HomeMy WebLinkAboutR-1992-D6191 SE Community Center•
RESOLUTION NO. D 6191
A RESOLUTION: authorizing the City Manager and City Clerk of the City of Yakima
to execute an operating agreement with Southeast Yakima
Community at Work, Inc. for the operation of the Southeast
Yakima Community Center.
WHEREAS, the City of Yakima is the owner of the Southeast Yakima Community
Center; and
WHEREAS, during the past 20 years the Southeast Yakima Community Center
has been operating pursuant to a lease agreement that has now expired; and
WHEREAS, the City needs to enter into a new operating agreement for the
Southeast Yakima Community Center because federal grant funds are no longer
available, and the Southeast Yakima Community at Work, Inc. is now seeking a
greater financial contribution from the City toward the operation and maintenance
of the Center; and
WHEREAS, the City Council deems it to be in the best interest of the City of
Yakima to operate the Southeast Yakima Community Center as a neighborhood
facility in order to meet the needs and desires of the poor and disadvantaged, all as
contemplated by the attached Southeast Yakima Community Center Operating
Agreement, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager and City Clerk are hereby authorized and directed to
executed the attached Southeast Yakima Community Center Operating Agreement
with Southeast Yakima Community at Work, Inc., a Washington non-profit
corporation.
ADOPTED BY THE CITY COUNCIL this 71.1day of c7 , 1992.
City Clerk
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SOUTHEAST YAKIMA COMMUNITY CENTER
OPERATING AGREEMENT
THIS AGREEMENT is made and entered into this day of
1no�t�►..�er , 1992, by and between the City of Yakima, (hereinafter
"City") and Southeast Yakima Community at Work, Inc., a Washington
non-profit corporation, (hereinafter "Operator").
WITNESSETH:
WHEREAS, the City is the owner of the Southeast Yakima Commu-
nity Center (hereinafter "Center"), which is located within the
City of Yakima and is legally described as follows:
Parcel #1
The North 100 feet of the West 125 feet of the
East 140 feet of Lot 1, CENTRAL PARK ADDITION,
according to the official Plat thereof recorded
in Volume "A" of Plats, page 46, records of
Yakima County, Washington.
The East 140 feet of Lot 1, CENTRAL PARK ADDI-
TION to the city of North Yakima (now Yakima),
according to the official plat thereof recorded
in Volume "A" of Plats, page 46, records of
Yakima County, Washington;
(1) except the North 100 feet thereof;
(2) except the East 15 feet of the North
190 feet for alley; and
(3) except the East 10 feet of the South
110 feet for alley.
TOGETHER WITH all water and water rights appur-
tenant thereto.
SUBJECT TO right of way for irrigation ditch
over the West 5 feet of the East 15 feet of the
North 190 feet of Lot 1, Central Park Addition
to the city of North Yakima, now Yakima, as
disclosed by instruments recorded in Volume 200
of Deeds, Auditor's File No. 196692, records of
Yakima County, Washington;
SUBJECT TO all further assessments arising from
the fact that the above described property is
located within the boundaries of Irrigation
District No. 308; and
SUBJECT TO all easements, rights of way or
other servitudes appearing in the chain of
title or existing over and across said prem-
ises.
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Parcel #5
The East half of Lot 8, Central Park Addition
to the City of Yakima, now Yakima, as recorded
in Volume "A" of Plats, page 46, records of
Yakima County, Washington,
EXCEPT the East 10 feet thereof, and
EXCEPT the West 25 feet thereof for street.
SUBJECT TO such future assessments as may be
made from time to time by City Irrigation
District No. 308, the above described property
being located in said District; and
WHEREAS, the parties to this agreement desire that the Center
be managed, operated, and maintained by the Operator as a neighbor-
hood facility in order to meet the needs and desires of the poor
and disadvantaged, including, but not limited to, the specific
fields of health, education, employment, welfare, and recreation,
all in accordance with the provisions, terms, and conditions of
this agreement;
NOW, THEREFORE, in consideration of the mutual covenants
contained herein, the parties agree as follows:
1. Management Responsibilities of Operator. Operator shall
manage, operate, and maintain the Center consistent with City
policies and with the general concepts of community action in
order to meet the desires and needs of the poor and disadvan-
taged in this area, particularly in the fields of health,
education, employment, welfare, and recreation, or in such
other fields as are consistent with this agreement and the
general uses of a non-profit neighborhood facility. Operator
shall be responsible for the prompt payment of all costs of
administration, operational expenses, maintenance costs,
capital improvements, taxes, overhead, utilities, and other
fees relating to or arising out of the use of the Center. The
City shall not be required to reimburse Operator for any of
the costs of operation, maintenance, or capital improvements,
except to the extent that funds have been appropriated by the
Yakima City Council and specifically approved for disbursement
by the Department of Community and Economic Development. 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. Operator agrees to
perform the services contemplated by this agreement in consid-
eration of the community action benefits to be derived hereun-
der; the City shall have no obligation to pay Operator for
said services.
2. Term. The term of this operating agreement shall be for a
period of five (5) years, commencing June 15, 1992 and termi-
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nating June 14, 1997 at midnight; provided, however, that
Operator may, at its option, extend this operating agreement
for two additional five-year periods by giving the City writ-
ten notice of term extension no later than ninety (90) days
prior to the end of the initial five-year period in order to
extend the term of this agreement for the first five-year
option period, and no later than ninety (90) days prior to the
end of the first five-year option period in order to extend
the term of this agreement for the second five-year option
period. In the event Operator exercises its option to extend
this operating agreement for one additional five-year period,
then this agreement shall terminate on June 14, 2002 at mid-
night. In the event Operator exercises its option to extend
this operating agreement for two additional five-year periods,
then this agreement shall terminate on June 14, 2007 at mid-
night. In the event Operator is deemed by the City to be
performing its responsibilities hereunder in.a satisfactory
manner, then consideration will be given by the City to a
further extension of the term of this operating agreement.
Maintenance and Capital Improvements. Operator shall be
responsible for general maintenance of the building and pro-
perty, including, but not limited to, routine minor repair and
replacement of Center premises, property, and fixtures (in-
cluding, but not limited to, plumbing, electrical, lighting
fixtures, and damages resulting from vandalism or accident).
The City agrees to provide periodic janitorial and cleaning
services as reasonably needed. The City shall be responsible
for, or reasonably maintain, at its expense, all exterior
building and grounds including parking lot pole lights, regu-
lar mowing and care of park grounds, regular landscaping
maintenance, parking lot surface and striping, exterior paint-
ing, building roof, and heating and air-conditioning system.
Notwithstanding any other provision of this Section 3, the
City's obligations hereunder are expressly made subject to the
annual availability of funds that have been appropriated by
the Yakima City Council and specifically approved for dis-
bursement by the Department of Community and Economic Develop-
ment. Such appropriations involve the legislative prerogative
of the City Council, and no assurance can be given that appro-
priated funds will be available in any particular year.
4. Leases and License Agreements. All leases for a term of
twelve (12) 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 twelve (12) months) will not require
consent by the City Manager. All leases and license agree-
ments shall be executed and performed in compliance with all
applicable federal, state, and local statutes, laws, and
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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. It
shall be the affirmative responsibility of the Operator to
collect the leasehold excise tax, if applicable, from all
tenants and licensees in accordance with the provisions of RCW
Chapter 82.29A and to remit said taxes to the City Department
of Finance and Budget on a monthly basis.
5. Lease and License Revenue. All payments received and revenue
from Center leases and license agreements shall be handled and
controlled by the Operator for operational expenses and man-
aging the Center. Operator shall provide the City with a
written financial report, on at least an annual basis, showing
the amount of funds received from all sources, funds deposited
with all financial institutions, funds disbursed, and all
operating account balances. Upon the City's request, Operator
shall provide such additional financial information as the
City, in its sole discretion, desires to obtain relating to
this operating agreement and all transactions pertaining
thereto. All of Operator's financial information shall be
compiled and maintained in accordance with Generally Accepted
Accounting Principles.
6. Assignment. Operator shall not assign this agreement, or the
rights or obligations hereunder, without the prior written
consent of the City.
7. Insurance. Operator shall procure and maintain a policy or
policies of property damage insurance with respect to the
Center, in which the limits of property damage liability shall
not be less than One Hundred Thousand Dollars ($100,000.00).
The premium for this policy shall be advanced and financed by
the City, subject to the availability of appropriated funds.
The policy shall name both the Operator and the City as co -
insureds, and shall contain a clause that the insurer will not
cancel or change the insurance without first giving the City
ten (10) days prior written notice. The insurance shall be in
a responsible insurance company or companies approved by the
City, and a copy of all such policies shall be filed with the
City.
8. Compliance With Applicable Laws. Operator shall operate,
maintain, and manage the Center in accordance with all appli-
cable statutes, laws, regulations, and ordinances and shall
not allow the Center to be used for any unlawful purposes.
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Operator shall not commit any waste on the Center property nor
damage same nor permit waste or damage by others.
9. Indemnity. Operator agrees to protect, defend, indemnify, and
hold the City harmless from and against any and all claims,
demands, damages, and causes of action, including attorney's
fees, of any nature whatsoever, for injury or death of persons
or loss of or damage to property occurring at the Center or in
any manner growing out of or connected with the operation and
use of the Center, except damages or injuries occasioned by
the negligence of the City, its agents, or employees.
10. Advisory Board. Within thirty (30) days after execution of
this agreement by both parties, there shall be established by
the City a Southeast Yakima Community Center Advisory Board
consisting of five (5) persons appointed to serve on this
Board by the Yakima City Council based upon the recommenda-
tions of Operator. Two (2) members of the Advisory Board
shall also be members of the Board of Directors of the Opera-
tor; two (2) members of the Advisory Board shall be represen-
tatives of the City; and the fifth (5th) member of the
Advisory Board shall be a member of the community. The Advi-
sory Board shall meet at least quarterly for the purpose of
making recommendations to the Operator and the City regarding
management policies, operations, maintenance, and capital
improvement needs. The City Council and the Operator shall
consider all recommendations of the Advisory Board but are not
bound thereby.
11. Security. Operator shall be responsible for providing securi-
ty for' the Center building and property to the satisfaction of
the City, which security shall, at a minimum, include an
automatic intruder detection system, secure door and window
locks, and regular security checks.
12. Access and Inspection. The City shall have the right at all
reasonable times to have access to the Center property and to
make inspections thereof.
13. Annual Report. Operator shall deliver to the City an annual
written report describing in reasonable detail for the previ-
ous year the Center's uses, operations, maintenance, capital
improvements, and any other significant information relating
to the Center. The annual report shall include a written
financial operating statement prepared by Operator in accor-
dance with Generally Accepted Accounting Principles.
14. Personal Property. Operator shall be responsible for the
possession, use, and maintenance of all personal property
located at the Center and shall take all reasonable steps to
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ensure that such personal property is not removed from the
Center.
15. Nondiscrimination. Operator shall not, on the basis of race,
creed, color, national origin, religion, sex, marital status,
age, or the presence of any sensory, mental, or physical
handicap deny to any person the use, benefits, or services
provided by Operator nor provide any use, services, or bene-
fits to a person which are different or provided in a differ-
ent manner from those provided to others under the same
program or activity. Operator shall not adopt any rules,
regulations, or practices for the operation of the Center
which are discriminatory in nature. Operator further agrees
that it shall not enter into any lease or license agreement
respecting space in the Center without incorporating into such
lease or license agreement provisions which will ensure that
the use in occupancy, in the provision of neighborhood ser-
vices and other benefits, will be available without regard to
race, creed, color, national origin, religion, sex, marital
status, age, or the presence of any sensory, mental, or physi-
cal handicap.
16. Utilities. Operator shall pay all charges for water, heat,
lights, power, and any other utilities which may be required
or used by Operator 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 shut off of service from
occurring. Any deposits or other charges required by any
entity furnishing such utilities shall be paid by Operator.
17. Taxes. Operator shall pay all general taxes, business taxes,
and assessments levied against the Center or its operations
during the term of this agreement.
18. Independent Contractor. It is agreed and understood that
Operator is an independent contractor and not an employee of
the City. It is further agreed and understood that Operator
is not a tenant of the City. Operator shall make no claim of
City employment or claim any related employment benefits from
the City including, but not limited to, medical benefits,
social security, and retirement.
19. Integration. This written document constitutes the entire
agreement between the parties hereto. No changes or additions
to this agreement shall be valid or binding upon either party
unless such change or addition be in writing and executed by
both parties.
20. Termination. If Operator fails to comply with any of the
terms or conditions of this agreement and such noncompliance
is not cured or remedied within one hundred twenty (120) days
after written Notice of Noncompliance thereof by the City,
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then the noncompliance shall constitute a default under this
agreement. Upon such default, the City shall have the right
to terminate this agreement by written Notice of Termination
to the Operator.
21. Notices. All notices and demands shall be in writing and sent
to the parties hereto at their addresses as follows:
TO CITY:
TO OPERATOR:
Richard A. Zais, Jr., City Manager
Yakima City Hall
129 North 2nd Street
Yakima, WA 98901
Southeast Community Center at Work, Inc.
Attn: Board Chairman
1211 South 7th Street
Yakima, WA 98901
or to such addresses as the parties may hereafter designate in
writing. Notices and demands shall be sent by 'registered or
certified mail, postage prepaid. Such notices shall be deemed
effective two (2) days after mailing or on the same day if
hand delivered at the addresses specified above.
22. Litigation. In the event that any suit or action is insti-
tuted by either party to enforce compliance with or interpret
any of the terms, covenants, or conditions of this agreement,
the prevailing party shall be entitled to collect, in addition
to necessary court costs, such sums as the court may adjudge
as reasonable attorney's fees. The venue for any action to
enforce or interpret this agreement shall lie in the Superior
Court of Washington for Yakima County.
23. Supersession. This agreement supercedes all prior agreements
between the parties, including, but not limited to, the agree-
ment dated June 21, 1971 for the lease and operation of the
Center, which agreement is hereby declared by the parties to
be terminated and of no further force and effect.
DATED this /rtk day of
ATTEST: CITY OF YAKIMA:
ity Clerk
CITY CONTRACT O.
B
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1992.
City Manager
OPERATOR:
Southeast Yakima ommunity at Work, Inc.
By:
Its:
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