HomeMy WebLinkAboutR-2008-147 YPAL Site Use Contract; Miller Park Activity Center; Yakima Police Athletic LeagueRESOLUTION NO. R-2008-147
A RESOLUTION authorizing the City Manager of the City of Yakima to execute a Site Use
Contract for the operation, management, and maintenance of the Miller
Park Activity Center with the Yakima Police Athletic League, a
Washington non-profit corporation (hereinafter the "YPAL") which offers
programs and services to benefit youth and their families.
WHEREAS, the Yakima Police Department participates with the YPAL, as a non-profit
community organization, to offer programs and services to benefit at -risk youth and their
families; and
WHEREAS, the YPAL is an independent, non-profit corporation founded in 2003 that is
committed to helping youth in the community; and
WHEREAS, the YPAL currently offers its programs and services at the Miller Park
Activity Center, located at 604 North Fourth Street, Yakima, Washington (hereinafter the
"Center"); and
WHEREAS, the City of Yakima (the "City") is the owner of the Miller Park Activity
Center, located at 604 North Fourth Street, Yakima, Washington; and
WHEREAS, the City had a prior agreement with the Yakima Valley Farm Workers Clinic,
a non-profit corporation which agreement was entitled "Yakima Youth Center Operating
Agreement", and the term of that agreement commenced on July 1, 2004 and was to terminate
on June 30, 2009; and
WHEREAS, the Yakima Valley Farm Workers Clinic has provided notice to the City that
the agreement will end on October 31, 2008; and
WHEREAS, the City and the YPAL desire that the Center be managed, operated, and
maintained in accordance with the provisions, terms, and conditions of the Site Use Contract;
and
WHEREAS, the YPAL represents that it has the expertise necessary and is willing to
perform the site use services for the Center in accordance with the terms and conditions of the
Site Use Contract; and
WHEREAS, the City of Yakima and the YPAL desire to enter into a Site Use Contract
for the operation, management, and maintenance of the 'Miller Park Activity Center for a three-
year term, from November 1, 2008 through October 31, 2011, withan option to extend the
Contract for an additional two years; and
WHEREAS, the City Council finds it to be in the best interest of the City to authorize the
City Manager to execute a Site Use Contract with the YPAL for the operation, management,
and maintenance of the Miller Park Activity Center; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Council authorizes the City Manager to execute the attached Site Use Contract
with the Yakima Police Athletic League for the operation, management, and maintenance of the
Miller Park Activity Center, which is located at 604 North Fourth Street in Yakima.
ADOPTED BY THE CITY COUNCIL this 215t day of October, 2008.
ATTEST:
/62.-/XY.o-&)/01-rc
City Clerk
2
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SITE USE CONTRACT
THIS SITE USE CONTRACT is made and entered into by and between the- City of
Yakima, a Washington municipal corporation (hereinafter the "City"), and the Yakima Police
Athletic League, a Washingtonnon-profit corporation (hereinafter the "YPAL").
WHEREAS, the Yakima Police Department participates with YPAL, as a non-profit
community organization, to offer programs and services to benefit at -risk youth and their
families; and
WHEREAS, YPAL is an independent, non-profit corporation founded in 2003 that is
committed to helping youth in the community and their families; and
WHEREAS, YPAL currently offers its programs and services at the Miller Park Activity
Center, located at 604 North Fourth Street, Yakima, Washington (hereinafter the "Center"), and
desires to continue to do so; and
WHEREAS, the City is the owner of the Miller Park Activity Center, which is located at
604 North Fourth Street, Yakima, Washington, and is legally described as follows:
Lots 1 and 2, Block 64, Town of North Yakima, now Yakima, as recorded in
Volume "E" of Plats, Page 1, records of Yakima County, Washington;
TOGETHER WITH the vacated right-of-way for East "F" Street.
WHEREAS, the City has agreed to make the Center available for YPAL to manage,
operate and maintain in accordance with the terms and conditions of this Contract; and
WHEREAS, the parties to this Contract desire that the Center be managed, operated, and
maintained in accordance with the provisions, terms, and conditions of this Contract; and
WHEREAS, the YPAL represents that it has the expertise necessary and is willing to
perforin the site use services in accordance with the terms and conditions of this Contract;
NOW, THEREFORE, in consideration of the mutual covenants, promises, and
agreements set forth herein, it is agreed by and between the City and YPAL as follows:
Section 1. General Management, Responsibilities of the Parties, and Expenses of YPAL
1.1 The minimum services that the YPAL will provide include:
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(a) The YPAL shall manage, operate, and maintain the Center consistent with City
policies and with the general concepts of a non-profit facility, and in a manner
that provides educational, recreational, and athletic activities for youth in the
community. Specifically, the YPAL shall manage, operate and maintain the
Center as a neighborhood facility in order to meet the needs of youth and families
in the greater Yakima area, including but not limited to structured academic,
athletic, and recreational activities for youth and family enrichment services for
community members. Regarding the type of activities that YPAL itself shall
provide for youth, many of which will take place at the Center, those YPAL
activities for youth are described further in Exhibit "A" to this Contract, which is
incorporated herein by this reference.
(b) Except as otherwise provided herein, the YPAL shall, at its sole expense and cost,
promptly pay all costs of administration, operational expenses, maintenance costs,
taxes, overhead, utilities, and other fees relating to or arising out of the use of the
Center. The YPAL may also seek additional financial resources from private and
public sources (e.g., private foundations, government grants) to pay these costs
and donations for equipment, personnel, supplies and services to enhance the
Center operations.
(c) The City shall not be required to reimburse the YPAL for any of the operational
expenses or maintenance costs which the YPAL is obligated to pay as provided
above or for any capital improvements which the YPAL may make to the Center
pursuant to Section (d) below. The YPAL agrees to perform the services
contemplated by this Contract in consideration of the community action benefits
to be derived hereunder; the City shall have no obligation to pay the YPAL for
said services.
(d) Maintenance. The YPAL shall keep the interior of the Center at all times in good
repair and condition as the same now is, ordinary wear and tear resulting from
careful usage and damage by the elements without fault on the part of the YPAL
alone excepted. The YPAL shall maintain and repair the doors, windows, and all
interior walls and fixtures for the Center. In addition, the YPAL shall be
responsible for routine maintenance (costing $500 or less) of the heating and air
conditioning (HVAC) system and the interior electrical and plumbing fixtures.
The YPAL shall also provide janitorial/cleaning services and sidewalk snow
removal. The City shall maintain and repair the foundation, outside walls,
structure, and roof and shall be responsible for major repairs (costing in excess of
$500) to the heating and air conditioning (HVAC) system and the electrical and
plumbing systems, at the City's expense. The City shall be responsible for the
total cost of any major kitchen appliances that need to be replaced, such as ovens,
refrigerators, dishwashers, and freezers. In addition, the City shall maintain and
repair the landscaping, parking lot (including lighting and providing for parking
lot snow removal) and the park grounds adjoining the Center. The City shall be
responsible for repair and/or repaving of the parking lot if such repair or repaving
is necessary. Notwithstanding any other provision of the Section, the City's
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obligations hereunder are expressly made subject to the annual availability of
funds that have been appropriated by the Yakima City Council. Such
appropriations involve the legislative prerogative of the City Council, and no
assurance can be given that appropriated funds will be available in any particular
year. In the event that the City is unable to perform its obligations under this
Section 1(d) due to insufficient appropriations, the YPAL shall have no obligation
to perform such maintenance and repair obligations at its expense, nor shall it be
responsible for any damage caused by the failure to do such maintenance and
repair.
The City will furnish to YPAL a maintenance schedule and/or other information
relative to the means by which the maintenance and repair work is to be
. accomplished on the foregoing items, which maintenance schedule may be
revised from time to time by the City, with information relative to any such
revision also to be furnished to the YPAL.
(e) Alterations, Modifications and Capital Improvements. The YPAL shall make no
alteration, modification, and/or capital improvements to the Center building and
surrounding property as legally described herein without the prior written consent
of the City. Any such alterations, modifications, and/or capital improvements
shall be made at the sole expense and cost of the YPAL unless otherwise provided
by mutual written agreement of the parties.
(f) Personal Property. The YPAL shall be responsible for the possession, use, and
maintenance of all personal property (including personal property of the City)
located at the Center and shall take all reasonable steps to ensure that such
personal property is not removed from the Center. The City shall be responsible
for the repair or replacement of personal property that is owned by the City,
unless the damage or necessity for repair of the personalproperty was caused by
YPAL or results fromthe negligent use of the personal property by YPAL. An
inventory of the City's personal property is attached hereto as Exhibit "B" and
incorporated herein by this reference.
(g)
All YPAL activities will be supervised by an employee of the Yakima Police
Department or a YPAL employee and/or an authorized YPAL volunteer.
(h) YPAL shall provide, install, monitor and maintain an electronic security system
for the Center.
YPAL shall provide janitorial services for the Center.
YPAL shall secure donations of money, materials, and labor to support its
programs and services and fulfill its obligations under this Contract.
(k) YPAL shall be,responsible for completing all alterations, maintenance and repairs
necessary to the delivery of its programs and services in the Center, including but
(i)
(j)
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(1)
(m)
not limited to, painting, carpet cleaning, hardwood floor refinishing, and other
general maintenance items as they arise.
YPAL shall maintain the Center as a Drug -Free Workplace Act of 1988 and 34
CFR, Part 85, § 85.605 and 85.610. YPAL shall not permit any tenant and/or
other party to possess and/or consume any illegal drug(s) at the Center or within
the area surrounding the Center as legally described herein during the term of this
Contract.
Prohibition Against Possession and/or Consumption of Intoxicating Liquor. The
YPAL shall not permit any tenant or other party to possess and/or consume any
intoxicating liquor, beer, wine and/or similar beverage/substance at the Center and
the surrounding property as legally described herein during the term of this
Contract.
(n) Maximum Occupancy of Center. The YPAL shall comply, and shall ensure that
tenants comply, with maximum occupancy levels as set forth in the applicable
provisions of the Yakima Municipal Code and in accordance with federal, state
and/or local laws and regulations.
(o) The YPAL will provide accurate quarterly and year-end reports promptly to the
City on the services and activities provided in the Miller Park Activity Center
during each quarter and year. The reports shall be delivered to the City within
thirty (30) days of the end of each quarter and year.
1.2 The City shall ensure that YPAL has access to the Center when City staff members are
not present such as during evenings and on weekends and holidays. On those occasions
YPAL shall be responsible for securing the Center.
1.3 YPAL shall repair any damage done to the Center in connection with its use thereof,
whether by YPAL staff or YPAL's program participants or other invitees.
1.4 YPAL shall be responsible for providing any and all equipment and supplies which are
necessary to the programs and services which it offers, at its sole cost and expense.
1.5 Except as otherwise specifically provided in this Contract, YPAL shall furnish the
following, all as the same may be required to perform the services described in
accordance with this Contract: Board of Directors oversight, personnel, labor and
supervision; and technical, professional and other services. All such services, property
and other items furnished or required to be furnished, together with all other obligations
performed or required to be performed, by YPAL under this Contract are sometime
collectively referred to in this Contract as the "Services."
1.6 All provisions of this Contract are intended to be complementary, and any Services
required by one and not mentioned in another shall be performed to the same extent as
though required by all. Details of the Services that are necessary to carry out the intent of
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this Contract, but that are not expressly required, shall be performed or furnished by
YPAL as part of the Services, without any increase in the compensation otherwise
payable under this Contract.
Section 2. Period of Performance
2.1 The period of performance under this Contract will be three (3) years, commencing at
12:01 a.m. on November 1, 2008, and continuing until midnight on October 31, 2011,
unless earlier terminated by either party in accordance with Section 16 of this Contract.
An additional extension of two (2) years may be offered, at the option of the City, making
the total contract term five (5) years, to October 31, 2013. In the event the City elects to
extend the Contract for an additional two-year term, the City shall provide written notice
to the YPAL at least ninety (90) days prior to the end of the initial three-year Contract
period, or on or before August 1, 2011. The City's option to extend the Contract for an
additional two-year term is subject to a mutually satisfactory agreement between the
parties on the value of the services during the additional two-year (2 -year) period, and is
further subject to approval by the City Council.
2.2 During the first six months of this Contract, the City and YPAL shall evaluate and as
appropriate negotiate additional YPAL services and compensation. The proposed terms
resulting from this negotiation and evaluation effort shall be reviewed by the Yakima
City Council for consideration as a future amendment to or modification of this Contract.
Section 3. Leases, License Agreements and License Revenue
3.1 Leases and License Agreements. All leases for a term of six (6) months or more in
duration for space at the Center must be in writing and consented to by the City Manager
or his authorized designee, which consent shall not be unreasonably withheld. Short-term
license agreements and leases (having a duration of less than six (6) months) will not
require consent by the City Manager. All leases and license agreements shall be executed
and performed in compliance with all applicable federal, state, and local statutes, laws,
and ordinances. Within thirty (30) days after the execution thereof, the Center shall
provide the City with written copies of all lease agreements and license agreements for
space at the Center. Every such lease or license agreement shall also contain a provision
requiring the tenant or licensee to pay the full amount of leasehold excise tax, if
applicable, in accordance with the requirements of RCW Chapter 82.29A, as now or
hereafter amended. It shall be the affirmative responsibility of the YPAL to collect the
leasehold excise tax, if applicable, from all tenants and licensees in accordance with the
provisions of RCW Chapter 82.29A, as now or hereafter amended, and to remit said taxes
to the City Department of Finance and Budget on a monthly basis.
3.2 Lease and License Revenue. All payments received and revenue from Center lease and
license agreements shall be handled and controlled by the YPAL for operational expenses
and managing of the Center. The YPAL shall provide the City with a written financial
report, on at least an annual basis, showing the amount of lease and license revenue
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received from all sources. All of the YPAL's lease and license revenue information shall
be compiled and maintained in accordance with generally accepted accounting principles.
3.3 Tenants Must Carry Liability Insurance. Unless otherwise authorized by the City
Manager, the YPAL shall require that all tenants of the Center maintain and provide
proof of liability insurance coverage in accordance with Section 14.2 of this Contract,
including but not limited to the same level of coverage. The policy shall name the City,
its elected officials, officers, agents, employees, and volunteers as additional insureds.
Section 4. Utilities
4.1 The YPAL shall pay all charges for water, heat, lights, power, and any other utilities
which may be required or used by the YPAL in the use or operation of the Center and
agrees to pay the same in a timely fashion and agrees to pay the same so as to prevent any
lien or shutoff of service from occurring. Any deposits or other charges required by any
entity furnishing such utilities shall be paid by the YPAL.
Section 5. Performance by YPAL
5.1 Delegation of Professional Services. The services provided for herein shall be performed
by YPAL, and no person other than Board of Directors members, regular employees of
YPAL, or authorized volunteers of YPAL shall be engaged on such work or services.
YPAL shall not (by contract, operation of law or otherwise) delegate or subcontract
performance of any Services to any other person or entity without the prior written
consent of the City. Any such delegation or subcontracting without the City's prior
written consent shall be voidable at the City's option.
No delegation of subcontracting of performance of any of the Services, with or without
the City's prior written consent, shall relieve YPAL of its responsibility to perform the
Services in accordance with this Contract. YPAL shall be fully responsible for the
performance, acts and omissions of YPAL's Board of Directors members, employees,
YPAL's authorized volunteers, YPAL's subcontractors, and any other person who
performs or furnishes any Services (collectively, the "Support").
5.2 YPAL shall at all times be an independent contractor and not an agent or representative
of the City with regard to performance of the Services. YPAL shall not represent that it
is, nor hold itself out as, an agent or representative of the City. In no event shall YPAL
be authorized to enter into any agreement or undertaking for or on behalf of the City.
5.3 YPAL shall perform the Services in a timely manner and in accordance with the
standards of the National Police Athletic League. At the time of performance, YPAL
shall be properly licensed, equipped, organized, and financed to perform the Services in
accordance with this Contract. Subject to compliance with the requirements of this
Contract, YPAL shall perform the Services in accordance with its own methods.
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5.4 YPAL shall take all reasonable precautions to protect against any bodily injury (including
death) or property damage that may occur in connection with the Services.
Section 6. Compliance with Laws
6.1 YPAL shall comply with all applicable laws, ordinances, rules, regulations, orders,
licenses, permits, and other requirements, now in effect, of any governmental authority
(including, but not limited to, such requirements as may be imposed upon the City and
applicable to the Services). YPAL shall not allow the Center to be used for any unlawful
purposes or commit any waste on the Center property nor damage same nor permit waste
or damage by others. YPAL shall furnish such documents as may be required to effect or
evidence such compliance.
Section 7. Independent Contractor Status of YPAL.
7.1 The YPAL and the City understand and expressly agree that the YPAL is an independent
contractor in the performance of each and every part of this Contract. The YPAL
expressly represents, warrants and agrees that its status as an independent contractor in
the performance of the work and services required under this Contract is consistent with
and meets the six -part independent contractor test set forth in RCW 51.08.195. The
YPAL, as an independent contractor, assumes .the entire responsibility for carrying out
and completing the work/services required under this Contract. The YPAL shall be
responsible for ensuring that all employees, agents and subcontractors are licensed and
authorized to operate the equipment necessary to perform this Contract, with all required
fees and permits paid and in good standing, in accordance with law. The YPAL and its
employees shall make no claim of City employment nor shall claim against the City any
related employment benefits, social security, and/or retirement benefits.
Section 8. Taxes and Assessments
8.1 YPAL shall be solely responsible for and shall pay all taxes, deductions, and assessments,
including but not limited to federal income tax, FICA, social security tax, assessments for
unemployment and industrial injury insurance, and other deductions from income which
may be required by law or assessed against either party as a result of this Contract. In the
event the City is assessed a tax or assessment as a result .of this Contract, YPAL shall pay
the same before it becomes due.
Section 9. Industrial Insurance
9.1 The YPAL shall comply with the provisions of RCW Title 51, Industrial Insurance. For
the duration of this Contract, the YPAL shall provide or purchase industrial insurance
coverage for its employees, as may be required of an "employer" as defined in RCW
Title 51, and shall maintain full compliance with RCW Title 51.
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Section 10. Nondiscrimination Provision
10.1 During the performance of this Contract, the YPAL shall not discriminate in violation of
any applicable federal, state and/or local law 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 provision of Services under this Contract. This non-discrimination provision
shall include but not be limited to the following:
(a) The benefits or services provided by the YPAL at the Center;
(b) The rules, regulations, and/or practices established by the YPAL for use of the
Center;
(c) All lease and license agreements entered into by the YPAL with respect to space
in the Center; and
(d) The employment practices of the YPAL at the Center, including but not limited to
employment, promotion, demotion, transfer, recruitment, advertising, layoff,
termination, rates of pay, compensation, and selection for training.
The YPAL shall not enter into any lease or license agreement respecting space in
the Center without incorporating in such lease or license agreement provisions
which will ensure that the use or occupancy of the Center, in the provision of
neighborhood services and other benefits, will be available without regard to race,
age, creed, color, national origin, religion, sex, marital status, or the presence of
any sensory, mental, or physical disability. The YPAL shall also furnish all
information, evidence, documents and reports required by the City to substantiate
compliance with this non-discrimination clause.
Section 11. Records and Accounts and Inspection: Examination of Records
11.1 The YPAL shall maintain (in accordance with generally accepted accounting practices)
books, accounts, records, documents and other materials related directly or indirectly to
the costs, expenses and revenues of the management, operation and maintenance of the
Center under this Contract. All such books, accounts, records, documents and other
materials shall be subject to inspection and audit at reasonable times by representatives of
the City. The YPAL shall make such books, accounts, records, documents and other
materials available and afford the proper facilities for such inspection and/or audit within
forty-eight (48) hours of inspection/audit notification from City representatives. Such
books, accounts, records, documents and other materials may be copied by
representatives of the City as part of such an inspection/audit. However, the making of
(or failure or delay in making) such inspection or approval shall not relieve YPAL of
responsibility for performance of the Services in accordance with this Contract,
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notwithstanding the City's knowledge of defective or non -complying performance, its
substantiality or the ease of its discovery. The YPAL shall preserve and make available
all such books, accounts, records, documents and other materials for a period of at least
three (3) years after termination of this Contract.
11.2 YPAL shall promptly furnish the City with such information related in the Services as
may be requested by the City. Until the expiration of three (3) years after termination of
this Contract, YPAL shall provide the City access to (and the City shall have the right to
examine, audit and copy) all of YPAL's books, documents, papers and records which are
related to the Services of this Contract.
Section 12. Access and Inspection of YPAL Premises.
12.1 The City and its agents or designees shall have the right to enter and inspect the YPAL
leased premises and building at the Miller Park Activity Center, 604 North Fourth Street,
Yakima, Washington, at all reasonable times. City employees who may exercise such
inspection right include but are not limited to police officers, fire inspection personnel,
and code enforcement personnel. If any inspection demonstrates, in the opinion of the
inspector, clear and present danger to the public, the Center, or those in attendance at the
Center, the inspector, the Fire Chief, the Police Chief or other appropriate City
official/officer may order the event or activity concluded and the Center vacated, at no
risk or liability to the City, its public officials, officers, employees, and/or agents. The
YPAL shall not enter into any lease or license agreement respecting space in the Center
without incorporating into such lease or license agreement a provision that contains the
language of this provision regarding the City's right of inspection and authority to order
an event or activity concluded and to vacate the Center.
Section 13. Indemnification and Hold Harmless
13.1 YPAL agrees to protect, defend, indemnify, and hold harmless the City, its elected
officials, officers, employees, agents, and volunteers from any and all claims, demands,
losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all
judgments, awards, costs and expenses (including reasonable attorneys' fees and
disbursements) resulting from death or bodily injury to any person or damage or
destruction to a third party or third parties to the extent caused by any negligent act
and/or omission of the YPAL, its officers, employees, agents, volunteers and/or
subcontractors, arising out of the performance of this Contract.
13.2 Nothing contained in this Section or this Contract shall be construed to create a liability
or a right of indemnification in any third party.
Section 14. Insurance
14.1 At all times during performance of the Services, the YPAL shall secure and maintain in
effect insurance to protect the City and the YPAL from and against all claims, damages,
losses, and expenses arising out of or resulting from the performance of this Contract.
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YPAL shall provide and maintain in force insurance in limits no less than that stated
below, as applicable. The City reserves the right to require higher limits should it deem it
necessary in the best interest of the public.
14.2 Commercial Liability Insurance. Before this Contract is fully executed by the parties,
YPAL shall provide the City with a certificate of insurance as proof of commercial
liability insurance and commercial umbrella liability insurance with a total minimum
liability limit of Two Million Dollars ($2,000,000.00) per occurrence combined single
limit bodily injury and property damage, and Two Million Dollars ($2,000,000.00)
general aggregate. The certificate shall clearly state who the provider is, the coverage
amount, the policy number, and when the policy and provisions provided are in effect.
Said policy shall be in effect for the duration of this Contract. The policy shall name the
City, its elected officials, officers, agents, employees, and volunteers 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.
14.3 Commercial Automobile Liability Insurance. Before this Contract is fully executed by
the parties, YPAL shall provide the City with a certificate of insurance as proof of
commercial automobile liability insurance and commercial umbrella liability insurance
with a total minimum liability limit of Four Million Dollars ($4,000,000.00) per
occurrence combined single limit bodily injury and property damage. Automobile
liability will apply to "Any Auto" and be shown on the certificate. The certificate shall
clearly state who the provider is, the coverage amount, the policy number, and when the
policy and provisions provided are in effect. Said policy shall be in effect for the
duration of this Contract. The policy shall name the City, its elected officials, officers,
agents, employees, and volunteers 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.
14.4 Directors and Officers. Before this Contract is fully executed by the parties, YPAL shall
provide the City with a certificate of insurance as evidence of Directors and Officers
Liability Insurance with coverage of at least One Million Dollars ($1,000,000.00) per
occurrence and an annual aggregate limit of at least One Million Dollars ($1,000,000.00).
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. The insurance shall
be with an insurance company rated A -VII or higher in Best's Guide. If the policy is on a
claims made basis, the retroactive date of the insurance policy shall be on or before the
inception date of the Contract, or shall provide full prior acts. The insurance coverage
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shall remain in effect during the term of this Contract and for a minimum of three (3)
years following the termination of this Contract.
14.5 Property Insurance. The City shall maintain "special form" perils property insurance
coverage on the Miller Park Activity Center building located at 604 North Fourth Street,
Yakima, Washington, and its contents in such amount as the City deems appropriate.
The YPAL shall have the responsibility of procuring "special form" perils property
insurance on personal property and tenants' improvements and betterments owned by, or
in the care, custody and control of YPAL. The YPAL and the City hereby release and
discharge each other from and against all liability arising either from fire loss or damage
caused by any of the "special form" perils covered by insurance policies which are in
force and effect at the time of such loss or damage, even though such loss or damage may
be due to negligence, act or neglect of either YPAL or the City or agents or employees of
either party. It is expressly understood and agreed that it is the intention of the parties
that this provision constitutes a waiver and release of any and all subrogation rights
which the insurance companies might have under such insurance policies.
14.6 No Insurance. It is understood that the City does not maintain liability insurance for
YPAL and/or its officers, employees, agents, instructors, volunteers, and/or
subcontractors.
14.7 Tenant Must Carry Liability Insurance. The requirement that all tenants of the Center
must carry liability insurance is discussed in Section 3.3 in this Contract.
Section 15. Changes
15.1 The City may, at any time by written notice thereof to YPAL, make changes in the
Services within the general scope of this Contract (including, but not limited to, additions
to or deletions from any Services, suspension of performance and changes and location of
performance).
15.2 If any change under paragraph 15.1 causes a significant increase or decrease in the cost of
the time required for performance of the Services, an equitable adjustment in the
compensation and schedules under this Contract shall be negotiated to reflect such
increase or decrease, and this Contract shall be modified in writing accordingly. Such
equitable adjustment shall constitute full compensation to YPAL for such change. If any
change under paragraph 15.1 results in a decrease in the Services to be performed, YPAL
shall not be entitled to anticipated profit on Services not performed and the loss of
anticipated profit shall not reduce the decrease in compensation under this Contract
resulting from such exchange. Further, YPAL shall not be entitled to any reallocation of
cost, profit or overhead.
15.3 Notwithstanding any dispute or delay in arriving at a mutually acceptable equitable
adjustment under paragraph 15.2, YPAL shall immediately proceed with performance of
the Services as changed pursuant to paragraph 15.1. If YPAL intends to assert a claim
for equitable adjustment under paragraph 15.2, YPAL must, within sixty (60) days after
Site Use Contract
Between City of Yakima and
Yakima Police Athletic League
-11-
YPAL's receipt of any notice under paragraph 15.1 that does not set forth an acceptable
adjustment, submit to the City a written statement of the basis and nature of the
adjustment claimed. YPAL shall not be entitled to any adjustment unless such written
statement is submitted by YPAL to the City within the applicable period.
Section 16. Termination
16.1 The City may, by giving the YPAL thirty (30) calendar days written notice of
termination, terminate this Contract as to all or any portion of the Services not then
performed, whether or not YPAL is in breach or default, and with or without cause.
Upon receipt of any such notice of termination, YPAL shall, except as otherwise directed
by the City, immediately stop performance of the Services to the extent specified in such
notice. YPAL shall have the same termination rights as the City as specified in
Section 16.
16.2 In the event of termination pursuant to paragraph 16.1, an equitable adjustment shall be
made in the compensation payable to YPAL under this Contract, provided that such
compensation as so adjusted shall in no event exceed a percentage of the total
compensation otherwise payable under this Contract equal to the percentage of the
Services satisfactorily completed at the time of termination. Further, YPAL shall not be
entitled to any reallocation of cost, profit or overhead. YPAL shall not in any event be
entitled to anticipated profit on Services not performed on account of such termination.
YPAL shall use its best efforts to minimize the compensation payable under this Contract
in the event of such termination.
16.3 If the City purports to terminate or cancel all or any part of this Contract for YPAL's
breach or default when YPAL is not in breach or default which would permit such
termination or cancellation, such termination or cancellation shall be deemed to have
been a termination by the City pursuant to paragraph 16.1 and the rights of the parties
shall be determined accordingly.
Section 17. Miscellaneous
17.1 Assignment. This Contract, or any interest herein, or claim hereunder, shall not be
assigned or transferred in whole or in part by YPAL 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 YPAL stated herein.
17.2 No Conflict of Interest. YPAL represents that it or its employees do not have any interest
and shall not hereafter acquire any interest, direct or indirect, which would conflict in any
manner or degree with the performance of this Contract. YPAL further covenants that it
will not hire anyone or any entity having such a conflict of interest during the
performance of this Contract.
Site Use Contract
Between City of Yakima and
Yakima Police Athletic League
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17.3 Severability. If any portion of this Contract is changed per mutual agreement or any
portion is held invalid, the remainder of the Contract shall remain in full force and effect.
17.4 Integration. This written document constitutes the entire agreement between the City and
YPAL. There are no other oral or written Contracts between the parties as to the subjects
covered herein. No changes or additions to this Contract shall be valid or binding upon
either party unless such change or addition be in writing and executed by both parties.
17.5 Notices. Unless stated otherwise herein, all notices and demands shall be in writing and
sent or hand delivered to the parties to their addresses as follows:
TO CITY:
Dick Zais, City Manager
City of Yakima
Yakima City Hall — First Floor
129 North Second Street
Yakima, WA 98901-2613
TO YPAL: Ed Shoenbach, Chair of Board of Directors
Yakima Police Athletic League
720 Conrad Road
Selah, WA 98942-9775
or to such other addresses or people as the parties may hereafter designate in writing.
Notices and/or demands shall be sent by both regular and first class mail, and by
registered or certified mail, postage prepaid, or hand delivered. Such notices shall be
deemed effective when hand delivered at the addresses specified above, or three (3) days
after the date of mailing to the addresses specified above.
17.6 Governing Law. This Contract shall be governed by and construed in accordance with
the laws of the State of Washington.
17.7 Venue. The venue for any action to enforce or interpret this Contract shall lie in the
Superior Court of Washington for Yakima County, Washington.
Site Use Contract
Between City of Yakima and
Yakima Police Athletic League
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CITY OF YAKIMA
By
Richard A. Zais, Jr., Cit
Date: /6/Z-7/0 V
ATTEST:
By
City Clerk
City Contract No.:
a-,
2008-117
YAKIMA POLICE ATHLETIC LEAGUE,
a nonprofit organization
By
Ed Shoenbach, Chair of Board of Directors
Date: /0- 130' I O r
Resolution No.: R-2008-147
STATE OF WASHINGTON )
COUNTY OF YAKIMA )
ss.
I hereby certify that I know or have satisfactory evidence that Ed Shoenbach is the person
who appeared before me, and said person acknowledged that he signed this instrument, and on
oath stated that he was authorized to execute the instrument, acknowledged that he is the Chair
of the Board of Directors of the Yakima Police Athletic League and that the Board of Directors
has authorized him to execute this instrument, and acknowledged it as the Chair of the Yakima
Police Athletic League to be the free and voluntary act of the Yakima Police Athletic League for
the uses and purposes mentioned in the instrument.
DATED this 30 'day of Qf e.r
. \ssio,
FS •®
*ocn p,r tl
�D,c��efR Ry w
1,1�,c0
Site Use Contrac� S HANG
Between City of Yakima an
Yakima Police Athletic League
, 2008.
Print Name: Lever 6-1 j9-• ,6t
NOTARY PUBLIC in arid for the State of
Washington, residing at ! 6 /i nia) ton
My appointment expires: 9—!- 57
-14-
EXHIBIT A
TO SITE USE CONTRACT
Various programs will be provided by the Yakima Police Athletic League ("YPAL"). The
Yakima Police Athletic League is an independent, non-profit corporation committed to helping
youth in the community. Founded in 2003, YPAL also serves as a juvenile prevention program,
to assist with long-term crime prevention.
The YPAL will operate the Miller Park Activities Center ("Center"), and will offer a variety of
youth services that are coordinated in a visible, accessible facility that is secure against crime and
illegal drug activity. The YPAL programs will offer a place where youth can access needed
services, develop relationships, and find opportunities to be productive and successful, and
enhance skills. Through its visibility, proximity and program diversity for youth, YPAL will
foster athletic, educational and social activities, thus fostering resistance to drugs, crime and
other neighborhood problems.
The YPAL will provide a variety of services and supportive programs, e.g., educational, athletic
cultural, recreational and community -oriented programs, with emphasis on coordinated delivery
of these services. The YPAL will be accessible to a wide range of youth from the community.
The YPAL will provide youth with a safe place to go and find productive activities.
The YPAL will be open outside of normal school hours. It should also be open on weekends and
during summer vacations.
The YPAL programs may be modified from time to time depending on the needs of the YPAL
program and the interests of the youth that YPAL is serving. Examples of some current
programs that will be provided by YPAL are listed below.
TUTORING
• After school homework club is offered Monday through Friday under the supervision of a
teacher's aid
• If a child is in danger of failing or their GPA is below 2.0, that child must attend tutoring
AFTER SCHOOL
• YPAL offers a recreational room after school
• Activities include ping pong, pool table activities and arts and crafts
• Friday Family Movie Night is another activity offered to YPAL members and their
family
Site Use Contract
Between City of Yakima and
Yakima Police Athletic League
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PALitics
• The PALitics youth leadership program is a teen oriented program run by the youth under
the discretion and supervision of an advisor
• The youth participate in a variety of community service programs
• The group participates in field trips and an annual trip to Olympia
BOXING
• Trained boxing instructors to provide instruction under supervised conditions
• Boxing facility for boxing activities and instruction
• Tournaments are part of the boxing program
• Travel to tournaments may be part of the boxing program
WRESTLING
• Training and competitive events for youth wrestling, in which youth families are
significantly involved in fundraising and attendance at wrestling events
SOCCER
• Summer soccer program which begins in June and usually runs through part of August
• The soccer teams are divided into 3 categories: Kindergarten and 1st grade; 2nd and 31d
grade; and 4th and 5th grade
• The soccer program is a partnership with the Yakima School District
SCUBA
• Started in August of 2006
• The Yakima Dive Club offers scuba classes once each summer
• The scuba program is limited to students age fourteen and older who pass the swim test
Site Use Contract
Between City of Yakima and
Yakima Police Athletic League
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SNOWBOARDING AND SKING
• Each winter teens travel in the YPAL bus to White Pass during the ski season.
• The teens either snowboard or ski
• This program includes a nationally recognized decision making/life choices curriculum
NEW HORIZONS
• YPAL has partnered with Cub Crafters to provide youth opportunities for exposure to
aviation
MANNERS MATTER
• YPAL offers a character building course to middle school girls
• Two sessions are offered each year
• The eleven week session is broken down into session of interpersonal skills, first
impressions, table etiquette, self defense, grooming and personal hygiene, and other life
enhancing skills
• The program ends with the girls shopping for a casual/formal outfit and attending a
dinner or theatre performance to show the skills they have learned
• The youth participate in a variety of community service programs
• The group participates in field trips and an annual trip to Olympia
Site Use Contract
Between City of Yakima and
Yakima Police Athletic League
-17-
EXHIBIT B
TO SITE USE CONTRACT
INVENTORY FOR MILLER PARK ACTIVITY CENTER
MAIN ENTRANCE/HALLWAY
Security Mirror
Cork Boards -4
Mounted Coat Rack
Large Bench
Small Bench
Computer Desk -2
Round Tables -14
MAIN ROOM —
BOXING/WRESTLING ROOM
Ceiling Fans -4
Round Table -1
Chairs -Black Metal -6
Chairs -Blue -2
Sink w/Countertop & Cabinet -4
Soap Dispenser -4
Paper Towel Dispenser -4
Water Fountain
Counter
Fire Hydrant
FRONT DESK
Desks -2
Chairs -2
Computers -2
Color Copier -1
Phone -2
COPY ROOM
Four Drawer Metal Cabinets -3
Counter
Wall Mounted Cabinet
Metal Bookshelf
Canon Copier
OFFICE HALLWAY
Metal Storage Units -3
Metal Bookshelf
Fire Hydrant
Site Use Contract
Between City of Yakima and
Yakima Police Athletic League
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OFFICE 1
Desks -3
Chairs -3
Four Drawer Metal Cabinets -2
Metal Storage Unit -1
Phone -3
Computers -3
Printers -3
Paper Shredder -1
Metal Coat Rack
OFFICE 2
Desk
Computer
Printer
Phone
Cork Board
Chairs -3
Wood Storage Unit
Book Shelf
Two Drawer Metal Cabinet -1
CHILD CARE/MEETING ROOM
(Southeast Room)
Folding Tables -2
Chairs Blue -12
Chairs -Wood -2
White Dry Erase Boards -2
NURSERY (East Room)
Sink w/Countertop & Cabinet
Soap Dispenser
Paper Towel Dispenser
Wall Mounted Cabinet -2
COMPUTER LAB -(West Room)
White Dry Erase Board
Ceiling Fan
CONFERENCE ROOM/OFFICE
N/A
LOUNGE
Cabinet Units -4
Book Shelves -4
CLASSROOM -(Southwest Room)
Large Room Divider
Computer Desk -1
Four Drawer Metal Cabinets -5
Sink w/Large Countertop &
Cabinets
Soap Dispenser
Towel Dispenser
Green Tray -1
Coffee Cups -9
American Flag Pole
Folding Table -1
Storage Closet
RESTROOMS (2)
(Men & Women)
Paper Towel Dispenser -2 ea.
Soap Dispenser -2 ea.
Garbage Can -1 ea.
RESTROOMS (2)
(For Men & Women with Disabilities)
Paper Towel Dispenser -1 ea.
Soap Dispenser -1 ea.
Garbage Can -1 ea.
RECREATIONAL ROOM
(Northwest Room)
Hallway
Chairs -Blue -125
Sink w/Countertop & Cabinet
Soap Dispenser
Paper Towel Dispenser
Ceiling Fan
Desk
Fire Extinguisher
Cork Board
KITCHEN
Hallway
Fire Hydrant
Garbage Can
Sugar -10
Refrigerator -1
Freezers -2
Large Coffee Holders -3
Pepper Shakers -4 & Salt Shakers -6
Stainless Steel Containers-3/Lids-2
Paper Towel Dispenser -1
Soap Dispenser -1
Coffee Maker w/1 Coffee Pot
Pot Burner
Coffee Cups -118
Green Trays -47
Brown Trays -3
Fire Exinguisher-1
Garbage Can
Glass Pitcher
Glass Plates -50
Large Plastic Plates -128
Small Bowls -12
Small Plates -24
Small Plastic Cup -1
Large Steel Pot w/Lid-1
Medium Pots w/Lids-2
Medium Pots -2
Small Pot -1
Large Pan -1 & Medium Pan -1
Metal Strainers -2
Scales -2
Misc. Kitchen Utensils
Steel Stool -1
White Baskets -2
STORAGE ROOM -(Outside)
Piano -2
Desk & Bookcase
Chairs -Blue -20
Chairs -Wood -3 & Plastic -2
Four Drawer Metal Cabinet
Inventory conducted by Wayne Haubrich and Marisol Deloza of the Yakima Police Department
and Tonia Ramirez of the Legal Department, on October 22-24, 2008.
Site Use Contract
Between City of Yakima and
Yakima Police Athletic League
-19-
•
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. /
For Meeting Of: Oct. 21, 2008
ITEM TITLE: Consideration of a Resolution Authorizing the City Manager to
execute a Site Use Contract with the Yakima Police Athletic League for the
maintenance and operation of the Miller Park Activities Center.
SUBMITTED BY: Samuel Granato, Chief of Police
Kelly Rosenow, Deputy Chief of Police
CONTACT PERSON/TELEPHONE: Deputy Chief Rosenow — 575-6210
SUMMARY EXPLANATION:
Attached is a resolution authorizing the City Manager to execute a site use contract with the
Yakima Police Athletic League (YPAL), a Washington non-profit corporation, for the operation,
management and maintenance of the Miller Park Activity Center (MPAC).
The Yakima Police Department participates with YPAL to provide programs and services to
at -risk youth of the community. The City of Yakima is the owner of the MPAC where YPAL is
located. Previously, the City had an agreement with the Yakima Valley Farmworkers Clinic to
operate and maintain the MPAC. The Yakima Valley Farmworkers Clinic has provided notice
to the City of Yakima that this agreement will end on October 31, 2008. YPAL has the
expertise to manage the facility and continue to provide programs based out of the MPAC.
While at this time there is no cost associated with this contract it is anticipated the City and
YPAL will have discussions sometime in the mid -year of 2009 in regards to possible future
compensation to YPAL from the City. Any funding determinations will be dependent upon
available resources and approval by the Yakima City Council. The proposed contract does
require the City to bear the cost of major maintenance expenses, such as heating/air
conditioning failures or repair, parking lot maintenance, roofing, and other structural repairs.
Resolution
Contract
xx Ordinance Other (Specify)
xx Mail to (name and address): Ed Shoenbach, Chair of Board of Directors,
Yakima Police Athletic League, 720 Conrad Rd, Selah, WA 98942-9775 Phone
Funding Source
APPROVED FOR SUBMITTAL:
City Manager
STAFF RECOMMENDATION:
It is recommended that the Council adopt the resolution
41) BOARD/COMMISSION RECOMMENDATION:
COUNCIL ACTION: