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HomeMy WebLinkAboutR-2013-032 Recreational Trails Promotion & Development Master Agreement with Cowiche Canyon ConservancyRESOLUTION NO. R- 2013 -032 A RESOLUTION authorizing and directing the City Manager of the City of Yakima to execute a Master Agreement between the City of Yakima and the Cowiche Canyon Conservancy for promotion and development of recreational trails and trail facilities WHEREAS, the City of Yakima (hereafter called "City ") is a municipal corporation duly formed and existing under the laws of the State of Washington with City Hall located at 129 North Second Street, Yakima, Washington 98901; and WHEREAS, the Parks and Recreation Division of the Department of Public Works for the City of Yakima owns, operates and maintains an extensive parks system and conducts a substantial recreation program; and WHEREAS, Cowiche Canyon Conservancy is duly formed and existing as a nonprofit corporation under the laws of the State of Washington; and WHEREAS, a citizen survey was conducted in 2012 identifying walking and hiking opportunities as a highly valued activity and walkways, pathways and trails are what people want in Yakima; and WHEREAS, the City and the Cowiche Canyon Conservancy recognize long -range efforts for recreational trail development are necessary and have mutual interest and the willingness to cooperatively promote and pursue recreational trail development; and WHEREAS, it is in the best interest of the City of Yakima to execute 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 herby authorized and directed to execute the attached and incorporated "Master Agreement between the City of Yakima and Cowiche Canyon Conservancy for Promotion and Development of Recreational Trails." ADOPTED BY THE CITY COUNCIL this 5th day of March, 2013. .l Micah Cawley, ayor ATTEST: MASTER AGREEMENT BETWEEN THE CITY OF YAKIMA AND COWICHE CANYON CONSERVANCY FOR PROMOTION AND DEVELOPMENT OF RECREATIONAL TRAILS THIS MASTER AGREEMENT is entered into by and between the City of Yakima and Cowiche Canyon Conservancy for the promotion and development of recreational trails and trail facilities, as set forth below. I. RECITALS A. City of Yakima (hereafter called "City ") is a municipal corporation of the State of Washington with City Hall located at 129 North 2nd Street, Yakima, Washington 98901. B. Cowiche Canyon Conservancy (hereafter called "Conservancy ") is a nonprofit corporation duly organized and existing under the laws of the State of Washington. C. The City and the Conservancy have worked cooperatively in the past to develop a trail from the urban center to unincorporated areas in the Cowiche Creek drainage area, and have a mutual interest in expanding public recreational opportunities in the Yakima area. This Master Agreement is an agreement to cooperatively pursue the goals listed below, and from time to time enter into separate specific agreements for the accomplishment of specific projects to promote such goals: 1. Work toward completion of a connected trail network through city - owned and private lands. 2. Based on each organization's unique resources and charters, continue to work together on short and long -term planning, development and promotion of trails, trailheads, trail connections, and related facilities to serve Yakima residents and visitors and promote economic development of the area. 3. Seek funding for use in constructing, maintaining, enhancing, and promoting these trails and facilities. 4. Such other programs, plans and projects as mutually agreed. D. City and Conservancy desire to enter into an agreement to accomplish these purposes, as set forth herein and below. 1 II. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants, conditions and promises herein, and for the mutual benefit to the parties hereto, the parties agree as follows: 1. Authority. City and Conservancy have authority to enter into this agreement pursuant to RCW 35.21.703 for the purposes of promoting economic development and tourism, and pursuant to City powers in RCW 36.34.340 to develop parks and recreational facilities. Pedestrian and bicycle facilities are integral to a balanced transportation and recreational system and play a key role in promoting healthy communities that support physical activity. 2. Scope of Agreement — Goals City and Conservancy will cooperate to achieve the following goals A. Promote Outdoor Recreation. City and Conservancy will cooperate to develop ways and means to promote outdoor recreation and use of recreational trails, including but not limited to, development of educational events, written materials, advertising, and partnerships with other agencies. B. Plan for connecting existing urban and ex -urban trail systems. C. Identify Trail System Improvements. City and Conservancy will cooperate to. (a) identify and map existing recreational trails, trail heads, trail connectors and related facilities; (b) identify and document potential extensions of recreational trails, creation of trail heads, trail connectors and related facilities and other trail network improvements; (c) identify locations for informational kiosks and signage within the trail network, and provide recommendations for the content of such information and signage. D. Research and Reports. City and Conservancy will cooperate in the review of land records, environmental records and related documentation concerning the existing trail network and any extensions or improvements of such network, together with applicable federal, state and local laws and regulations applicable to such network and /or network improvements. City and Conservancy may jointly or individually prepare reports concerning such research. Original reports shall remain the property of the party generating such reports, but each party shall provide the other party at least one copy of any report formally issued to further the purposes of this agreement. All reports and supporting 2 documents shall be considered public records, and shall be subject to the provisions of the Washington State Public Records Act, Chapter 42.56 RCW. E. Identification of Funding Sources. City and Conservancy will cooperate to identify appropriate funding sources, strategies and opportunities for the development, maintenance and'enhancement of the recreational network. F. Recommendation and Approval of Projects. City and Conservancy may jointly recommend specific projects for approval and funding; provided, however, that final approval and funding of any project involving City funds, or any project in which the City is the recipient of grant funds, loan funds or funds provided by any local, state or federal governmental agency, shall be vested solely in the City. Notwithstanding the above, nothing in this agreement shall be construed to limit the ability, power or authority of either party to seek, obtain and approve funding for enhancement, improvement, maintenance or development of the recreational trail network, or any portion thereof, lying within the jurisdiction of such party. G. Preparation of Applications for Funding. City and Conservancy will cooperate in the preparation of jointly recommended applications, including but not limited to, grant applications to fund projects and programs promoting the uses and purposes of this agreement. H. Planning. City and Conservancy will cooperate in preparing reports necessary or appropriate to assist City in presenting recreational trail projects for review and approval by the City's community development department, planning commission and city council, as applicable. Conservancy will cooperate with City in preparing necessary and appropriate environmental review reports for any project jointly recommended. 3. Specific Projects — Execution of Addenda. In the event the parties identify specific projects and secure applicable funding, the parties shall enter into a written agreement, to be attached to and incorporated within this master agreement, addressing the following elements: (a) A specific description of the project; (b) The scope of work necessary or appropriate to accomplish the project; 9 (c) The source of funding for the project and designation of lead agency and /or recipient of applicable grant funds; (d) ' The rights and duties of each party pertaining to funding, planning and construction of the project; and operating and maintaining the completed project; (e) A description of assets acquired that are necessary or appropriate to complete the project, and to operate and maintain, the completed project, and designation of the owner of such assets; (f) A description of how the construction project is to be administered, with a designation of administrative duties, and a description of how the completed project is to be managed and administered; (g) Designation of the ownership of the completed project, together with designation of the party responsible for operation and maintenance; and (h) Any other item the parties deem necessary or appropriate to achieve the purposes of such specific project agreement and this master agreement. For each separate project, a separate agreement shall be executed and attached to this master agreement as an addendum. Upon execution and attachment, such separate addendum agreement shall be deemed to be incorporated herein and subject to the provisions of this master agreement. 4. Administration of Funding. City shall manage all funds allocated, collected, paid and received for jointly recommended projects funded pursuant to this agreement, and shall maintain such funds in an appropriate project account or accounts, to be expended by City to accomplish the purposes of this agreement. City shall manage such project account or accounts in accordance with its existing procedures and standards. City shall provide periodic reports or statements of account and. expenditure to Conservancy as requested. 6. Duration. The term of this agreement shall commence upon execution hereof and shall remain in effect for a period of ten (10) years unless the Agreement is terminated earlier by either party under Section 17 below. 7. Administration. This Agreement shall be administered by the City's Parks and Recreation Division. 8. Independent Contractor. Conservancy and the City understand and expressly agree that Conservancy is an independent contractor in the performance of each and every part of this agreement. Conservancy, as an M independent contractor, shall have the sole judgment of the means, mode or manner of the actual performance of work/services required under this agreement. Additionally, and as an independent contractor, Conservancy and its officials, employees, volunteers, agents and insurers shall make no claim of City employment nor shall claim against the City any related employment benefits, social security, and /or retirement. Nothing contained herein shall be interpreted as creating a relationship of servant, employee or agency between Conservancy and the City. 9. No Third Party Rights. This Agreement is entered into for the sole benefit of the parties. It shall confer no benefits or rights, direct or indirect, on any third parties. No person or entity other than the City and Conservancy may rely upon or enforce any provision of this Agreement. 10. Each Party Retains Responsibility. A. Each party hereto agrees to maintain responsibility and assume liability in the performance of this agreement for its own wrongful and /or negligent acts or omissions, and those of its officers, agents or employees to the fullest extent allowed by law. B. The provisions of this Section shall survive the termination or expiration of this Agreement. C. Nothing contained in this Section or this Agreement shall create a liability or a right of indemnification in any third party. 11. Nondiscrimination. During the performance of this Agreement, the parties shall not discriminate in violation of any applicable federal, state and /or local law or regulation on the basis of age, sex, race, creed, religion, color, national origin, marital status, disability, honorably discharged veteran or military status, pregnancy, sexual orientation, and any other classification protected under federal, state, or local law. This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision of services under this agreement. 12. Compliance With Law. The parties to this agreement shall comply with all applicable federal, state and local laws, rules and regulations in carrying out the terms and conditions of this Agreement. 13. No Insurance. It is understood the City does not maintain liability insurance for the Conservancy or its officers, employees, volunteers, contractors and subcontractors. It is understood the Conservancy does not maintain liability insurance for the City or its officers, employees, volunteers, contractors and subcontractors. E 14. Dispute Resolution. City and the Conservancy agree to meet to discuss any outstanding issues related to the development of the Improvements and the performance of this agreement in order to resolve any disputes through cooperation and negotiation. In the event any dispute cannot be resolved through cooperation and negotiation, the parties agree to submit such dispute to a mediator, mutually acceptable to both parties. Each party shall bear and pay its own expenses and costs of mediation, including attorneys' fees, and the parties will each pay one -half of the mediator's fee. If such dispute is not resolved through mediation, the parties may seek redress through any court with jurisdiction, and the substantially prevailing party therein shall be entitled to recover its costs of suit together with its reasonable attorneys' fees. 15. Integration — Agreement Supersedes and Replaces Previous Agreements. This agreement contains all of the terms and conditions agreed on by the parties. No other understandings, oral or otherwise, regarding the subject matter of this agreement, are deemed to exist or to bind either of the parties. This agreement supersedes and replaces all previous agreements between the parties. 16. Modifications. The parties may modify this agreement but no proposed changes or modifications shall have validity or become binding on either party unless such changes or modifications are in writing and executed by both parties. 17. Severability. A. If a court of competent jurisdiction holds any part, term or provision of this agreement illegal or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the agreement did not contain the particular provision held invalid. B. If any provision of this agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. 18. Termination — Effect of Termination. This agreement may be terminated by either party at any time by the delivery of a written notice of termination at least thirty (30) days prior to the effective date of termination. 19. Notices. Unless otherwise stated herein, all notices and demands are required in written form and sent to the parties at their addresses as follows: on TO: CITY OF YAKIMA Tony O'Rourke, City Manager (or successor) City of Yakima 129 North Second Street Yakima, WA 98901 TO: COWICHE CANYON CONSERVANCY Sara Cate, President (or successor) P.O. Box 877 302 North 3rd Street Yakima, WA 98907 Each party will advise the other of current name and address of the person to receive notice under this section. In the event the City is unable to contact the designated person to receive notice for Conservancy, the City may deliver notice to the corporation's registered agent of record. 20. Governing Law — Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Venue for any action arising out of the implementation, performance or breach of this Agreement shall lie in Yakima County, State of Washington. 21. Filing. Copies of this Agreement may be posted as permitted and filed with the City Clerk of Yakima and with any agency as required by law. CITY F YAKIM To O'R urke, City Manager 7- 6 - 1 _!2 Date Signed ATTEST: Sonya Cl4ar Ted—,City Clerk CITY CONTRAC T N / 4 RESOLUTION N0: - 02.). CO I HE CANYON CONSERVANCY e Sara Cate, President Date Signed s 7-n � g -B d Secretary � e Sig &d 7 BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. For Meeting of: March 5, 2013 ITEM TITLE: Resolution authorizing a Master Agreement with Cowiche Canyon Conservancy for Promotion and Development of Recreational Trails SUBMITTED BY: Chris Waarvick, Director of Public Works Ken Wilkinson, Parks and Recreation Manager CONTACT Ken Wilkinson, Parks and Recreation Manager, 575 -6020 PERSON /TELEPHONE: SUMMARY EXPLANATION: The citizen survey conducted in 2012 identified walking and hiking opportunities as a highly valued activity. Walkways, pathways and trails are what people want in our community. Submitted for City Council consideration is an agreement with Cowiche Canyon Conservancy to promote the concept of recreational trail development and trail facilities to provide expanded pathway and hiking outdoor recreational opportunities in the greater Yakima area. The development of recreational trails will support economic development, tourism, and physical activity for a healthy community. Resolution X Ordinance Other (specify) Contract: X Mail to: Contract Term: 10 Years - Amount: Expiration Date: 2023 (2013 - 2023) Insurance Required? No Funding Source: Phone: APPROVED FOR r, `" City Manager SUBMITTAL: STAFF RECOMMENDATION: Staff respectfully requests the City Council adopt the Resolution authorizing execution of the Master Agreement between the City of Yakima and Cowiche Canyon Conservancy for Promotion and Development of Recreational Trails. BOARD /COMMISSION RECOMMENDATION: The Parks and Recreation Commission has been given periodic updates at their monthly meetings and supports this request. 5 ATTACHMENTS: Click to download ❑ Resolution ❑ Master Agreement