2016-18 Boys & Girls Club of Coachella Valley - La Quinta - Joint UseJOINT USE OF E SERVICES
This Joint Use of Facility and Services Agreement (the
1 ► # i "Agreement")
l-` i r I ►Ist
organization (the "CLUB"), and the CITY OF LA QUINTA, a California municipal corporation (the "CITY"), as of this
dayof__�� 2016 (the "Effective Date"). CITY and CLUB are hereinafter sometimes
referred to individually as a "Party" and collectively as the "Parties."
RECITALS
WHEREAS, the CITY is the owner of certain real property located in the City of La Quinta consisting of
aw
i Girls Club of . i''.
WHEREAS, on or about February 4, 1992, the CITY entered into a 40-year lease with the CLUB for the
purpose of allowing the CLUB to build and utilize the Facility, which lease has been amended on three (3) prior
occasions amended, and
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the
exceptionof and i to the terms contained in the "Reserved Areas" identified in Sectionbelow),for
recreationpurposes;
WHEREAS; as a condition of this Agreement, the CLUB has agreed to allow the CITY to utilize, subject to the
restrictions and conditions set forth herein, theFacility; n
WHEREAS, the CITY is the owner of a classroom attached to the west side of the Facility more commonly
knownas the "Fitness Classroom"; and
WHEREAS, the CLUB desireso use the Fitness Classroom, and the CITY desires to grant a license to the
CLUB, toe ter upon, occupy, operate, according tote terms, conditions and covenants erein contained,
the Fitness Classroom,orrecreio purposes; and
is Agreement sets forthe terms and conditions for the 's use of the Facility and the
use of the Fitness Classroom,s well as the rights obligations of the Parties hereto withrespect tot e
shared use, operations, ai to ce, and fundingrequirements associ to i this ree e.
THEREFORE,AGREEMENT
NOW in consideration of the recitals set forth above, which are incorporated herei y this
reference, the covenants agreements set forth herein, and other good and valuable consideration, the receipt
and sufficiency of whichis hereby acknowledged, the CLUB and the CITY agree as follows:
1.0 SHARED USE OF FACILITY; SHARED USE OF FIINESS91ASIR M
DD
1.1 CLUB Grant of Use of Facility. Exceptfor those office areas identified as reserved in Section 1.7 below, the
CLUB hereby grants tote CITY for a term beginninge 7, 2016 to June 30, 2018, a license toe ter upon, occupy,
use and operate, ccor i e terms, conditions and covenants herein contained, the Facility duringe time
frame set out for CITY use in Sectionbelow.
Schedule1.2 Basic _ for CRY Use(" CITY Time").
Monday ro ay 7 p.m. - 10 p.m. ear Round)
Saturdays 6 p.m. - ear Round)
a.m. - o 6 times per calendar year with CLUB's
Staffroval)
Sundays a. ® 1 ear Round)
1.3 CITY Grant cyf Use of FitnessClassroom.
e CITY herebygrants to the CLUB for a tor.m ba in i June 7,
2016 o June 30, 2018, a license to enter upon, occupy, use and operate, according tote terms,
conditions and covenants herein contained, supervised access tote Fitness Classroom upon prior written
approval of CITYstaff.
Schedule1.4 Quarterly vi . e CLUB and the CITY shall meet and confer at least quarterly to discuss their
programming pl forte Facility and Fitness Classroom avoid duplication of services as both Parties
agree is reasonable. The CITY shall implement ro ram plan withins from a date of this_____
Agreement, and maintain said plan in accordance with its terms.
1.3 Permitting. During such periods of l time that the CITY does not have a proposed rou
use of the Facility, the CITY may permit public benefit groups ("Perm i ees") to utilize such periods of CITY
time. If it does s, the CITY will take the necessary stepso require the Permittees to meet the insurance and
all other requirements oft is Agreement.
1.4 Duty o Supervise. Duringall such times as all or part of the Facility is permitted by the CITY to be used by
one or more Permittees, the CITY shall provide competent, on -site supervision of said er i ees by an
appropriate contingent of responsible adults, and such appropriate security therefore necessary to prevent
property a a e or intentional personal injury.
1.5 Liability r Damage. CITY shall be liable for all property damage and personal injury that occurs solely as a_____
result of actions by CITYor CITY's CITY'guests or attendees with respect tote use of the Facility, and shall hold
the CLUB harmless from any and all such liability. CLUB shall be liable for all property damage and personal
injury that occurs solely as a result of actions by CLUB or L 's guests or attendees with respect o the use
of the Fitness Classroom, and shall hold the CITY harmless from any and all such liability.
1.6 Specific Violations of Facility. Without limitation as to other possible violations of the Facility use, the
CITY shall specifically not permit the following uses:
Political ivi i . CITY shall abide y `s facility use policies and shall not permit or
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olere the use of the Facility for campaigning or otherwise working forte nomination or election
of any individual o any public office, partisan or nonpartisan, or for any ballot measure, including
any initiative, referendum, or advisory vote, except i e advance written permission oft e
CLUB, as a forumfor open lio debate by candidates on the condition that no member oft e
public shall be excluded erero
1.6.2 Alcohol,, or Tobacco. CITYshall abide y L 's facility use policies and not allow
alcohol, illegal drugs, or tobacco to be sold, used or consumed in, on or about the Facility. CITY
all not permit or allow any portion of the Facility to be rented or utilized by any person, group or
-company thatintends o provide alcoholic beverages at an event or meeting, The CITY shall make
these facts known, in writingthrough oral communications, to all staff membersand
participants at the Facility.
1.7 Reserved Areas.
1.7.1 CLUB Officece to from a license herein grantedo CITY is the area of the 's staff
offices.
1.7.2 StorageExcepted from a license herein granted is the area of the 's storage for
gamesand supplies which is hereby specifically reserved r to tote exclusive and full time use o
e CLUB duringe term of this Agreement.
® __Operations._
1.8.1 Fees. CITY may charge attendance fees to its invitees and users.
1.8.2 Log Book. Each Party shall keep, maintain and permit the iby the other Party of, a joint
hg book in a form approved by the CLUB and the CITY in which the CITY and the CLUB shall maintain a
record of acts of vandalism, repairs, incidents of graffiti, and other major incidents.
1.8.3 Procedure Training. CITY shall cause and train its employees to comply with procedures in a
manual ("Procedures Manual") the CLUB prepares regarding utility turn-offs, alarm responses, locking
up/closing, key distribution, facility damage (including graffiti reporting. The CLUB shall provide CITYwith a
copy of hereby mentioned Procedures Manual and provide CITY with a facility alarm code.
1.8.4 Key Provision. Parties will coordinate on providing keys and lock up procedures and use of the
alarm system.
1.8.5 Maintenance. Except for conditions which may be corrected by normal janitorial services, all
Parties shall leave the Facility at the conclusion of their daily time allotment in a neat and clean condition
and one that does not impose any additional duty on the janitorial and custodial services staff, or upon the
next occupant of the Facility. The Facility shall be kept and maintained in a n|oon, sanitary and safe
condition as established by the CLUB. The CLUB shall also be responsibie for acceptable maintenance of all
landscape areas, playgrounds, parking |ots, and trash enclosure. Except for conditions which may be
corrected by normal janitorial services, all Parties shall leave the Fitness Classroom at the conclusion of any
use in a neat and clean condition and one that does not impose any additional duty on the janitorial and
custodial services staif, or upon the next occupant of the Fitness Classroom. The Fitness Classroom shall be
kept and maintained in a clean, sanitary and safe condition as established by the CITY.
2.0 MUTUAL INDEMNITY AND RELEASE. Reciprocal Indemnity for Invitee's, Employee's or Trespr'$
Personal and Property Injuries. Each Party ("Indemnifying Party") indemnifies each other Party ("Indemnified
Party"), holds the Indemnified Party harmless, and agrees to defend the Indemnified Party against Ioss, damage or
liability on a claim, the adverse judgment, adverse order on, or good faith settlement of, such a n|aim, including
attorney's fees and court costs in defending such claim, suffered by an Indemnified Party due to personal injury to, or
damage to the property of, an invitee (including a Permittee) of an Indemnified Party ("Indemnified's Invitee"), an
employee ("Indemnified's Employee") of an Indemnified Party, or to a trespasser or other uninvited person, at the
Facility and/or Fitness Classroom primarily caused by the act or omission of the Indemnifying Party, its employees or
invitees.
3.0 INSURANCE. The Parties agree to provide insurance in accordance with the provisions of this Section 3,
3,1 C0Y's Insurance Obligation. Without limiting the indemnification provisions provided herein, the CI1Y, at its
sole expense, shall obtain and keep in force during the term of this Agreement and any extensions thereof, a polior
policies of general liability insurance covering all injuries to pemmno and damage to property occurring in, upon or
about (i) the Facility resulting from any actions or omissions of the CITY or any use of the Facility by the CITY or its
invitees in accordance with the terms of this Agreement, or (ii) the Fitness Classroom resulting from any actions or
omissions of the CI1Y or any use of the Fitness Classroom by the CITY or its invitees. The policy or policies evidencing
such insurance shall name the CLUB and its officials, officers, employees, and agents as additional insureds, shall
provide that same may not be cancelled or amended without written notice to the CLUB, and shall provide for a
combined single limit coverage of bodily injury and property damage in the amount of not less than One Million
Dollars ($1.000.000). Such policy or policies shall be issued by an insurance company Iicensed to do business in
thwStmtuofCo|ifnmimmndbarmtaUA'/V|||nrbettarbvambeut.com. Priorto the Effective Date, and upon renewal of
such policies, the CRY shall submit to the CLUB certificates of insurance and any applicable endorsements
evidencing that the foregoing policy or policies are in effect. At the CITY's option, CITY shall be allowed to self -insure
the insurance coverages as required above.
3.2 CLUB's Insurance Obligation. Without limiting the indemnification provisions provided herein, the CLUB, at
its sole expense, shall obtain and keep in force during the term of this Agreement and any extensions thereof, a policy
orpolicies ufgeneral liability insurance covering all injuries topammnsanddamage1opnopodynoouningin.upono,
about (i) the Facility resulting from any actions or omissions of the CLUB or any use of the Facility by the CLUB or its
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tournaments, holiday parties, and to provide other opportunities for fun and constructive use of children's leisur4
time. CLUB warrants that all services will be performed in a competent, professional, and satisfactory manner in
accordance with the standards prevalent in the industry for such services.
5.0 COMPENSATION.
5.1 Community Development Block Grant (CDBG). It is the understanding of the CLUB and the CITY that CDBG
funds will be used to fund this portion of the contract. The maximum sum of Twenty Thousand Dollars ($20,000) per
fiscal year is contingent upon the CLUB completing the necessary reporting documents required by the Riverside
County CDBG program.
5.2 Contract Sum ("License Fee'j. For the License Fee the CITY shall make quarterly payments of $10,000 for a
total amount not to exceed Eighty Thousand Dollars ($80,000) during the term of this Agreement. For the term of this
Agreement, the License Fee payments will be made to the CLUB according to the following schedule:
Pa m e n t A jRgg t Payment Date
$10,000 July 31, 2016 and July 31, 2017
$10,000 October 31, 2016 and October 31, 2017
$10,000 January 31, 2017 and January 31, 2018
$10,000 April 30, 2017 and April 30, 2018
In the event this Agreement is terminated pursuant to the terms hereof, the final payment shall be as follows:
(I) if the final date ofthis Agreement occurs on a Payment Date, then the $10,000 payment due on said Payment
Date shall be the final payment due hereunder; and (I!) if the final date of this Agreement occurs on a date other than
a Payment Date, then the payment due on said final date all be $10,000 prorated for the number of days during
the last quarter for which this Agreement was in effect.
6.0 PERFORMANCE SCHEDULE.
6.1 Time of Essence. Time is of the essence in the performance of this Agreement.
6.2 Schedule of Perfomiance.All services rendered pursuant to this Agreement shall be performed diligently
and within the time period established in Section 4.1. Extensions to the time period specified in Section 4.1 may be
approved in writing by the Community Resources Director of the CITY (the "Contract Officer"). CDBG reporting forms
must be filed in a timely manner in compliance with CDBG reporting timelines.
6.3 Term. This Agreement shall become effective June 7, 2016, and shall remain in effect for a term of two (2)
years, with an option to renew for an additional 4 years unless earlier terminated as provided herein. Either party may
terminate this Agreement providing the other with six (6) months prior written notice of the termination date.
6.4 Default. Failure or delay by either party to perform any covenant, condition or provision of this Agreement
within the time provided herein constitutes a default under this Agreement. The injuredpadyuhmUgivowrittannotice
of default to the party in default, clearly detailing the default to be cured. The defaulting party shall immediately
commence to cure such default and shall diligently complete such cure within thirty (30) days from the date of the
notice or such longer period if the nature of the default is such that more than thirty (30) days is required to cure such
default. Notwithstanding any other provision of this Agreement, the ijured party shall have the right to immediately
terminate this Agreement by written notice to the other party in the event of a default which is not cured within the
time setforth in this section.
7.0 RECORDS AND REPORTS.
7.1 Reports. CLUB shall prepare and submit to CITY a monthly report of attendance concerning the services as
outlined in this Agreement. In addition, a progress report, including an accounting of expenditures, shall be provided
on or about December 15, 2016, June 15, 2017, December 15, 2017, and June 15, 2018. The CLUB shall prepare
reports and intake forms as required by the Riverside County CDBG program.
7.2 Records. CLUB shall keep such books and records as shall be necessary to perform the services required by
this Agreement and enable the CI1Y to evaluate the costand the performance of such servicesBooks and records
pertaining to costs shall be kept and prepared in accordance with generally accepted accounting principles. CITY
shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy,
audit and make records and transcripts from such records.
7.3 Release of DocumentsThe repoMs, records, documents and other materials prepared by CLUB in the
performance of services under this Agreement shall not be released publicly without the prior written approval of the
Contract Officer or except as required by law. CLUB shall not disclose to any other private entity or person any
information regarding the activities of the CITY, except as required by law or as authorized by the Contract Officer.
7.4 Community Development Block Grant (CDBG) Funding. The CLUB agrees to comply with the reporting
processes of the Riverside County CDBG program in order to document that the program meets the National
Objective by serving limited clientele - all persons (100%) served by the services outlined in this Agreement shall be
low or moderate income.
8.0 MISCELLANEOUS PROVISIONS.
8.1 Fees. In the event any declaratory or other legal or equitable action is instituted between CITY and
CLUB in connection with this Agreement, the prevailing Party shall be entitled to recoverfrom the losing Party all of its
costs and expenses, including court costs and reasonable attorneys' fees, and all fees, costs and expenses incurred
on any appeal or in collection of anyjudgment.
8.2 Notices. Any notice, request, demand, consent, approval or other communication required or permitted
authorized representative of the other Party, or deposited in the United States mail, duly certified or registered (return
receipt requeutad, postage prepaid, or delivered through another commercially reasonable method, including
facsimile transmission and addressed to the party for whom intended, as follows:
If to CITY:
If to CLUB:
City of La Quinta
Attn: City Manager
T@'495Calle Tampico
LaUu|nta.C&S2253
Fax: (760) 777-7101
Boys and Giris Club of La Quinta
Attn: Jim Ducatte, Chef Executive Officer
42600 Cook Street, Suite 120
Palm Desert, CA 92260
Fax: (760) 836-1160
Any Party may from time to time, by written notice to the other, designate a different address which shall be
substituted for that specified above. If any notice or other document is sent by mail as aforesaid, the same shall be
deemed fully delivered and received forty-eight (48) hours after mailing as provided above. If any notice or document
is sent by facsimile transmission, the same shall be deemed fully delivered and received upon the transmission to the
sender of a facsimile confirmation sheet.
8.3 Gender and Number. In this Agreement (unless the context requires otherwise), the masculine, feminine
and neuter genders and the singular and the plural shall be deemed to include one another, as appropriate.
8.4 Entire Agreement. This Agreement and the Leasconstitute the entire agreement betweethe Parties
hereto pertaining to the subject matter hereof, and the final, complete and exclusive expression of the terms and
conditions thereofAll prior agreements, representations, negotiations and understanding of the parties hereto, oral
orwritten, express or implied, are hereby superseded and merged herein.
8.5 Captions. The captions used herein are for convenience only and are not a part of this Agreement and do not
in any way limit or amplify the terms and provisions hereof.
8.6 Goveming Law. This Agreement and the exhibits attached hereto have been negotiated and executed in the
State of California and shall be governed by and construed under the laws of the State of California.
8.7 Invalidity of Provision. If any provision of this Agreement as appliecl to any Party or to any circumstance shall
be adjudged by a court of competent jurisdiction to be void or unenforceable for any reason, the same shall in no way
affect (to the maximum extent permissible by law) any other provision of this Agreement, the application of any such
provision under circumstances different from those adjudicated by the court, or the validity or enforceability of this
Agreement as a whole.
8.8 Amendments. No addition to or modification of any provision contained in this Agreement shall be effective
unless fully set forth in writing by CLUB and CITY.
8.9 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed
an original, but all of which together shall constitute but one and the same instrument.
8.10 Binding Upon Succ ors. The terms and conditions, covenants, and agreements set forth herein shall
apply to and bind the heirs, executors, administrators, assigns and successors of the parties hereof.
TO: Frank J. Spevacek, City Manager
FROM: Lisa Chaudhry, Administrative Technician
DATE: June 28, 2016
RE: Execution of Joint Use Agreement with Boys & Girls Club of Coachella
Valley
Attached for your signature is agreement with Boys & Girls Club for the shared use of
the fitness classroom located at President Gerald Ford Boys and Girls Club of La
Quinta.
Please sign the attached agreement(s) and return to the City Clerk for processing and
distribution.
Requesting department shall check and attach the items below as appropriate:
_X_ Contract payments will be charged to account number: 101-3001-60135
_X_ Amount of Agreement, Amendment, Change Order, etc.: $80,000
N/A A Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s) is attached with
_____ no reportable interests in LQ or ____ reportable interests
N/A A Conflict of Interest Form 700 Statement of Economic Interests is not required because this Consultant
does not meet the definition in FPPC regulation 18701(2).
Authority to execute this agreement is based upon:
N/A Approved by the City Council on June 21, 2016
_X_ City Manager’s signature authority provided under Resolution No. 2015-045 for budgeted expenditures
of $50,000 or less
_X_ Initial to certify that 3 written informal bids or proposals were received and considered in selection
The following required documents are attached to the agreement:
_X_ Insurance certificates as required by the agreement (approved by Risk Manager on _____________ date)
N/A Performance bonds as required by the agreement (originals)
___ City of La Quinta Business License number ________________________
N/A Purchase Order number ______________________