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HomeMy WebLinkAbout2006-229 . . 1 RESOLUTION NO. 2006-229 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE MAYOR TO EXECUTE A SERVICES 3 AGREEMENT WITH COAST SOCCER LEAGUE TO PROVIDE MANAGEMENT SERVICES TO THE SAN BERNARDINO SOCCER COMPLEX. 4 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY 5 OF SAN BERNARDINO AS FOLLOWS: 6 SECTION I. The Mayor of the City of San Bernardino is hereby authorized and directed 7 to execute on behalf of said City a Services Agreement with Coast Soccer League, a copy of which 8 is attached hereto. marked Exhibit" A" and incorporated herein by reference as though fully set forth 9 at length. 10 SECTION 2. The authorization to execute the above referenced agreement is rescinded if 11 the parties to the agreement fail to execute it within sixty (60) days of the passage of this resolution. 12 1// 13 //1 14 1// 15 //1 16 //1 17 //1 18 1// 19 //1 20 //1 21 //1 22 //1 23 //1 24 //1 25 //1 26 //1 27 //1 28 //1 DHC/js [Resolutions\Coast Soccer League.Resolution] 1 ~ 1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE MAYOR TO EXECUTE A SERVICES 2 AGREEMENT WITH COAST SOCCER LEAGUE TO PROVIDE MANAGEMENT 3 SERVICES TO THE SAN BERNARDINO SOCCER COMPLEX. 4 5 6 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and Common Council of the City of San Bernardino at a it. regular meeting hereof, held on the 16 17 18 19 20 21 22 '~e~~ilJ1urLmaJl ~ The foregoing resolution is hereby approved this ~day of June ,2006. 0"'1" . Approved as to Form: 23 JAMES F. PENMAN, 24 City ttorney 25 ,/~ 26 27 28 DHC/js [Resolutions\Coast Soccer League.Resolution] 2 2006-229 SERVICES AGREEMENT This Agreement is entered into this 19th day of June 2006, by and between COAST SOCCER LEAGUE., ("CONSULTANT") and the CITY OF SAN BERNARDINO ("CITY" or "San Bernardino"). WITNESSETH: WHEREAS, the Mayor and Common Council have determined that it is advantageous and in the best interest of the City of San Bernardino to engage a firm to provide management services to the San Bernardino Soccer Complex ("Complex"); WHEREAS, CONSULTANT possesses the skills and ability to provide said services for the CITY; NOW, THEREFORE, the parties hereto agree as follows: 1. SCOPE OF SERVICES. For the remuneration stipulated, San Bernardino hereby engages the services of CONSULTANT to conduct management services as set forth in Exhibit "A," attached hereto, and incorporated herein by reference as though fully set forth at length. City shall have the rights, duties and obligations, as set forth in Exhibit "B," attached hereto, and incorporated herein by reference as though fully set forth at length. 2. COMPENSATION AND EXPENSES. a. For the services delineated above, CITY shall pay to the CONSULTANT the sum of Seven Thousand and Eighty Three Dollars each month for the services provided. In addition, the City shall pay an additional amount of not more than Two Thousand Dollars each month in full compensation for the provision of CONSULTANT's employees that will be utilized in providing the management services. Said amount shall include wages, salaries, 1 2006-229 workmen's compensation insurance, payment of social security and other taxes, and all other compensation, or other obligations due and owing CONSULTANT's employees. b. No other expenditures made by CONSULTANT shall be reimbursed by CITY without the prior written approval of the Mayor. 3. TERM; SEVERABILITY. The term of this Agreement shall be for a period of ninety (90) days only, commencing s-r 'Si on June , , 2006, and terminating on September L, 2006, unless previously modified, amended, or cancelled by the written mutual consent of the parties. This Agreement may be terminated at any time by thirty (30) days written notice by either party. The terms of this Agreement shall remain in force unless mutually amended. The parties agree to meet and confer on the possibility of entering into agreement to provide further services following the termination of this Agreement. 4. INDEMNITY. CONSULTANT shall indemnify, defend and hold harmless the CITY, its officers, employees and agents (including, without limitation, reasonable costs of defense and reasonable attorney's fees) arising out of or related to CITY'S performance of this Agreement, except that such duty to indemnify, defend and hold harmless shall not apply where injury to person or property is caused by CITY'S willful misconduct or negligence. CITY shall indemnify, defend and hold harmless the CONSULTANT, its officers, employees and agents (including, without limitation, reasonable costs of defense and reasonable attorney's fees) arising out of or related to CONSULTANT's performance of this Agreement, except that such duty to indemnify, defend and hold harmless shall not apply where injury to person or property is caused by CONSULTANT's willful misconduct or negligence. The costs, salary and 2 2006-229 expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this paragraph. 5. INSURANCE. While not restricting or limiting the forgoing, during the term of this Agreement, CONSULTANT shall maintain in effect policies of comprehensive public, general and professional liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory worker's compensation coverage, and shall file copies of said policies with the CITY'S Risk Manager prior to undertaking any work under this Agreement. CITY shall be set forth as an additional named insured in each policy of insurance provided hereunder. The Certificate of Insurance furnished to the CITY shall require the insurer to notify CITY of any change or termination in the policy. 6. NON.DISCRlMINA TION. In the performance of this Agreement and in the hiring and recruitment of employees, CONSULT ANT shall not discriminate on the basis of race, creed, color, religion, sex, physical handicap, ethnic background or country of origin. 7. INDEPENDENT CONTRACTOR. CONSULTANT shall perform work tasks provided by this Agreement but for all intents and purposes CONSULT ANT shall be an independent contractor and not an agent or employee of the CITY. 8. NOTICE. Any notice to be given pursuant to this Agreement shall be deposited with the United Postal Service, postage prepaid and addressed as follows: TO THE CITY: City Manager's Office 300 North "D" Street San Bernardino, CA 92418 3 2006-229 Facsimile (909) 384-5138 TO THE CONSULTANT: Bernard Towers Coast Soccer League 924 East Champman A venue Orange, CA 92866 9. ATTORNEYS' FEES In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions or provisions hereof. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the City shall be considered as "attorneys' fees" for the purposes of this paragraph. 10. ASSIGNMENT CONSULTANT shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of the CONSULTANT's interest in this Agreement without CITY's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for the termination of this Agreement. Regardless of CITY's consent, no subletting or assignment shall release CONSULTANT of CONSULTANT's obligation to perform all other obligations to be performed by CONSULT ANT hereunder for the term of this agreement. 11. GOVERNING LAW This Agreement shall be governed by and construed and interpreted in accordance with the laws of the State of California without regard to principles of conflicts of law. 4 2006-229 12. VENUE The parties hereto agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated either in the State courts located in the County of San Bernardino, State of California or the U.S. District Court for the Central District of California The aforementioned choice of venue is intended by the parties to be the mandatory and not permissive in nature. IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date first above written. t<.- Date: JU~ 1J'1 ,2006 Coast Socc League B=~dTo ~'" ~ -- Date: June ~i 2006 City of San Bernardino ~~ By: Pa ck J. Morris, ayor ATTEST: ~ C1tvJu Rachel Clark, City Clerk ~~~~KJ1p~ APPROVED AS TO FORM: James F. Penman, City Attorney 5 , ~ . 2006-229 Exhibit "A" During the term of this Agreement, Consultant shall have the following rights, duties and responsibilities: A. Consultant shall have full control of all aspects of the managerial operations of the Complex as set forth in this Agreement, except for parking, including, but not limited to, the selection of concessionaires. B. Consultant to negotiate contracts with Complex users and potential users, subject to review and written approval by City. C. Consultant shall retain the services of Complex managers/administrators. Said administrators shall be employees of Consultant and will be compensated by Consultant. Consultant assumes all risk for its employees. D. Consultant shall engage the services of independent contractor to perform services not provided by the City. E. Consultant shall market and negotiate the Complex for future events, subject to the approval of the City or its authorized representative. F. Consultant shall have the right to make improvements to the Complex, its fields, buildings and equipment after obtaining written approval from City to do so. City shall not unreasonably withhold said approval, if such improvements are in the best interests of the City. . 2006-229 Exhibit "B" During the term of this Agreement, City shall have the following rights, duties and responsibilities: 1. City shall receive and be entitled to all fees including parking, concession and tournament fees. City, with the consent of Consultant, shall devise a procedure whereby City shall collect all parking fees, concession revenues, and usage fees during the duration of this Agreement. The City may, at its sole discretion, increase the amount of parking fees. 2. City shall provide landscape and maintenance services, maintenance of buildings and grounds, and other related services.