCE,INC.,an Arizona non-profit corporation,on behalf of the corporation.
(Seal)
Notary Public
00051213.DOCX/5 -6-
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