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Home My WebLink AboutCC AG PKT 2009-09-14 #HADEN®A STAFF REPORT DATE: September 14, 2009 TO: Honorable Mayor and City Council THRU: David N. Carmany, City Manager FROM: Jill R. Ingram, Assistant to the City Manager Tim Kelsey, Community Services Supervisor SUBJECT: SEAL EEACH PLAYGROUP LICENSE AGREEMENT SUMMARY OF REQUEST: That the City Council adopt Resolution No. 5910 authorizing the City Manager to execute a Facility License Agreement between the City of Seal Beach and Seal Beach PlayGroup Co-Op. SACICGROUN®: The Seal Beach Playgroup has operated a parent participation co-op pre-school at the Marina Community Center since the early 1960's. The Seal Beach Playgroup uses the small room, lobby, and kitchen of the Marina Center on a daily basis 'from September through June. The Playgroup also has use of a storage facility outside of the Marina Center that is used to store class supplies. The total amount of space used by the Seal Beach Playgroup on a daily basis is 1,570 square feet. As both the Seal Beach Playgroup and the City have a mutual interest in providing high quality pre-school programs for residents, it is in the best interest for both parties to enter into an agreement that allows use of the facility at an affordable cost. The agreement helps the City to offset regular maintenance costs that are incurred throughout the year while offering use of the facility at an affordable price. Additionally, keeping facility costs at an affordable rate allows the Seal Beach Playgroup to maintain participant tuition at an affordable rate as well. Along with establishing cost recovery, the agreement also establishes standards of use, schedule of use, indemnification, and insurance standards. FINANCIAL IMPACT: The Seal Beach Playgroup shall pay the City of Seal Beach a monthly fee of $200 per month for use of the Marina Community Center to operate a co-op Agenda Item H Page 2 preschool program, in addition to standard fees for additional use of the facility as set forth in the Exhibit B -Schedule of Use. Additionally, the agreement allows for an annual fee adjustment based upon an increase in the Consumer Price Index. RECOMMEiVDATIOIN: That the City Council adopt Resolution No. 5910 authorizing the City Manager to execute a Facility License Agreement between the City of Seal Beach and Seal Beach PlayGroup Co-Op. SUBMITTED BY: ~• ill .Ingram, sistant to the City Manager Tim Kelsey, Community Servi Attachments: upervisor NOTED AND APPROVED: ~gj David N. Carm ny, City Manager A. Resolution No. 5910 B. Facility License Agreement RESOLUTION NUMBER 5910 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL BEACH APPROVING A FACILITY LICENSE AGREEMENT WITH SEAL BEACH PLAYGROUP CO-OP THE CITY COUNCIL OF THE CITY OF SEAL BEACH DOES HEREBY RESOLVE: SECTION 1. The City Council hereby approves a Facility License Agreement between the City of Seal Beach and Seal Beach PlayGroup Co- Op. SECTION 2. The Council hereby directs the City Manager to execute the Facility License Agreement. PASSED, APPROVED AND ADOPTED by the City Council of Seal Beach, at a meeting hereof held on the 14th day of September , 2009 by the following vote: AYES: COUNCILMEMBERS NOES: COUNCILMEMBERS ABSENT: COUNCILMEMBERS ABSTAIN: COUNCILMEMBERS Mayor ATTEST: City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Linda Devine, City Clerk of Seal Beach, California, do hereby certify that the foregoing resolution is the original copy of Resolution Number 5910 on file in the office of the City Clerk, passed, approved, and adopted by the City Council of the City of Seal Beach, at a regular meeting thereof held on the 14th day of September , 2009. City Clerk RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City Clerk City of Seal Beach 211 Eighth Street Seal Beach, California 90740 Exempt from fees per Government Code § 27383 (space above for recorder's use) FACILITY LICENSE This Facility License Agreement ("License") is made as of September 14th, 2009 by and between the City of Seal Beach, a California municipal corporation ("the City"), and Seal Beach P1ayGroup Co-Op ("the CO-OP"). RECITALS WHEREAS City owns the property located at 151 Marina Drive, Seal Beach ("Marina Community Center"); WHEREAS, The CO-OP operates a parent participation pre-school program ("the Pre- School"); WHEREAS, The CO-OP has operated the Pre-School at the Marina Community Center since the eazly 1960s; WHEREAS, The City and CO-OP have the mutual interest in providing the Pre-School at the Marina Community Center. NOW, THEREFORE, CITY AND CO-OP AGREE AS FOLLOWS: AGREEMENT Section 1. Grant of License 1.1 City grants to CO-OP a license to conduct pazent participation pre-school activities and programs upon that portion of Marina Community Center depicted on Exhibit A, attached hereto and incorporated by this reference (hereinafter the "Premises"). CO-OP's license shall be used in accordance with the Schedule of Use indicated on Exhibit B, attached hereto and incorporated by this reference (hereinafter the "Schedule of Use") and the terms and conditions set forth herein below. CO-OP shall not use the Premises in any manner contrary to the terms of this License without City's prior written consent. 1.2 No Leasehold. No legal title or leasehold interest in the Premises is created or vested in CO-OP by the grant of this License. 1 S7296-0001\1167561 v4.doc Section 2. Consideration 2.1 Monthly Fee. In consideration of the license granted by City, CO-OP shall pay to City a monthly fee of $200 due on or before the first day of the month. 2.2 Annual Fee Adjustment. On September 1, 2010, and on September 1 of each yeaz thereafter (the "Adjustment Date") the Monthly Fee will be increased by the percent equal to the increase in the Consumer Price Index (All Urban Consumers) for the Los Angeles-Riverside- Orange County Metropolitan Area published by the Bureau of Labor Statistics of the U.S. Department of Labor ("CPI") during the immediately preceding yeaz. In no event shall the CPI adjustment be less than 3% or more than 7% of the Monthly Fee paid during the immediately preceding yeaz. 2.3 Standard Fees for Additional Use. Additional use of the Premises by CO-OP beyond what is set forth in Schedule of Use found in Exhibit B shall be subject to (1) the prior approval of the City Manager or his or her designee; and (2) CO-OP's payment of the City's standazd facility use fees, as set forth in the applicable fee resolution adopted by the City Council. Section 3. Term 3.1 The operating term of this License shall begin September 1, 2009 and may be terminated by City upon giving 30 days written notice to CO-OP. Section 4. Relationship of the Parties 4.1 The only relationship created by this License is of that of licensor and licensee. Neither City nor any of its officers, employees, or agents shall have control over the means of service or means of production of CO-OP or any of its officers, agents, or employees. CO-OP is solely responsible for all aspects of its programs and operations including, without limitation, its use of the Premises. C0-0P shall not, at any time or in any manner, represent that it or any of its officers, agents, or employees are in any manner agents or employees of City. 4.2 CO-OP shall indemfy and hold harmless City and its elected officials, officers and employees, servants, designated volunteers, and agents serving as independent contractors in the role of city officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from CO-OP's personnel practices. Section 5. Use of Premises 5.1 Schedule of Use. CO-OP shall comply with the Schedule of Use. City reserves the right to use, sublease, or license the Premises to third parties, so long as such third party use, sublease, or license does not conflict with CO-OP's scheduled use of the Premises. CO-OP is aware and acknowledges that the Schedule of Use is subject to change to meet the scheduling and maintenance needs of the City and agrees to indemnify and hold City harmless for any such changes to the Scheduled Hours of Use. 5.2 Risk Management. CO-OP shall follow the principles of a sound risk management program. Whenever possible, risk shall be avoided. All CO-OP officers, S7296-0001\1167561 v4.doc 2 employees, and volunteers exercising rights granted by this License on behalf of CO-OP or pursuant to this License shall be fingerprinted, at the sole expense of CO-OP. 5.3 Utilities and Janitorial Costs. City shall be responsible for paying costs of utilities and janitorial services for the Premises. 5.4 No Unlawful Uses. CO-OP shall only be permitted to use the Premises for pre- school activities and programs and CO-OP agrees not to use the Premises for any immoral or unlawful purpose. 5.5 Preservation of Insurance. CO-OP shall not commit any acts on the Premises, nor use the Premises in any manner that will cause the cancellation of any fire, liability, or other insurance policy insuring the Premises or the improvements on the Premises. 5.6 No Waste or Nuisance. CO-OP shall not commit any waste or any public or private nuisance upon the Premises. 5.7 Legal Compliance. CO-OP shall not violate any law, rule, or order of any federal, state, or municipal government or agency that may be applicable to use of the Premises. 5.8 Vacating Premises. On or before the effective date of termination of this License, CO-OP shall vacate the Premises, remove all of CO-OP's personal property from the Premises, and leave the Premises in good order and repair, subject to the satisfaction of City. Section 6. Indemnity 6.1 To the fullest extent permitted by law, CO-OP shall indemnify, defend and hold harmless the City, its governing boazd and commissions and the individuals thereof, and all its officers, agents, employees and representatives (collectively hereinafter referred to as the "City" in this Section 6) from and against any and all demands, debts, liens, claims, losses, damages, liability, costs, expenses (including, but not by way of limitation, fees and costs actually incurred, whether or not litigation has commenced), judgments or obligations, action, or causes of actions whatsoever, for or in connection to any injury, damage or loss (including, but not limited to bodily injury, death, personal injury, property damage, violation of any applicable Municipal, County, State, and Federal laws and regulations, Court Rules or ordinances, or any other type of loss) sustained or claimed to have been sustained by any person or persons, or corporation, or public or private entity arising out of the performance or nonperformance of services, operations, duties, and other obligations of the CO-OP, its officers, agents, employees, representatives, and subcontractors under this License. The provisions of this indemnification clause shall not be limited to the availability or ability to collect insurance coverage, and shall survive the termination of this agreement. Section 7. Insurance 7.1 CO-OP, at its own expense, shall obtain and maintain in effect at all times during the term of this License, all insurance coverage related to every aspect of its programs. CO-OP is responsible for securing and maintaining all insurance coverage to operate the pre-school pursuant to requirements of City, State, or Federal statutes. CO-OP shall provide proof of general liability, workers compensation, vehicle, and other insurance to City before the 3 S7296-0001\1167561 v4.doc commencement of the operating term and again prior to each anniversary of the commencement of the operating term. CO-OP shall obtain and maintain general liability insurance of $2,000,000. City shall be named as additional insured. Section 8. Notices 8.1 All notices and demands that may be required or permitted by this License must be made in writing. All notices and demands must be sent by national overnight delivery service (e.g., Federal Express) or certified U.S. mail, return receipt requested, to the addresses specified below, or to any other place that the respective party may from time to time designate in a notice to the other. City: City Manager City of Seal Beach 211 8th Street Seal Beach, CA 90740 CO-OP: Seal Beach Playgroup P.O. Box 442 Seal Beach, CA 90740 Section 9. Assignment Prohibited 9.1 This License is personal to CO-OP and shall not be assigned. Any attempt by CO-OP to assign this License shall result in its automatic termination. Section 10. Miscellaneous 10.1 Entire Agreement. This License, dated September 14, 2009 contains the entire agreement between the parties hereto with respect to the subject matter hereof, and any other purported agreement made shall be ineffective to change, modify, dischazge or effect an abandonment of this License in whole or in part unless such purported agreement is in writing and signed by the parry against whom enforcement is sought. 10.2 Applicable Law. This License shall be governed and interpreted in accordance with the laws of the State of California. 10.3 No Brokers. Each party represents to the other that it has not engaged or used the services of any broker, finder, or salesperson in connection with this License. 10.4 Counterparts. This License may be executed in multiple counterparts each of which shall be deemed an original for all purposes. 4 S7296-0001\1167561v4.doc IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. CITY OF SEAL BEACH By: David N. Carmany, City Manager WITNESSED: By: Linda Devine, City Clerk APPROVED AS TO FORM: BY: Quinn M. Barrow, City Attorney SEAL BEACH PLAY GROUP CO-OF ~. By: Candace Min ident 5 S7296-0001\1]67561v4.doc Exhibit A IDepiction of Premises S7296-0001\1167561v4.doc M ~~I ~5 --~',- m .,~.,....R, ~~.~.. jfl ~~ _- I ! ` I I jlil I .....-._._..-. _- j_-' ~ N I' I F . . ' I ~ I ~ i'-~. r.... .. i- _ I~ I I ~ I I I .I_ . . ---I--- - ~ .. w......m .:.r..:.. ~~ -- . ~_._._ i ... ~...., - .i-*_ .-_ ''li .Ij ~ ~ j rj ~ ~_'_ $~e~~z I I. •I--- ~._~-. ~ - _.r.. ~•: ~ -. .l-- -- I. - .... --. ---' ---- - ---- ---- ---~ .... ........... .--' - - -- ._ .. I ............ j f ~._ ~ ~ I~ I J _ . -... _ I ~ ~. i ~ ~ "i I- ~~ ~ ~i ..,. . _.~--~I-_ .._ -....... - ~ ---........ ,,,._, ts~.eF, r~_., ,..:..... _ ~ ~~~-:~- ----I---.-...-----. . ~i :.CAS ,,,,,.L:L':... .. .~.. ' .. ~ . is ~ ,, • -; tt~_.-Y u -..e S ~' ~ i .. _-_~. -__.-___. _.._. -.._ I ..._.__-.__.___-...._. .,~.I ~ _,.._.-- ~ _ _ _ _ ~.~.~... I,I,f _~-_I:I, :~ , 1 1~~~. . ~,. ~;'. ,1. ~ .;~ I~•i .. i'I 11.~~' ~il`~!il, `'` uilli~l~i~l ~ii~;~ljli ,I ~ Ij i!1uI~1;1~~I ~ ~s •'I f '' ~~ r Exhibit B Schedule of Use S7296-0001\1167561v4.doc Seal beach Playgr®up Schedule ®f ~Se 2009-2010 Facility- Marina Center Small Room, Lobby ~ Kitchen Regular Weekly Use September 1, 2009 through June 15, 2010 Monday: 8:30am to 1:OOpm Tuesday-Friday: 8:30am to 12:30 No School On Se tember 7th 2009 Labor Da October 9th 2009 Columbus Da November 6th 2009 Holida November . 11th 2009 Veterans Da November 25th-27th 2009 Thanks ivin December 21st-31st 2009 Winter Break Janua 1st 2010 New Years Februa 8th 2010 Lincoln's Birthda Februa 15th 2010 Washin ton's Birthda A ril 5th-9th 2010 S rin Break Ma 31st 2010 Memorial Da June 4th 2010 Holida Last Day of Children: June 11th, 2010 Clean Up: June 14th and 15th There will be 8 to 10 additional field trips days