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Home My Public Portal About007-2019 - Parks - Facility Use Agreement - Shakespear FestivalFACILITY USAGE AGREEMENT THIS AGREEMENT made and entered into this *,NAday of , 2019, and referred to as Contract No. 7-2019 by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Parks and Recreation (hereinafter referred to as the "Department") and Richmond Shakespeare Festival, Inc., 822 East Main Street, Suite A, Richmond, Indiana, 47374 (hereinafter referred to as "RSFI"). In consideration of the mutual promise and covenants contained herein, the Department and RSFI hereby agree as follows: I RSFI wishes to use certain facilities of the Richmond Parks Department in order to host yearly Shakespeare Festival events (hereinafter "event" or "events") from May until July of each of the 2019, 2020, and 2021 calendar years. The Department shall permit RSFI to use the facilities known as the Starr Gennett building located in the Richmond Whitewater Gorge Park located at 201 South Ist Street, Richmond, Indiana, (hereinafter "facility" or "facilities") for its activities in connection with said events, which activities may include, but not be limited to, festival productions, greenshow events, booth/kiosk sales, musical acts, art and food vendors, and other amusement and entertainment events., 2. RSFI and its members must abide by all rules and regulations of the Department, including but not limited to, any applicable posted hours. Department may order RSFI to cease or relocate its activities at any time should it be necessary for the proper use, safety or enjoyment of facilities. 4. Pursuant to Indiana Code 22-9-1 -10, RSFI, any sub -contractor, or any person acting on behalf of RSFI or any sub -contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. 5. This Agreement will be deemed to have begun on May 1, 2019, and shall expire on June 30, 2021. Any changes required by the Department during the effective dates of the Agreement will be provided in writing to RSFI at least thirty (30) days prior to the date the change will go into effect. Contract No. 7-2019 RSFI agrees to provide Department with a schedule of events no later than April 30" for each calendar year. Department reserves the right to utilize or allow others to utilize the facilities when not reserved by RSFI. 7. All major improvements to the facilities must be approved by the Department in writing prior to the commencement of any installation or construction work. The parties have agreed to improvements that may include the following: re -grid of lights, hanging of lights and audio (including sound mitigation), stage and riser installation, internet and wireless installation for improvement of cellular telephone signal strength, and power installation (including company switch and tie-in box). Proposals must be submitted in writing at least sixty (60) days prior to the project start date and all work must be performed by a licensed installation contractor in accordance with any federal, state, or local laws. All improvements become the property of the Department. RSFI has agreed that the Department will be considered top level by RSFI for purposes of any in -kind donation consideration. The Department agrees to provide outdoor picnic tables, temporary staging for the green show, and folding tables inside the facility. 10. RSFI shall include the following language on all printed material concerning its operation and events, "In cooperation with the Richmond Parks and Recreation Department." 11. RSFI shall remove all trash and debris after each RSFI event at the facility, and shall obey all rules and regulations set forth by the Richmond Parks and Recreation Department. 12. RSFI shall provide the Department with a written financial statement on or before May 15th of each year of the agreement. 13. RSFI shall require participants in all events and contests to sign the City's liability waiver prior to participation. 14. RSFI shall procure a general liability insurance policy with limits of liability no less than $1,000,000 per person and $1,000,000 per occurrence. The City of Richmond shall be named as a co-insured on such policy. RSFI shall provide the Department with a copy of such policy or Certificate of Coverage on or before January I It of each year, and shall not be permitted to engage in activities at Department's facilities until proof of coverage is provided. 15. RSFI shall provide the Department the names and phone numbers of all officers by January Ist of each year this contract is in effect, or when elected. 16. RSFI agrees to indemnify, release, and hold harmless the City of Richmond, the Department, and all employees, officers or agents of the same from any liability that may arise from the use of the facilities by RSFI. 17. This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. It shall be controlled by Indiana law and shall be binding upon the parties, their successors and assigns. It constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing the Agreement a written instrument setting forth such changes by both parties. 18. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which constitute but one and the same instrument. 19. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and suit arising under this Agreement, if any, must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said court. 20. Any person executing this Agreement in a representative capacity hereby warrants that he or she has been duly authorized by his or her principal to execute this Agreement. 21. In the event of any breach of this Agreement by RSFI, and in addition to any damages or remedies, RSFI shall be liable for all costs incurred by City due to the enforcement of this Agreement, including but not limited to City's reasonable attorney's fees. 22. A breach of this Agreement shall include, but not be limited to, failure of RSFI to comply with any of the terms of this Agreement, failure to procure and maintain appropriate levels of general liability insurance as set forth in the terms of this Agreement, or failure to adhere to all federal laws, state laws, and local ordinances. In the event RSFI is able to cure or resolve any action or situation that caused the breach, City will not hold RSFI in default if such cure is able to be performed within thirty (30) days of the date breach is deemed by the City to have occurred. City shall provide RSFI with written notice of the breach by first-class mail, and RSFI shall have thirty (30) days from the receipt of notice of breach or default to perform said cure. 23. In the event RSFI is unable to cure or resolve the breach, City may declare RSFI in default and breach of this Agreement, and shall proceed with any action necessary to take possession of the facility. In the event of an emergency, City shall immediately proceed with any action necessary to take possession of the facility. City may terminate this Agreement in whole or in part, for cause, at any time by giving at least five (5) working days written notice specifying the effective date and the reasons for termination. 24. In the event that an ambiguity or question of intent or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of the day and year first written above, although signatures may be affixed on different dates. "CITY" THE CITY OF RICHMOND, INDIANA by and through its Board of Parks and Recreation By: Mike Foley, President Date: Iy I �— o 44RSFI" RICHMOND SHAKESPEARE FESTIVAL, INC. 822 East Main Street, Suite A Richmond, Indiana, 47374 Printed: 17*�*te4v-12 /F ----i Title: /7/2 APPROVED: % Snow ayor Date: Date: 311817019