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HomeMy WebLinkAboutWinter Springs Fourth of July Boy Scout Agreement: 2010 06 30i 0 FOURTB OF JMY 'BOY SCOPT AGMMENT TM-3 YOMB OF JULY BOY SC019 T. r Agrccmcm1 ") :is cantered into this 34 day of ?uwJe' _ , 2010, by and between the C�'J'Y' Off` W XMR SPRINGS, a Florid$ municipal corpora lon ("City'j. and WINl%k S.PRMGS POST NO- 5405 VETERANS OF E08EWN WARS OF THE UNITED ' STATES, T11TC.,a.Fiorida non Irro�it •co�porafion(`B ©y.5cottts"). "t�73111fr5t�'�`� WEMRVAS, the City wM hold the annual Winter Springs Fourth of July Celebmtinu at Ceateal. Winds pack om July 4, 2010 (Voutth of Judy event);, and VVMRAS, the Boy SwAs desire is pirm'de -services to the public and to 'the CSL;r byethyct3t�q'dbe,pa�"hlic but 5cgc�ppgr . WHEREAS, the City and Boy Scouts desire to enter into a mutually beneficial 8xM=meat wheaaby the City shall p�aa Me to the Boy' Scouts six tables at the Fourth of My -evert at which the Bay 'Scouts VM -educate 6o -. public about :Scouting ;and be availAle:to• collect-d onafians from members.oftmpublio; and WHERFAS, the City and Boy Scouts agree that the City shall retain a percentage of the donations derived from collections at ttuc tables to help offset the cost of the Fourth of July event; and WE EREAS, •:the parries lerete desire to Se forth their mutual understanding regarding sharing of•dowbons; NOW THEREFORE, in cxdmge for the mutual promises and consideration set forth herein, tliepardes agree as follows: 1.0 The foxegaing recitals are deemed true acrd zorreot and are hffc1ry ineaclorated•her+emb. - Us- xefewnce as.a mateiial pact aftliis Agmemeut. 2.0 Vse of City Tables at the ,Fonrih of July Event The City hereby authorizes the Boy Scouts to operate six (6) tables ("Tables") at the Fourth of July Event for educating the public on Scouting matters and collecting donations. The City will provide •the Tablesto the Boy'Scouts:atw;cost. 'theley Scottts:shal3 vse the Tables For the solo purposes of (x) • educating the publip -on -various zu%wu related to Scouting, including but not .limited to madittg wymal pilule, -bw1 pac•,lring- :and providing general information on the Boy Scouts; and (2) collecting donations. The Boy Scouts shaft not use the Tables for any other purpose, ne location of the Tables shall be determined in t he sole discretion of the City. Tables shall be operated by at least one Boy Scout volunteer: over eigMwn,(1;8.) year of age. ZO'd bz:Z OiOZ i Inr Z96166910b:xeJ - dOMS 3.0 attaKuotno. Mw City and Boy Scouts •ate that the ,C* •shall receive seventy -five percent (75 %) of all donations geAer-ated from the Boy Scouts operation of the Tables, and the Boy Scouts shall receive the remaining twenty -five percent (25%) of such donations. On July 4, 2010, at the conclusion of *c Fourth of July event, the Boy Scouts shall (a) Count all Au ation money received'by the Soy Scouts at the Fourth Of July VM4 (b) Provide the City with notice of the total amount of donations recesVe0y the Hoy Scouts; and (c) 'Solemn •seveaal -five patccut (750%) .of •ell such donations to tlu City Finance Director or ilie City Finance Director's designee. 4.0 lademnifit tion and Hold Harmless. For all services performed pursuant to this Agceemma. the 13 oy'Scaucts agree to the fuliestexteen't peruatte.3by law, to indemnify and llolcl ham0less iffic Citya its employees, ,attomeys and of&ews, from -and -against all alarms, losses, •damages, petsonal utjudes-(in uaing but not limited to death), or liability ('including reasonable attotnWs fees), (ffiecffy or indirectly arising from, opt out of the following (a) the acts, errom, omissions, intentional or P&Mwise, arising out of or resulting from Boy Scouts and its ofiorrrs, ou*oyees, pa twA-s, Boy Scouts, v'olanteem, rmd..agents ped'©rmamce of '!he services being performed wader tlals Agreement; {b) Boy 'Scmtsa, -and -its offteem cmgloyoes, partners, Boy :Scouts, volunteers, and agents faslu• m -to compiy•witht a pravisions•.of any feral, state, or local laws, ordinance, or regulations appliioable to Boy Scouts and its officers, employees, partners, Boy Scouts, volunteers, and ages a perfommee under this Ave=out; (c) any fraud and na>srepresentation conducted by Boy Scouts and its officers, employees, pat tmm, Boy Swats, volantftrs, 'and ; agants a&fkst the City Of My Person partidpatang in any III' Vrmi, -fimcfion, and -service conducted pursuant to this Agreement; (d) Bair Scouts's and its oMcm. a n*yccL% Partners, Boy -Scm t% Vohmteers, and agents failure to properly expend amy Fonds provided by the City pursuant to this Agreement. The in&muification provided above shall obligate the Boy Scouts to defend at its own expLmse or to provide fox such ,ddense, ,at Ybz vptian of the amity, -of aW and all claims of liabdiity and all suits -and actions 'of •evexy woe and descripdon that .may be bronght aganast -the City or its employees and officers •wbich may result from the performance ucndw this Agreement wheff= the perOrwance by The Boy Scouts, its officers, etxxployees, Boy Scouts, partners, volunteers, and agents or anyone directly or indirectly employed by the Boy Scouts, In all event the City shall be permitted to choose legal couml of its - sobe-ckc w. ibe. fees 'for wbla,ftMbe seasonable and mki tot 'to-snA included vvith:the indemaificatiartpio *ded'herein. 5.0 Assignnmmt Boy Sco rts s6alf not assign this Agreement. 20'd vL:Z O10z T Inc L96Z669zOV :xvJ d0ms 6.0 . �nrance XW*MMts. For a'll pmfom oc wader, mad aequix=cnts Oft&s Agrecmarl the Boy 'Scwts sho pmchm Bead Tfm&tzCR, at its avz Cx77 =, m.* general liability insurance to covarelsims for damages bmw= of bodily injury or death of any person or property damage arising in any way out of the programs, fummtions, and services perforated by Boy Scouts:and k Mgamiczed Bey ftMft MD6er jbis.XWt%tnvnj. Ilia insurance ,shall ?gave miaimtim lets rof Do veeage of -$1.,00%000:00 .per -occurrence combined •single limit finr bodily znj=r Rablhty and ,property damage liability. All inSUMWO CO' Wdge ShO be Tnmrcr(s) armed by tt ali�- hl�nffgcr al i11=81Cd by ft state of Florida to engage in business of writing of insane_ The City shall be named on the foregoing ftm ante policies as %Mtional iusuued." The Boy Scouts shall cause its insurance camlas to famif kmmmmzcrtificauz Ana vnam ems I&Ittypm and -amounts of coverage Ma leffect p 'hart v, the eWirntim-date;en-such policies, and the - statement that no in=ance tinder swh po'lieks will be crimped without thirty (3d) days prior writ= notice to the Cfty in cm* Em= wft a&wr prvvji;wm alf Agreement. 11w Boy Scouts shall be solely respemsible to pay any deductible, if any, relating to any claim trade against the insurance coverages and policies provided under I is A- greement ]<Y the City b2M .miry objec'tirm 3a '&t Wveea,$- -'AZ 6V& I&f tx d&. provision -of:the bm=ce regdked to'!be purchased and muhttaimed •bylb -cDay. Scouts An accat+elance With,Ws paasg gh•on fhe basis of Us not cmply ng with ibe Agreement, tha CRY sbatit nad y i*e Boy Swale in writing Vr-mf wiffik thirty (301) +'lays of tike dae of deliver of such certificates and andorsem its to the City. For all programs, functions, and services permitted and occurring under this Agreement, nueluding any and all programs, fans deM anki •servima vzovl&A auA pmfimat:& 'by " .%VU&S 2MA authorized -%y Swuta,•the Bey'S,cems•shall :oonfinuamsly tnajatain :such insurance in the amomrt type;.and gwlity as- =p:amd.by diis paragraph. 7.0 "ream. The term of this Agreement shall commence upon full execution of this AgreemaA by the parties and end at such time Boy Scouts have My performed under this Aveement to the complcbe satisfitiCtiou of the City. '8:0 AfZMent.iis a hWM ftdertoMw ''With 'regard to all •rcq*ements of ihi_c Agremw= and swulces pmfasmed 'h=under, .i''t is specifically uuderstoed and agreed to by and between the parties hereto that the contraeutal relationship between. the City and Boy Scouts is such that the Boy Scouts is an independent Boy Scouts and is neifl= alt aWnt nor employee oft'be City. Nothingin this Agreement shall be interpreted -to -establish any stladonsMp .other- then tbd -of-an .indepwd nt--conbwt, between the. City, on are baud, ,and the Boy ScoNs, as ag -or •air the•perfonnance xeguirod under this . Agrecmeat. 9.0 Goven*tr Lsm: Yr3nnr. The Agreement shall be governed by the lair of the State of Fkxdda. Venue of all disputes sball be properly placed in Seminole County, Florida. 'The parb'tes zwee 'dtat dw .Agreement was :consummated Iu :Seminole County, and -do site of the ,ptf'd=ce is Semindle • Cotter. b f any dlsprtte 'concerning this Agreement adses under; Fedetal lam the rxmue WM be -O rlaado„ Florida. b0 'd SZ: Z OTOL 1 inc Z%1669Z0v: XPd dOMS 10,0 ,day &ga Repr oft1t2AM The Bay :Scot ft shall designate an individual to act as a represezdati�ae for OW Boy Scouts under this Agreement with the authority to hmsMA instnwtions, receive infomatm, and maim or inteqret the Boy Scouts decisions. This person shall be the Boy Scouts Aveeramt administrator. The Boy Scouts may EMM time tD bme dedgmi-e 0&a'inffividvgdsDr &Itft MdM-&WS With the -alAbodtY to aa for the BOY SCOMs =der 4da Agreement vAth the authority to hmsnut msbuctims, reeve mfbnna&A. •Emd make nr mtMm -the Boy ,Scouts decisions, All deWonx or designation of "viduals to selvo as a representative shall be given by written notice. IL-0 olicea. Ail pu*U 'h=mder, 4 -notices, J=mds, requests, Instmfions, gqVrovab, and elaims •shall beinvdflng. All no&bs of lany. "hereunder shaU be even by U.& nmfl or by ]nand Jelivaxy to -aa indMdual:authorizcdtt) receive mail for the below listed individuals, all to the following individuals at the following locations: 'TO T.M CITY .: Mr. Kuft-•. Smith City Manager City of Maw Springs 1126 Fast State Road 434 'Minter Springs, TL 32709,2799 ,(07) 32749ST(Photm) •(407.).327-6686•(Fax) w1copy to, Amfiwny A. Gargmse City Attamey 'BrOWU, 102W-VMCSe, VtiSN & 1i IN. omqgc Ammue, Ste. 2000 'P.O. Box2373 <kfando, ML 3=2-4-873- (407) 425-9566 (Phone) (407) 425-9596 (Fax) TO THE BOY SCOUTS-. LAI f so 'd sz:z o1oz T inc 196Z669ZCV: xeJ dofqs Notice .shall be deemed to have been ;given and .received -on -the date the -notice is Fhy,sically received ifgtveaby hand<+dtlivcM, at xfnof icels given by first class U.S. mail, postage prepaid, then notice shall be deemed to have been given upon the date said notice was deposited in the U.S. Mail addressed in the man= set forth above. Any patty hereto by ojving notice in the nwawer set forth h=a a may unilaterally change the name of the person to whom motive is to be evenorlhe ada ms at wuhichnotice 3s to-be received. 12:0 PubrM ReenYd :It is hereby .gwzifiml�-y :agreed. that -any - tmarcl, document, Computerized, infamuWan and program, audio or video tape, photograph, or other writing of the Boy Scouts related, directly or imdirrctly, to this Agreement, may be deemed to be a Public Record whether in the possession or control of the City or die toy Scouts. Said •record, •docent, •eamp#ted . inrnmatiiom =d p mgratn, .audio or video tape, photograph, :or other writing of the .Doy'Scouts is sul}ject :to the provisions of Cdr 119, .Fla ida StxWes, and mw not be dtstroyed vv ihout tiro -specific written approval of the City. Upon request by the City, tho Boy Scouts shall promptly supply copies of said public records of the City. All books, cards, registers, receipts, documents, and other papen in connection with this AVvement shall at any and all reasonable times during the normal ,working hours of •the Bny Snouts be open and freely exhibited-to the City •for-dw purpose of enniinsfitam m Wer ambit. 13.0 ULVjnretation. Both the City and the )Boy Scouts have participated in the drafting of all parts of this Agreement. As a result, it is the intent of the parties that no portion of this Agreemmi shall be interpreted more harshly against city of the parties as the- dratta. 14.0 Seyorxbldty ,If'a word, sentence, -or para"h bercin shall be Aeclatcd illegal, unenforceable, or unconsdtuAional, the said word, sentence, or paragraph a6ati be severed from this Agreemennt, and this Agreement sliall be read as if said illegal, u nmfarceable, or unconstitutional word, sentence, or paragraph did not exist. 15.0 Ad&Oonal Assar>lncee. 7110 Bay'S`couts:cer#ifres that: (a) No principal '(which rrcludes :officers, -directors, -or executive) or individual Bolding it professioual license and performing under this Agreement is presently debarred, suspandcd, proposed for debarment, declared ineligible or voluntarily excluded from participation in any parfimaox a regcdred by this Agraement > y any Federal, state, -or local .gaveaam,eantfl commission, depa corporation, subdivision, or (b) No priniapal (Which includes offi=4 directors, or exeeutiv'e� Individual holding a professional Lictusae and performing under this Agreement,. employee, or agent has employed or otherwise provided eompamsation to, iaay emp1geee,or affirer Hof t'he City; and 90'd SZ:Z OIOL 1 inc Z96Z669ZOV :xeJ dOMS (c) No principal (which includes officers, directors, or executive), individual holding a proinsdanal license and perfbnning tmder this Agmment, employee or agent has WIM(My oftrod an employee or Officer of &t CRY WY siccui4azy or vdwr -bmc& -With the intratto Ingde=wthe -CM007CO or offlow-s -6ffid3:a'1 action -Orjudsment 16.0 AttarnWN Fees. Should any litigation arise concerning this Agreement between the pud= hemo, the pardes agree to bear tier own costs and aft ftmey' s fees. 17.0 EnfinAgre—tomit TbIs AgwtummitTepresents the eaflre zind integrated Agreement betwan the paxties and superteklm all pla wgofiations, -representations, or Agreements, eidw,onl cT.wo't&Amad W-Ifthmudtm-s shall be -deem d==$ed into this Agreement. 18.0 sey"VISM Inman NoWthstanding any other provision set forth in this AgreCtnent, naffinig -COntitiOd in this Agrv:m=T:sb2U be construed ,as a waiver -of the City's riglit 'to 'Suvereip immunhy under awfion 768.29, Flerkla.Statateso or -other -limitations imposed on the -Clys potofial EaM#y mailer state tir federal law. As Stich, the City shaft not be ffable Under ibis Agreement for pudave damages or interest for the period before judgment Further, the City 3MR not be liable fat any claim or judgment, or portion themof, . to any one person for more tbm ow hundred thousand dollars other dliims or its paid by ithe State or i1s,agerides -and 9*41vidons arising out of the .same ineWerit w vcc v=eeds the sm of :two 'hundred thaumd d9llas ($700,000.00), This paragraph shalt survive termfimfion oftWs Agreement 19.0 Time h t-be &sense. The Boy Scouts acknowledge and agree that time is of the essence forlho tOmpItfion •of tieTelftfmance der Ibis Agreement. .20.0 Standard of C=%6 Itt peffonnimghawmdar, the Boy •com will use that degree of cm and " ar&wffy exemis4 under skii'der cimumstances by other reasonable members of its community acting in the some or similar locality. MUD Ts_mft*iIon]ftCW. This Agreement m4y be -terminated 'by mutaah written qxecment -betwem The parties. Purd=.,the •V -may terminate this Agreement for -convaiimm at airy lime, wifixna Vonaft, by providing -written notice of terminadon to Boy Scouts. Upon notice of tern36mdon. die Boy Scouts shah cease all perfo=awe hereunder unless otherwise directed by City in uniting. 22.0 'Waiver, 'Fail= of ft amity rte W= upon wbYin vmyfaw period or iVan a proper levol -or ,qadiW -of paftmmize ",,. not ud as -a -waiver -of the City's right -to latu claim Afaftc -toperfam on tbe- part of the Boy'gcouts. 23.0 Term ba Agreement shall commence upon ftdl execution Term. The tam of t of this Agmenient by the parties and end at such tima Boy Scouts has fully performed VDdltr -aM AVMMUd Ab *C CUMPWft *WhOtfiM IA VbM CAY IdV& 2R VWMS VAd& 20'd 9Z: Z OIOZ 1 lnf 2961669ZO17:xPJ doors pwsuant to -this Agmemoat hatve been icily settled or the sWubc of limitations for bringing such claims has expited, IN VrMSS 'VVIIMEOX the "dw dwsto .caged this .Agreement 'to be executedbytheirc duly. sufonztil- repwentattveras .af4he dam -first vritte -above. QTY: City of Winter SPAgs, Florida, I 'BOY;SCSOUTS: Winter Springs Post No. 5405 Veterans of Foreign Wars of the United States, Inc. a rJ Nopbmatcv M , 4� . Z Itay'moRd C McLaughft u, Irrestdent Date$: 4 - 34 Z4.— SO'd 9Z:L OtOZ 1 Inc L96Z669LOb:xed d0ms