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HomeMy WebLinkAbout2007-322 , f 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 2007-322 RESOLUTION OF THE MAYOR AND COMMON COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 1 TO MANAGEMENT AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND COAST SOCCER LEAGUE TO PROVIDE MANAGEMENT SERVICES AT THE SAN BERNARDINO SOCCER COMPLEX FOR THE DATES AUGUST 11-12 AND SEPTEMBER 1-3, 2007. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. The City Manager is hereby authorized execute Amendment No. 1 to Management Agreement between the City of San Bernardino and Coast Soccer League, a copy of which is attached hereto, marked Exhibit "A", and incorporated herein by this reference. SECTION 2. The authorization to execute the above referenced agreement IS rescinded if the parties to the agreement fail to execute it within thirty (30) days of the passage of this resolution. III III III III III III III III III III III 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION OF THE MAYOR AND COMMON COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO.1 TO MANAGEMENT AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO AND COAST SOCCER LEAGUE TO PROVIDE MANAGEMENT SERVICES AT THE SAN BERNARDINO SOCCER COMPLEX FOR THE DATES AUGUST 11-12 AND SEPTEMBER 1-3,2007. I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the City Manager and Common Council of the City of San Bernardino at aj oint regular meeting ,2007, by the following vote, to wit: thereof, held on the 6th day of August Council Members: AYES NAYS ESTRADA X BAXTER ----L- BRINKER ~ DERRY x KELLEY x JOHNSON X - MC CAMMACK ~ ABSTAIN ABSENT g...~ b. ~......l Rachel G. Clark, City Clerk City of San Bernardino The foregoing resolution is hereby approved this q,;.. _ day of Au~ust ,2007. atr' k J. Morris, Mayor 1 of San Bernardino Approved as to form: 2007-322 - . AMENDMENT NO. I TO MANAGEMENT AGREEMENT This AMENDMENT NO. I TO MANAGEMENT AGREEMENT is made and entered into this ~ 771- day of /2-yUS.r , 2007, by and between COAST SOCCER LEAGUE ("MANAGER") and the CITY OF S N BERNARDINO ("CITY"). WITNESSETH: A. WHEREAS, on May 7, 2007, the Mayor and Council of CITY approved a Management Agreement with MANAGER for management services at the San Bernardino Soccer Complex, and B. WHEREAS, MANAGER contracted with the CITY in the existing Management Agreement to ~ provide management services for the dates May 5-6, 12, 19-20,26-28, June 2-3, 23-26, Ail) 14- ~and September 8-9, 2007 for their annual soccer tournaments; and WHEREAS, MANAGER has requested a similar arrangeme~ ;~u~ manaup~9'"': Sel"{iCes.-1 for the additional dates of August 11-12, and er 1-3 ,oW of five addltlOnaf ~ days, and C. D. WHEREAS, the CITY is entitled to additional revenue from MANAGER from the additional dates granted by this Amendment No. I to the Management Agreement. NOW, THEREFORE, the parties hereto agree as follows: 1. The Management Agr~::'~; ~".. ",,,ou;pn<"tipn and Expenses, is hereby amende<1Jo..iB.luu~ paytl! T by MANAGER of an addit~ sum in the amountof$9,332. .- ~ " 2. The Agreement for Services, Section 3, Term of include the followin - ,and S to 7. 3. All other terms and conditions of the Agreement for Services shall remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties hereto have execute this Amendment No. I to Management Agreement on the day and date shown below. By: Date: ~-2-(- 07 Approved as to form: . _.c::~ -S-1"\ V- 0"'-'''"' <)~ ~ _~,~--r. L_ 1 MANAGEMENT AGREEMENT 2 This Agreement is entered into this _ day of May, 2007, by and between Bernard 3 Towers, President, Coast Soccer League ("MANAGER") and the City of San Bernardino ("CITY"). 4 ~TNESSETH: 5 WHEREAS, the Mayor and Common Council has determined that it is advantageous and 6 in the best interest of the CITY to engage a qualified person or entity to provide management 7 services to the San Bernardino Soccer Complex ("Complex") for events to occur in May, June, July 8 and September of2007; and 9 WHEREAS, MANAGER possesses the skills and ability to provide said services for the 10 CITY; 11 NOW, THEREFORE, the parties hereto agree as follows: 12 1. SCOPE OF SERVICES. 13 The CITY hereby engages the services of MANAGER to conduct management services to 14 the Complex as set forth in Exhibit "A," attached hereto, and incorporated herein by reference. 15 CITY shall have the rights, duties and obligations as set forth in Exhibit "B," attached hereto, and 16 incorporated herein by reference. 17 2. COMPENSATION AND EXPENSES. 18 a. MANAGER shall pay to CITY the sum of $48,250 to perform the management 19 services as set forth in Exhibit "AU, attached hereto, and incorporated herein by reference. 20 b. In consideration for the sum payed to CITY, MANAGER shall be entitled the revenue 21 derived from the Complex's parking facilities and from fees paid by concessionaires for the right to 22 sell food, beverages, novelties, apparel or similar items commonly sold at such events. 23 3. TERM; SEVERABILITY. 24 The services described in Exhibit "AU shall be provided on the weekends of May 5-6, 12, 19- 25 20, 26-28, and June 2-3, 23-26, and July 14-15, and Septeq\ber 8-9, 2007 unless previously 26 modified, amended, or cancelled by the written mutual consent of the parties. 27 This Agreement may be terminated at any time by the CITY. City shall give notice as 28 provided in Section 9 of this Agreement. F:\ROTlllPARXS 8< REClCoo" Soccer Leasue\Management Agrmt#2.wpd Page I I 4. INDEMNITY. 2 MANAGER agrees to indemnify and hold hannless the CITY, its officers, agents, and 3 volunteers from any and all claims, actions, or losses, damages andlor liability resulting from 4 MANAGER's acts or omissions arising from the MANAGER's perfonnance ofits obligations under 5 the Agreement. 6 S. INSURANCE. 7 While not restricting or limiting the forgoing, during the tenn of this Agreement, S MANAGER shall maintain in effect policies of comprehensive public, general and professional 9 liability insurance, in the amount of $1,000,000.00 combined single limit, and statutory worker's 10 compensation coverage, and shall file copies of said policies with the CITY's Risk Manager prior 11 to undertaking any work under this Agreement. CITY shall be set forth as an additional named 12 insured in each policy of insurance provided hereunder. The Certificate of Insurance furnished to 13 the CITY shall require the insurer to notify CITY of any change or termination in the policy. 14 6. NON-DISCRIMINATION. 15 In the perfonnance of this Agreement and in the hiring and recruitment of employees, 16 MANAGER shall not discriminate on the basis of race, religious creed, color, national origin, 17 ancestry, physical disability, mental disability, medical condition, marital status, sex, age, or sexual I S orientation. 19 7. INDEPENDENT CONTRACTOR. 20 MANAGER shall perform work taSks provided by this Agreement, but for all intents and 21 purposes MANAGER shall be an independent contractor and not an agent or employee of the CITY. 22 MANAGER shall secure, at its expense, and be responsible for any and all payment of Income Tax, 23 Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other 24 payroll deductions for MANAGER and its officers, agents, and employees, and all business licenses, 25 if any are required, in connection with the services to be perfol'\,lled hereunder. 26 8. BUSINESS REGISTRATION CERTlFlCATE AND OTHER REQUIREMENTS. 27 MANAGER warrants it possesses, or shall obtain, and maintain during the term of this 28 Agreement a business registration certificate pursuant to Title 5 of the City of San Bernardino F:\ROTHIPARXS &: REC\Coaol Soccer wsuclMan_t Asnn1#2. wpd Pase 2 I Municipal Code, and any other licenses, permits, qualifications. insurance and approvals of what ever 2 nature that are legally required of MANAGER to practice its profession. skill or business. All 3 subcontractors. concessionaires, or other service providers shall obtain a business license issued by 4 the City and seller's and/or resale permits issued by the California State Board of Equalization if 5 required by the applicable law. 6 9, NOTICES. 7 Any notice to be given pursuant to this Agreement shall be deposited with the United States 8 Postal Service, postage prepaid and addressed as follows: 9 TO THE CITY: 10 11 12 TO THE MANAGER: 13 14 City Manager's Office 300 North "D" Street San Bernardino. CA 92418 Facsimile: (909) 384-5138 Bernard Towers Coast Soccer League 924 E. Chapman Ave. Orange. CA 92866 Facsimile: (714) 771-2537 15 10. ATTORNEYS' FEES. 16 In the event that litigation is brought by any party in connection with this Agreement, the 17 prevailing party shall be entitled to recover from t,he opposing party all costs and expenses, including 18 reasonable attorneys' fees. incurred by the prevailing party in the exercise of any of its rights or 19 remedies hereunder or the enforcement of any of the terms. conditions or provisions hereof. The 20 costs. salary and expenses of the City Attorney and members of his office in enforcing this 21 Agreement on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this 22 paragraph. 23 11, 24 25 26 27 28 PROHIBITION AGAINST TRANSFERS. A. Neither the City nor the MANAGER shall assign, sublease. hypothecate. or transfer this Agreement, or any interest therein, directly. or indirectly by operstion of law without the prior written consent of the other party. Any attempt to do so without the prior written consent of the other party shall be null and void. and any assignee. sublessee, hypothecate or transferee shall acquire no right or interest by reason of F:\ROTH\PARKS &. Rf.CICOO5t Soccer l.ea&u'lManagcmcn. AsnnI#2.wpd Popl I such attempted assignment, hypothecation, or transfer. 2 B. The sale, assignment, transfer, or other disposition of any ownership or partnership 3 interest which shall result in changing the control of the MANAGER, shall be 4 deemed an assignment of this Agreement. 5 12. VENUE. 6 The parties hereto agree that all actions or proceedings arising in connection with this 7 Agreement shall be filed either in the State courts located in the County of San Bernardino, State of 8 California or the U.S. District Court for the Central District of California, Riverside Division. The 9 aforementioned choice of venue is intended by the parties to be the mandatory and not permissive 10 in nature. 11 13. GOVERNING LAW. 12 This Agreement shall be governed by and construed and interpreted in accordance with the 13 laws of the State of California without regard to principles of conflicts oflaws. 14 14. SUCCESSORS AND ASSIGNS. IS This Agreement shall be binding on and inure to the benefit of the parties to this Agreement 16 and their respective heirs, representatives, successors, and assigns. 17 15. HEADINGS. 18 The subject headings of the sections of this Agreement are included for the purposes of 19 convenience only and shall not affect the construction or the interpretation of any of its provisions. 20 16. ENTIRE AGREEMENT; MODIFICATION. 21 This Agreement constitutes the entire agreement and the understanding between the parties, 22 and supercedes any prior agreements and understandings relating to the subject manner of this 23 Agreement. This Agreement may be modified or amended only by a written instrument executed 24 by all parties to this Agreement. 25 11/ 26 11/ 27 III 28 III F,\ROl1i\PARKS & REC\Cout SlICeer w...lManapmont ApmtN2.wpd Page 4 I' I IN WITNESS TIIEREOF, the parties hereto have executed this Agreement on the day and 2 date set forth below. 3 Dated: January 4 5 6 7 Dated: January 8 9 ,2007 COAST SOCCER LEAGUE By: Bernard Towers, President ,2007 CITY OF SAN BERNARDINO By: Fred Wilson, City Manager L.lJU/-JI Exhibit" A" During the term of this Agreement. Manager shall have the follov.'ing rights. duties and responsibilities under this Agreement: A. Manager shall have full control of all aspects of the managerial operations of the Complex as set forth in this Agreement. excepting those duties and obligations specifically required to be performed by City. B. Manager shall retain employees andlor independent contractors. including food concessionaires. to perform the services required by this Agreement. Such services include. but are not limited to the following: a. The (a)'out and striping ofthe soccer fields in accordance with standards and practices accepted in the industry and acceptable to City. b. The cleaning of all reslrooms at the Complex 10 standards acceptable to the City. c. The cleaning of the parking facilities and surrounding areas to standards acceptable to the City d. The cleaning of the common areas of the Complex to standard acceptable 10 the City. C. All employees retained by Manager shall be employees of Manager. not of City. and shall be compensated by Manager for wages and benefits under the terms and conditions agreed to by Manager. Said employees and independent contractors shall have the same status and responsibilities of Manager as set forth in Paragraph 7 of this Agreement. and shall have no redress against City for the failure of Manager to provide wages or benefits. or any other compensation of any kind owed by Manager. D, Manager shall reimburse the City for all costs. including wages and benefits, of the City employees who shall open and close the Complex dil the dates set forth in paragraph 3 of this Agreement. 2007-37 Exhibit "B" During the term of this Agreement. City shall have the following rights. duties and responsibilities: A City shall provide landscape and maintenance services for the Comptex. maintenance of buildings, structures, common areas and parking facilities. B. City shall manage and supervise all City employees employed at the Complex. including those employees who shall open and close the Complex at times agreed to by the parties. In the event of disagreement as to the schedule, the time of opening and closing the Complex shall be detennined by the City, without redress by Manager.