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HomeMy WebLinkAboutEric Bruntjen dba Footbridge Farm - Revocable License AgreementREVOCABLE LICENSE AGREEMENT BETWEEN THE CITY OF YAKIMA AND ERIC BRUNTJEN D/B/A FOOTBRIDGE FARMS THIS LICENSE AGREEMENT (hereinafter "Agreement") is made and entered into by and between the City of Yakima, a Washington municipal corporation (hereafter the "City"), and the Eric Bruntjen, d/b/a Footbridge Farm (hereinafter "Footbridge"). WHEREAS, the City owns Yakima County Assessor's parcel number 18131622412 ("the property") that is intended to be utilized for a portion of the William O. Douglas Trail system; the trail associated with this particular parcel has not yet been developed; and WHEREAS, the property was planted with bunch grass as a means of preserving the parcel in a somewhat natural state as part of the trail when constructed; since being planted cheat grass has begun to overtake the bunch grass and is a far less desirable plant base than bunch grass, aesthetically and biologically; and WHEREAS, Footbridge owns a number of Iambs that could be pastured on the portion of the property that has become overgrown with cheat grass and the lambs would eat the cheat grass thereby destroying its ability to re -seed itself, while not permanently harming the bunch grass that will re -grow from the base up, thus assisting the City with the desired outcome of eradicating the cheat grass from the property; and WHEREAS, Footbridge would only allow the Iambs to graze the portion of the property that is supporting the cheat grass presently and will remove the Iambs when the cheat grass had been grazed down, thereby avoiding harm to the bunch grass growth; and WHEREAS, the City would benefit from the controlled grazing that would eliminate a majority of the cheat grass growing on the property and Footbridge would benefit from the no cost grazing privileges during the period grazing was necessary and permitted to control the cheat grass growth; NOW, THEREFORE, in consideration of the mutual covenants, promises, terms and conditions set forth herein, it is agreed by and between the City and Footbridge as follows: Section 1. License to Use Property for Limited Controlled Grazing— Non -Exclusive Licensed Location — Limitation. A. License and Location. In consideration of the benefits provided by Footbridge to the City in controlled grazing on the specified portions of the property identified as parcel 18131622412 by Footbridge Iambs to graze areas where cheat grass has begun growing on the property, thus reducing the presence of an undesirable vegetation on the property that will be developed into a portion of the William O. Douglas Trail system in the future the City grants Footbridge a Revocable License to utilize specified areas of the property where cheat grass growth exists for grazing Iambs. The revocable license described above is non-exclusive to Footbridge and allows Footbridge to graze his Iambs on the property, said grazing to be permitted only until such time as the majority of the cheat grass has been reduced by the Iambs, or the City terminates the licensed use, whichever first occurs. This non-exclusive Revocable License is necessary and appropriate to facilitate Footbridge's reduction of the cheat grass on the property and to prevent its continued spread, which threatens the recently re-established bunch grass planted on the property. 1 B. Limitation of License. Notwithstanding the Revocable License issued herein, such License is subject to the right of the City to fully use and occupy the Licensed Property, in whole or in part, for its public purposes, including but not limited to its rights, powers and authority to use and occupy such property for development of the William O. Douglas Trail or for general public use. Footbridge's use of the property shall be carefully and adequately managed by use of temporary fencing and herd control to avoid over -grazing, animals escaping from the property to surrounding properties or public rights of way, to assure the grazing Iambs have sufficient water and to restrict the grazing presence to only those portions of the property where cheat grass is growing. The non-exclusive license shall continue until terminated according to the terms of this Agreement, but grazing rights shall be specifically permitted on the property only for the period of time necessary for the Iambs to reduce the cheat grass presence. At such time as the cheat grass has been reduced and/or the Iambs are damaging the desirable bunch grass growth the lambs shall be removed from the property. Section 2. Term. The term of this Agreement shall be two (2) years commencing upon full execution by the parties, and shall terminate at midnight on June 1, 2019, unless sooner terminated by either party in accordance with Section 17 of this Agreement. Section 3. City Right to Inspect. During all times relevant to this License Agreement the City shall have the right to enter upon the property to inspect the vegetation growth and to observe the success of the grazing to control the cheat grass development. If at any time it is determined that the grazing is doing undesirable harm to the preferred bunch grass development or that the lambs appear unhealthy or suffering from disease or infection the City may terminate the grazing permitted under this Agreement, or the Agreement itself, as the City deems most appropriate. Section 4. Use of City Property for Grazing Purposes. Obligations of Footbridge. Footbridge shall carefully control and monitor all grazing occurring on the property to assure the temporary enclosure provided by Footbridge restricts grazing only to those areas subject to cheat grass growth and is sufficient to contain the grazing lambs and prevent the animals from escaping to areas not permitted by this License Agreement. Footbridge shall be responsible for the health and safety of the lambs permitted to graze on the property, providing sufficient water for the animals and maintaining a sufficient enclosure to protect and control the lambs at all times. The Iambs shall not be permitted to damage any trees or shrubbery located on the property. Footbridge shall maintain the property where grazing is permitted and when the grazing opportunity has ended, either as a result of no further cheat grass remaining for grazing support or complete termination of the. Agreement, Footbridge shall 1) remove all of the Iambs and Lessee -supplied supporting equipment such as stock tanks from the property, 2) remove all traces of the temporary fencing, including fence posts, wire, fence panels, gates and other related materials, and 3) drag the grazed portion of the property to spread the manure to avoid unpleasant accumulation in any one particular area, undesirable odors or unwanted appearance. All conditions of property vacation set forth above shall be completed to the City's satisfaction no later than twenty (20) days after the periodic use or the Agreement, whichever applies at the time, is terminated. Section 5. Ownership of Licensed Property. City shall at all times during and after the effective term of this Agreement be deemed the owner of the Licensed Property. Such ownership shall attach to any and all improvements, fixtures or other utility infrastructure such 2 as irrigation systems, water lines, sewer lines and power lines that may be or become installed within the Licensed Property, as well as all vegetation and trees growing on the property. Section 6. Independent Contractor Status of CWMR. Footbridge and the City understand and expressly agree that Footbridge is an independent entity in the performance and conduct of each and every part of this Agreement. Footbridge, as an independent entity, assumes the entire responsibility for carrying out and accomplishing the obligations, terms and conditions required under this Agreement. Additionally, as an independent entity Footbridge and its directors, officials, agents, members, employees and volunteers shall make no claim of City employment nor any claim against the City for any related employment benefits, social security, and/or retirement benefits. Nothing contained herein shall be interpreted as creating a relationship of servant, employee, partnership or agency between Footbridge or any director, official, officer, agent, member, employee or volunteer of Footbridge and the City. Section 7. Establishment and Maintenance of Records. Footbridge shall maintain appropriate accounts and records, including personnel, property, financial, and program records associated with the use of the property under this Agreement, and such other records as the City may deem necessary, including a system of internal controls and accounting systems which conform to generally accepted accounting principles and auditing standards. All such records and documents shall be retained by Footbridge and be available for inspection, audit and copying by the City during the term of this Agreement and for a period of three (3) years following the termination of this Agreement. Section 8. Nondiscrimination Provision. During the performance of this Agreement, Footbridge shall not discriminate in violation of any federal, state, and/or local law and/or regulation on the basis of race, age, color, sex, religion, national origin, creed, marital status, political affiliation, or the presence of any sensory, mental or physical handicap. 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 provisions of services under this Agreement. Section 9. The Americans with Disabilities Act. Footbridge agrees to 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 anti -discrimination law as contained in RCW Chapter 49.60 and its Implementing regulations. The ADA provides comprehensive civil rights to individuals with Disabilities in the area of employment, public accommodations, state and local government Services, and telecommunications. Section 10. Compliance with Law. Footbridge agrees to perform under and pursuant to this Agreement in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local or otherwise, including required disease control measures and herd health requirements. Section 11. No Insurance provided by the City. It is understood the City does not maintain liability insurance for Footbridge and/or its members, directors, officials, officers, agents, member, employees and volunteers. Section 12. Indemnification and Hold Harmless. Footbridge agrees to protect, defend, indemnify, and hold harmless the City, its officers, elected officials, agents, and employees from any and all claims, demands, losses, liens, liabilities, penalties, fines lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and 3 disbursements) caused by or occurring by reason of any negligent act and/or omission of Footbridge, its directors, officials, officers members, employees, agents and/or volunteers arising out of or in connection with the performance or nonperformance of the duties, responsibilities and obligations required under this Agreement. Section 13. Liability Insurance. Footbridge shall provide whatever insurances may be required by the City. Additionally, upon City's request Footbridge shall provide the City with a certificate of insurance as proof of liability insurance with a minimum liability limit of One Million Dollars ($1,000,000.00) combined single limit bodily injury and property damage. The certificate shall clearly state who the provider 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 insured, and shall contain a clause that the insured will not cancel or change the insurance without first giving the City thirty (30) calendar days prior written notice. 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. Section 14. Assignment. This Agreement, or any interest herein, or claim hereunder, shall not be assigned or transferred, in whole or in part, by Footbridge to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and liabilities of Footbridge that are stated herein. Section 15. Severability. If any portion of this Agreement is changed per mutual written agreement or any portion is held invalid, the remainder of the Agreement shall remain in full force and effect. Section 16. Non -Waiver. The waiver by Footbridge or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party from thereafter enforcing any such provision. Section 17. Termination — Effect. Either party may terminate this Agreement, with or without cause, by giving the other party ten (10) calendar days prior written notice of termination. Section 18. Survival. Any provision of this Agreement which imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this Agreement and shall be binding on the parties to this Agreement. Section 19. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent (e-mail or hand delivered) to the parties at their addresses as follows: TO CITY Cliff Moore, City Manager City of Yakima 129 North Second Street Yakima, WA 98901 4 TO FOOTBRIDGE Footbridge Farm c/o Eric Bruntjen www.footbridgefarm.com 509-833-5849 Or to such other addresses as the parties may hereafter designate in writing. Notices and/or Demands shall be sent by registered or certified mail, postage prepaid, or hand delivered. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. Section 20. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Section 21. Venue. The venue for any action to enforce or interpret this Agreement shall lie in a court of competent jurisdiction in Yakima County, Washington. Section 22. Integration. This written document constitutes the entire agreement between the City and Footbridge and supersedes any and all previous written and/or oral agreements between the parties. There are no other oral or written agreements between the parties as to the matters covered herein. No changes or additions to this Agreement shall be valid or binding upon either party unless such changes or addition be in writing and executed by both parties. Section 23. Effective Date. This Agreement shall be effective as and from the date signed by the last party to sign below. CITY OF YAKIMA FOOTBRIDGE FARM By: By: u� Cliff McleitbrA ,ity Manager Its: o --� -- Date: 5 ATTEST: Date: CH - t 7 NK1Mq CO J Ierk CITU CONTRACT NO: !f 7 - 06 y RESOLUTION NO' h / 5