HomeMy WebLinkAboutSoutheastern Washington Aging and Long Term Care- Vehicle Parking AgreementALTCCOG 2023-64
VEHICLE PARKING AGREEMENT
BETWEEN
CITY OF YAKIMA & YAKIMA AIR TERMINAL-MCALLISTER FIELD
AND
SOUTHEASTERN WASHINGTON AGING AND LONG TERM CARE
THIS VEHICLE PARKING AGREEMENT is executed between the CITY OF
YAKIMA & YAKIMA AIR TERMINAL-MCALLISTER FIELD, hereinafter referred to as
"AIRPORT," and SOUTHEASTERN WASHINGTON AGING AND LONG TERM CARE,
hereinafter referred to as "ALTC."
WITNESSETH:
WHEREAS, the City of Yakima owns and operates the Yakima Air Terminal -
McAllister Field; and
WHEREAS, AIRPORT has property available for lease to ALTC as provided by
the terms and conditions of this Agreement for the purpose of ALTC parking vehicles on
said property; and
WHEREAS, the AIRPORT agrees to provide parking spaces to ALTC for
parking, and ALTC agrees to the terms and conditions of this Agreement to use the
property for parking;
NOW, THEREFORE, in consideration of the mutual promises contained herein,
the parties agree as follows:
1. PREMISES:
AIRPORT agrees to make available, as specified in Section 3, a portion of
AIRPORT'S parking lot located at 2810 West Washington Avenue, Yakima,
Washington, 98903 in the City of Yakima, to ALTC to park vehicles.
The portion of the parking lot where ALTC's parking permits shall be used, and
that is subject to this Agreement is depicted in yellow on the drawing marked
Exhibit "A" attached hereto and by this reference made a part hereof, together
with the right of ingress to and egress from the parking lot and the public use
areas/facilities used in connection therewith, over designated AIRPORT property
and roadways, subject to rules and regulations governing the use of the Airport
and as the same may be promulgated by AIRPORT from time to time.
ALTC may, at any time hereafter, and at its own expense, provide a legal
description of the designated portion of the parking lot that is subject to this
Agreement and such description shall become a part of this vehicle parking
agreement.
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In the event AIRPORT requires said parking spaces within the parking lot subject
to this Agreement, AIRPORT will notify ALTC and provide an alternative location
on airport property for vehicle parking. No other parking stalls or areas may be
used by ALTO with its parking permits unless expressly provided for, in writing,
by AIRPORT.
2. TERM:
The term of this Agreement shall commence on March 1, 2023, and continue for
a period of one year, terminating on February 28, 2024, unless otherwise
terminated as provided for herein.
ALTC shall have the option, with AIRPORT'S prior written approval in each case,
to extend the initial term by four (4) additional one year tem-is, provided that
ALTC delivers to AIRPORT not less than thirty (30) days before the expiration of
the preceding term, written notification of ALTC'S intent to extend the term,
3. RENT:
ALTC promises and agrees to pay the following as rent for the use of the
Premises on or before the 5th day of each month:
A. Seven (7) vehicle parking spots--$280.001month total rent plus
leasehold tax, as applicable,
B. Additional parking spots (if approved by AIRPORT)—$40 00/month plus
leasehold tax, as applicable, for each additional.
The leasehold tax is determined by Washington State Department of Revenue.
As of the date of this Agreement, the leasehold tax is 0.1284 of the rent paid for
the property. This amount is subject to change during the Agreement.
All vehicles parked in the AIRPORT'S lot must display a parking permit, which
shall be provided by AIRPORT. The vehicle parking spots and permits provided
shall be subject to review and modification at the annual anniversary of this
Agreement.
4. USE:
The premises subject to this Agreement shall be used solely for parking
passenger vehicles. All vehicles shall be parked properly within the parking
spaces provided. All vehicles shall have current registration and tabs. No
oversized vehicles may be parked in the parking spaces provided. Any improper
parking in the parking spaces provided may result in termination of this
Agreement at the AIRPORT'S sole discretion.
5. S1GNAGE:
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ALTC may, at its sole cost, provide signs indicating that the parking spaces
subject to this Agreement are for the sole use of ALTO. All proposed signs must
first be approved by AIRPORT. If approved, AIRPORT shall determine
appropriate placement of the signs, and the signs may be placed by ALTC at its
own cost and expense.
8. CONDITION AND MAINTENANCE OF PARKING LOT:
ALTC has made a full inspection of the premises, is fully aware of its condition
and accepts the premises on an "As -Is" basis. AIRPORT will maintain the
parking lot premises subject to this Agreement in the regular course of
maintenance of all AIRPORT parking lots. AIRPORT does not agree to prioritize
maintenance of the parking lot premises used by ALTC. Maintenance does not
include regular snow plowing, although the AIRPORT may plow the parking lot
premises subject to this Agreement while plowing other areas of the parking lot.
ALTC understands and agrees that AIRPORT is not responsible for snow
plowing as part of this Agreement, nor is it responsible for any snow or ice
removal.
7. INSURANCE:
ALTC shall file with AIRPORT a certificate of insurance and additional insured
endorsement, or other proof of insurance acceptable to AIRPORT, meeting the
requirements of this section. In the alternative, ALTC may fulfill the insurance
obligations contained herein by maintaining membership in a joint self-insurance
program authorized by RCW 48.62. In this regard, AIRPORT understands that
ALTC as a member of such a program is not able to name AIRPORT as an
"additional insured" under the liability coverage provided by the joint self-
insurance program."
Failure of the AIRPORT to demand such verification of coverage with these
insurance requirements or failure of the AIRPORT to identify a deficiency from
the insurance documentation provided shall not be construed as a waiver of
ALTC'S obligation to maintain such insurance. Insurance shall provide the
following coverage:
a. Commercial Liability Insurance. Before this Agreement is fully
executed by the parties, ALTC shall provide the AIRPORT with a
certificate of insurance as proof of commercial liability insurance with a
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. If ALTC
carries higher coverage limits, such limits shall be shown on the
Certificate of Insurance The certificate shall clearly state who the
provider is, the coverage amount, the policy number, and when the
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policy and provisions provided are in effect. Said policy shall be in
effect for the duration of this Agreement. The insurance shall be with a
risk pool or insurance company or companies rated A -VI' or higher in
Best's Guide and admitted in the State of Washington. The
requirements contained herei , as well as the City of Yakima's review
or acceptance of insurance maintained by ALTC is not intended to and
shall not in any manner limit or qualify the liabilities or obligations
assumed by ALTC under this Agreement.
b. Automobile liability insurance. Before this Agreement is fully executed
by the parties, ALTC shall provide the AIRPORT with a certificate of
insurance as proof of automobile liability insurance with a 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. If ALTC carries
higher coverage limits, such limits shall be shown on the Certificate of
Insurance. 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 Agreement. The insurance shall be with a risk pool or
insurance company or companies rated A-VII or higher in Best's Guide
and admitted in the State of Washington. The requirements contained
herein, as well as the City of Yakima's review or acceptance of
insurance maintained by ALTC is not intended to and shall not in any
manner limit or qualify the liabilities or obligations assumed by ALTC
under this Agreement.
8. DAMAGE OR DESTRUCTION:
In the event of damage or destruction of the Premises described in paragraph 1,
or any other AIRPORT property caused by ALTC or its employees or agents, or
its equipment. ALTC shall repair. reconstruct. or replace the damaged or affected
property to the condition which existed prior to such damage or destruction, and
do so with due diligence.
9. IMPROVEMENTS:
No improvements are contemplated by this Agreement. ALTC shall make no
improvements to the premises subject to this Agreement without prior written
consent of AIRPORT. Any improvements approved by AIRPORT and completed
by ALTC shall become part of the property and revert to AIRPORT upon
termination of this Agreement,
10.INDEMNIFICATION:
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A. ALTC agrees to release, indemnify, defend, and hold harmless the City of
Yakima and Yakima Air Terminal -McAllister Field, its elected and appointed
officials, officers, employees, agents, representatives, insurers, attorneys, and
volunteers from all liabilities, losses, damages, and expenses related to all
claims, suits, arbitration actions, investigations, and regulatory or other
governmental proceedings arising from or in connection with this Agreement
or the acts, failures to act, errors or omissions of ALTC, or any of ALTC'S
agents, employees or subcontractors, in performance of this Agreement.
B. ALTC shall release, indemnify, defend, and hold harmless the City of Yakima
and Yakima Air Terminal -McAllister Field, and its elected and appointed
officials, officers, employees, agents, representatives, insurers, attorneys, and
volunteers from all liabilities, losses, damages, and expenses, including
attorneys' fees incidental to the investigation and defense thereof, resulting
from, arising out of, or caused by ALTC resulting in any liability under the
Federal Comprehensive Environmental Response Compensation Liability Act
of 1980, as amended, 42 U.S.C. 9601 et.seq.; the Hazardous Materials
Transportation Act, 49 U.S.C. 1801 et.seq.; the Resource Conservation and
Recovery Act, 42 U.S.C. 6901 et.seq.; the Clean Water Act, 42 U.S.C. 1251
et.seq.; the Washington State Environmental Policy Act, RCW Chapter
43,21C; the Washington State Water Pollution Control Act, RCW Chapter
90.48; the Model Toxic Control Act, RCW Chapter 70.105D; and any of the
regulations promulgated thereunder for any of the above -referenced laws; or
under any applicable local, state, or federal environmental ordinance, statute,
law, rule, or regulation.
C. The provisions of this Section shall survive the termination of this Agreement.
11.TERMINATION
A. Either party may terminate this Agreement, in whole or in part, if the other
party materially breaches its obligations under this Agreement and is in
default through no fault of the terminating party. However, no such
termination may be effected unless the other party is given: (1) not less than
five (5) calendar days written notice delivered by certified mail, return receipt
requested, of intent to terminate; and (2) an opportunity for consultation and
for cure with the terminating party before termination, Notice shall be
considered issued within seventy-two (72) hours of mailing by certified mail to
the place of business of either party as set forth in this Agreement.
B. In addition to termination under subsection A of this Section, AIRPORT may
terminate this Agreement for its convenience, in whole or in part, provided
ALTC is given not less than five (5) calendar days written notice delivered by
certified mail, return receipt requested, of intent to terminate, Notice shall be
considered issued within seventy-two (72) hours of mailing by certified mail to
the place of business of either party as set forth in this Agreement.
C, If AIRPORT terminates for default on the part of ALTC, an adjustment in the
monthly lease payment shall be made to reflect a prorated allocation of the
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monthly rent based upon the total number of days ALTC was permitted to
park its vehicles in AIRPORT'S parking lot prior to termination.
12.AIRPORT SECURITY:
AIRPORT does not provide security patrols in or around the parking lot premises
subject to this Agreement. In the event ALTC requires security patrols from a
private contractor, ALTC shall first have that private contractor approved by
AIRPORT. If approved, ALTC shall not charge or transfer any costs associated
with the security contract to AIRPORT. AIRPORT is not responsible for any
theft, damages, andfor destruction of vehicles while they are parked or operating
on any airport property or property subject to this Agreement.
13.RIGHT OF ENTRY:
The parties agree that AIRPORT can enter upon the premises subject to this
Agreement at any reasonable time to make inspections, conduct maintenance, or
for any other operational purpose of AIRPORT, that AIRPORT may deem
necessary or appropriate. AIRPORT reserves the right to take any action
necessary or desirable by AIRPORT to protect AIRPORT'S property and
operations against any activity interfering with the efficient operations of the
Yakima Air Terminal -McAllister Field, together with the right to prevent ALTO
from doing any thing that, in the opinion of AIRPORT, would limit the use of the
Yakima Air Terminal -McAllister Field property, or otherwise constitute a hazard or
operational issue for AIRPORT.
14. 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 other than
the AIRPORT and ALTC may rely upon or enforce any provision of this
Agreement.
15.WAIVER OF BREACH:
A waiver by either party hereto of a breach of the other party hereto of any
covenant or condition of this Agreement shall not impair the right of the party not
in default to avail itself of any subsequent breach thereof. Leniency, delay or
failure of either party to insist upon strict performance of any agreement,
covenant, or condition of this Agreement, or to exercise any right herein given in
any one or more instances, shall not be construed as a waiver or relinquishment
of any such agreement, covenant, condition or right.
16.SUBLETTING AND ASSIGNMENT:
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This Agreement shall not be assigned or transferred in whole or in part by ALTC
to any other person or entity without the prior written consent of the AIRPORT,
AIRPORT is the sole determiner of whether this Agreement may be assigned,
and its decision cannot be challenged. In the event that such prior written
consent to an assignment is granted, then the assignee shall also assume all
duties, obligations, and liabilities of ALTC stated herein and arising from this
Agreement.
17.INTEGRATION AND SUPERSESSION:
This document embodies the entire Agreement between the parties with respect
to the subject matter herein contained and supersedes any and all prior
negotiations, discussions, agreements, and understandings between the parties
as to the subject matter hereof, which are hereby declared terminated and of no
further force and effect, No amendments or modifications hereof shall be
enforceable unless in writing, signed by both parties.
18.SEVERABILITY:
If a court of competent jurisdiction holds any part, term or provision of this
Agreement to be illegal, or invalid in whole or in part, the validity of the remaining
provisions shall not be affected, and the partiesrights and obligations shall be
construed and enforced as if the Agreement did not contain the particular
provision held to be invalid,
19.ADMINISTRATION:
This Agreement shall be administered by the Yakima Air Terminal -McAllister
Field Airport Director or their designee.
CITY OF YAKIMA (AIRPORT) SOUTHEASTERN WASHINGTON AGING
AND LONG TERM CARE (ALTC)
By: Bob Harrison, City Manager
129 North 2nd Street
Yakima, WA 98801
(509) 575-6149
STATE OF WASHINGTON
0
County of Yakima
) ss.
By: Lori BroVvn, Director
P.Q. Box 8349
Yakima, WA 98908
(509) 965-0105
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I certify that I know or have satisfactory evidence that Bob Harrison signed this
instrument, on oath stated that they were authorized to execute the instrument on behalf
of the City of Yakima, and acknowledged it, as City Manager, as the free and voluntary
act of the City of Yakima for the uses and purposes mentioned in the instrument,
DATED this Jday of reloy-L„? a r 2023,
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STATE OF WAS4C N
County of Yakima
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NC)roliti, * Z
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(1111.iC
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NOTARY PUBLIC in and for the State of
Washington, residing at:
My Appointment Expires: c,.)-71,41 I aw-iutw,ki,
I certify that I know or have satisfactory evidence that Lori rown signed this instrument,
on oath stated that they were authorized to execute the instrument on behalf of
Southeastern Washington Aging and Long Term Care, and acknowledged it, as
Director, as the free and voluntary act of Southeastern Washington Aging and Long
Term Care for the uses and purposes mentioned in the instrument.
DATED this 9 day of te2f 2023,
•
'boat
N TARY PUBLIC in and for t e State of
hada.
Washington, residing at: 5e---
My Appointment Expires: xr?
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EXHIBIT 1
2810 W. Washington Ave, Yakima, WA 98903