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HomeMy WebLinkAboutR-2000-052 License Agreement with Allied Arts Council of Yakima Valley for the Millennium Plaza Project.RESOLUTION NO. R-2000- 52 A RESOLUTION authorizing and directing the City Manager of the City of Yakima to execute a License Agreement with the Allied Arts Council of Yakima Valley for the Millennium Plaza Project. WHEREAS, the Allied Arts Council of Yakima Valley has requested a license agreement for City property for the construction, operation, maintenance, and repair of the Millennium Plaza Project; and WHEREAS, the City Council deems it to be in the best interest of the City of Yakima to authorize execution of a License Agreement with Allied Arts Council of Yakima Valley for the construction, operation, maintenance, and repair of the Millennium Plaza Project in accordance with the terms and conditions of the attached Agreement, now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager of. the City of Yakima is hereby authorized and directed to execute the attached and incorporated Millennium Plaza Project License Agreement with Allied Arts Council of Yakima Valley. ADOPTED BY THE CITY COUNCIL this 16th day of May, 2000. ATTEST: 7 )C w .>J1 City Clerk (1k)res/Millennium Plaza/rip • • MILLENNIUM PLAZA PROJECT LICENSE AGREEMENT THIS AGREEMENT is made this day of , 2000, by and between the City of Yakima, a Washington municipal corporation, hereinafter referred to as "CITY" and ALLIED ARTS COUNCIL OF YAKIMA VALLEY, a Washington non-profit corporation, hereinafter referred to as "LICENSEE." • In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows: 1. Grant of License. The CITY hereby grants to LICENSEE a license to use, subject to all of the terms and conditions of this Agreement, the following -described real property located in Yakima County, Washington, to -wit: The North 87 feet of the South 183 feet of the East 81 feet of Block 51, Town of North Yakima, now Yakima, according to the Plat thereof recorded in Volume A of Plats, page 10, and re-recorded in Volume E of Plats, page 1, records of Yakima County, Washington. The above-described real property shall be used by LICENSEE for the construction, operation, maintenance, and repair of the Millennium Plaza Project in accordance with the plans and specifications attached hereto as Exhibit "A". 2. No Payment Required. This license is given to LICENSEE in consideration of the mutual promises and covenants contained in the Agreement, including the public benefits to be obtained through the construction and operation of the Millennium Plaza Project, with no monetary consideration. 3. CITY'S Title. LICENSEE acknowledges the legal fee title of the CITY to the above-described real property and agrees never to deny such title or to claim title in LICENSEE's name. LICENSEE expressly agrees that it does not and shall not claim at any time any interest or estate of any kind or extent whatsoever in the above-described real property of the CITY, by virtue of the rights granted under this License Agreement, LICENSEE's occupancy or use under this Agreement, or any other basis. Page 1 (Ik)agr/I cense/millennium project/rp 4. Conditions on Operations. This License Agreement is subject to the following conditions throughout the term of the Agreement: a. The Millennium Plaza Project and associated improvements shall at all times be devoted exclusively to public use and purposes and shall be open to all members of the public without any costs or restrictions whatsoever, except as conditioned or limited by action of the Yakima City Council or duly issued order of the Yakima City Manager, or his or her designee. b. There shall be no significant reduction in the number of parking spaces in the adjoining parking lot. c. There shall be no significant impairment in the function and use of the adjoining parking lot for parking purposes. d. During the performance of this License Agreement, LICENSEE shall not discriminate on the basis of race, age, color, sex, religion, national origin, creed, marital status, political affiliation, and/or the presence of any sensory, mental, or physical disability in violation of any applicable federal, state, or local law. Without limiting the foregoing prohibitions against discrimination, LICENSEE shall at all times comply with the Americans with Disabilities Act of 1990, 42 U. S. C. § 12101, et seq. (ADA) and its implementing regulations, and Washington State's law against discrimination as codified in RCW Chapter 49.60 and its implementing regulations. e. LICENSEE shall at all times provide the CITY with advance written notification of all art forms and exhibitions and the process for selection thereof. The CITY may, in its sole and absolute discretion, determine whether any art forms and exhibitions are acceptable and/or appropriate. LICENSEE shall not permit any obscene or indecent art forms or exhibitions to be placed or maintained on the real property described in Section 1 above. f. All construction and maintenance activities are subject to CITY permitting and scheduling approvals. g. LICENSEE shall submit to the CITY a written Maintenance Program for the long-term maintenance and upkeep of the Millennium Plaza, and shall provide the CITY with annual reports regarding the maintenance and operation of the Millennium Plaza. LICENSEE shall, at LICENSEE'S sole cost and expense, be responsible for all necessary maintenance and upkeep of the Millennium Plaza, to the satisfaction of the City, so long as this Agreement continues in effect. Page 2 (Ik)agr/license/millennium protect/rp 5: Insurance Provided by LICENSEE. a. Commercial Liability Insurance. On or before the effective date of this Agreement, LICENSEE shall provide the CITY with a certificate of insurance as proof of commercial liability insurance, with a combined single limit for bodily injury and property damage claims in the amount of Two Million Dollars ($2,000,000.00). The certificate of insurance shall clearly state who the insurer is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect (any statement in the certificate to the effect of "this certificate is issued as a matter of information only and confers no right upon the certificate holder" shall be deleted). Said policy shall be in effect for the duration of this Agreement. The policy shall name the CITY, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the CITY thirty (30) calendar days prior written notice . (any language in the clause to the effect of 'but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initialed by the insurance agent). The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. The LICENSEE shall also provide the CITY with a true and correct copy of the said insurance policy on or before the effective date of this Agreement. Further, LICENSEE shall require all contractors and subcontractors to carry commercial liability insurance at the same coverages as specified in this paragraph, and the CITY shall be provided certificates of insurance as proof of said contractor/subcontractor commercial liability insurance policies. b. Directors and Officers Liability Insurance. The LICENSEE shall obtain a Directors and Officers Liability insurance policy with a minimum limit of One Million Dollars ($1,000,000.00) and a maximum retention of Ten Thousand Dollars ($10,000.00). On or before the effective date of this Agreement, the LICENSEE shall provide the CITY with a true and correct copy of said insurance policy. The definition of insured under said policy shall include the LICENSEE, its individual directors, officers, trustees, employees, and volunteers. Said policy shall have a retroactive date on or before the effective date of this Agreement. Coverage under said policy shall remain in full force and effect for a three (3) year period after the expiration/termination date of this Agreement with the same retroactive, date either through renewal policies or "tail" coverage on the current policy. Page 3 (Iklagr/license/millennium protect/rp c. Commercial Automobile Liability Insurance. On or before the effective date of this Agreement, LICENSEE shall provide the CITY with a certificate of insurance as proof of commercial automobile liability insurance, for all owned, hired, and non -owned vehicles, with a combined single limit for bodily injury and property damage claims in the amount of One Million Dollars ($1,000,000.00). The certificate shall clearly state who the insurer is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect (any statement in the certificate to the effect of "this certificate is issued as a matter of information only and confers no right upon the certificate holder" shall be deleted). Said policy shall be in effect for the duration of this Agreement. The policy shall name the CITY, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the CITY thirty (30) calendar days prior written notice (any language in the clause to the effect of "but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initialed by the insurance agent). The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. d. Workers' Compensation. The LICENSEE agrees to pay all premiums provided for by the Workman's Compensation Act of the State of Washington. Evidence of the LICENSEE's workers' compensation coverage will be furnished to the CITY. The LICENSEE holds the CITY harmless for any injury or death to the LICENSEE's employees while performing this contract. 6. Status of LICENSEE. The LICENSEE and the CITY understand and expressly agree that the LICENSEE is an independent contractor in the performance of each and every part of this Agreement. LICENSEE and its employees and volunteers shall make no claim of CITY employment nor shall claim any related employment benefits, social security, and/or retirement. 7. Compliance with All Laws. The LICENSEE shall perform all services required pursuant to this Agreement in compliance with applicable federal, state, and local ordinances, codes, regulations, statutes, and laws. 8. Indemnification. LICENSEE shall protect, defend, indemnify, and hold the CITY, and its agents and employees, harmless from and against any and all claims, lawsuits, damages, expenses, and liabilities (including reasonable attorneys' fees and Page 4 (Ik)agr/license/millennium prosect/rp 0 O • • • disbursements) for personal injuries, property damage, or for loss of life or property resulting therefrom, which in any way arise from or are connected to or related to the condition or use of the real property covered by this License Agreement during any phase of construction activities. 9. Termination. This Agreement shall continue in force unless or until terminated by any of the parties to this Agreement giving written notice to the other party of intention to so terminate. Such Notice of Termination shall be given to the other party not less than thirty (30) days prior to the date specified in such notice for the date of termination, and such termination may be with or without cause at the sole discretion of the party giving notice of termination. This Agreement shall absolutely end on the giving of such notice. 10. Notices. Any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by registered or certified mail, postage prepaid, if sent to the party, or hand delivered to the party, at the following addresses: _ CITY LICENSEE City of Yakima Attn: Dick Zais, City Manager City Hall. 129 North 2nd Street Yakima, WA 98901 Allied Arts Council of Yakima Valley Attn: Elizabeth Herris-Miller Executive Director 5000 West Lincoln Yakima, WA 98908 11. Assignment or Sublicense. No assignment or other transferof the license granted under this Agreement, or any interest in such license, and no sublicense for any purpose shall be made or granted by LICENSEE without the express, prior, and written consent of the CITY. 12. Entire Agreement. This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind Page 5 (Ik)agr/license/millennmm project/rp preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this . Agreement. Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if evidenced in writing signed by each party or an authorized representative of each party. IN WITNESS WHEREOF, each party to this Agreement has caused it to be executed at Yakima, Washington on the date indicated below. CITY OF YAKIMA ALLIED ARTS COUNCIL OF YAKIMA VALLEY By: By: R. A. Zais, Jr. President City Manager Date: Date: ATTEST: City Clerk Page 6 (Ik)agr/license/millennium protect/rp • „ACORDM CERTIFICATE OF LIABILITY INSURANCE 05/22/2001 PRODUCER (509)965-2090 FAX (509)966-3454 Conover Insurance, Inc. 125 N. 50th Ave. P.O. Box 10088 Yakima, WA 98909-1088 POLICY NUMBER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURED Al l i ed” Arts Council of the Yakima Valley, 5000 West Lincoln Avenue Yakima, 'WA 98908 Inc. INSURER A: American States Ins. Co. INSURER B: INSURER C: INSURER D. INSURER E: ,.,IJ v u n n,a I -..i THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NSR LTR TYPE OF INSURANCE POLICY NUMBER EFFECTIVE DATE (MM/DD/YY) POLICY EXPIRATION DATE (MM/DD/YY) LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X, COMMERCIAL GENERAL LIABILITY 02CC083009 02/28/2001 02/28/2002 FIRE DAMAGE (Any one fire) $ 200,000 MED EXP (Any one person) $ 10,000 CLAIMS MADE X OCCUR PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: —I POLICY r MI-- LOC JEC AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ ... PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS LIABILITY EACH OCCURRENCE $ AGGREGATE $ OCCUR CLAIMS MADE $ DEDUCTIBLE RETENTION $ $ $ WORKERS EMPLOYERS' COMPENSATION AND LIABILITY WC STATU- OTH- TORY LIMITS ER E.L. EACH ACCIDENT y E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS CERTIFICATE HOLDER IS NAMED AS ADDITIONAL INSURED AS RESPECTS THE YAKIMA MILLINIUM PLAZA. l_Gn1II-I'_n l...... • I I nvv.,.vi.'.�...ay..�.., ........ .._..--..—. CITY OF YAKIMA, IT OFFICES, EMPLOYEES AND AGENTS ATTN • BILL COOK 200 SOUTH 3RD STREET YAKIMA, WA 98901 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE Randy LaRiviere/SHELLE �� nArnon rnonnDATInM 1ORR ACORD 25-S (7/97) J CoN17701:7- /Vv. parkins City•aki:na Mosaic of Digital Orthophotography flown 03/12/94 W. Scale - lin = 60ft 0 •0 0 30 60 Created: May 10, 2000 • • • BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No.: For Meeting of: May 16, 2000 ITEM TITLE: Consideration of a Resolution Executing a License Agreement with Allied Arts Council of Yakima County for the Millennium Plaza Project. SUBMITTED BY: ilhaneCook, Director of Community and Economic Development CONTACT PERSON/TELEPHONE: SUMMARY EXPLANATION At the February 15, 2000, Council meeting, Allied Arts Council of the Yakima Valley submitted a request to Council to authorize development of a formal proposal to construct and maintain a public plaza within the boundaries of City parking lot #2 on South 3rd Street. This request was accompanied with a letter of endorsement from the Downtown Area Redevelopment Committee (DARC) representing the Parking and Business Improvement Area (PBIA) that provided funding for the construction and continues to finance the maintenance of this and four other public parking lots in the downtown area. Included in the Allied Arts request to Council were two commitments: 1) the plaza would not reduce the number of parking spaces within the lot, and 2) the construction and long term maintenance of the plaza would not require any local City funds (currently estimated at $750,000). With Council's support in February, Allied Arts has proceeded with efforts to design and finance this project with an understanding that Council reserved the right to give final approval for the Millennium Plaza through a License Agreement between the City and allied Arts (see attached). During the intervening time, the following has been accomplished: • Two public meetings to receive comment on the proposed plaza. (see attached notes) • Initial fund raising efforts totaling $193,000. Please note the public fund raising campaign will not begin until Council approves a License Agreement. • Formal call to the community for words, objects or ideas that should be incorporated into the plaza • Negotiation of the attached License Agreement Continued on next page Resolution X Ordinance Contract Other Specify Funding Source: APPROVAL FOR SUBMITTAL: City Manager STAFF RECOMMENDATION: Approve Resolution BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: The design of the proposed project has raised certain concerns within the community. Principal among those concerns is: 1) The plaza should not be located within a public parking lot because parking is already a problem and there is a need for more public parking, and 2) Circulation into and within the parking lot will be compromised by the addition of the plaza. Every effort has been made to address these issues including the proposed addition of a new driveway entrance off of 3rd Street and reconfigured stripping within the entire lot to improve internal circulation. The proposed plan has been reviewed by Police, Fire and Engineering and their suggestions have been incorporated into the current design. With your approval of this License Agreement, Allied Arts will formally initiate a public funding campaign and continue the public process to select artifacts and pieces of art to place in the plaza representing the history, celebrating the present and anticipating the future of Yakima and the Yakima Valley. This agreement continues the original commitments of 1) no reduction in existing parking and, 2) no local city funds to be spent for construction or long term maintenance. Please note the agreement on page 1 references plans and specifications as Attachment A. This attachment will be delivered to you under separate cover on Monday, May 15, 2000. 0 CONTRACTS Contract Title Millenium Plaza Project License Agreement Contracting Party Allied Arts Council of Yakima Valley Purpose Grant use of property located in Parking Lot 2 for Millenium Plaza Originating Division COMMUNITY DEVELOPMENT Staff Liaison Bill Cook Amendments Replaced by 2000-68 Effective Date 5/16/2000 5-16-2000 Expiration Date Ongoing Dollar Amount -$40.00 C-00-40 ID 2000-42 Resolution ID R-2000-52 File Location Comments This contract was never signed and was replaced by 2000-68 (all information is together in 2000-68 location)