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HomeMy Public PortalAbout2022.04.28 Woodstock Agreement w McCall CityHEARTLAND HUNGER & RESOURCE CENTER WOODSTOCK AGREEMENT THIS AGREEMENT is made and entered into this day of , 2022, by and between THE CITY OF MCCALL, a municipality, whose address is 16 East Park Street, McCall, Idaho 83638 (hereinafter referred to as "McCall City"), and HEARTLAND HUNGER & RESOURCE CENTER, INC. an Idaho non-profit Corporation, whose address is P.O. Box 1929, McCall, Idaho 83638, (hereinafter referred to as "Heartland Hunger"). McCall City and Heartland Hunger are collectively referred to as "Parties." RECITALS McCall City is the owner of certain real property located in Valley County, Idaho located on S. Mission St. comprising approximately 26 acres and generally known as Riverfront Park, which property is more specifically described as follows: GOV'T. LOT 9, LESS TAX #'S 44 & 87 IN SECTION 17 T18N R3E; AND TAX #2 IN NENE S 20 T18N R3E MCCALL ACREAGE (Referred to herein as "Riverfront Park"). Heartland Hunger hosts and facilitates the Humanitarian Woodwork Day, aka "Woodstock", an annual community service event (except the event did not occur in 2020 due to the COVID-19 Pandemic) held in July to split, stack, supply, and deliver firewood for the community. McCall City donates the use of Riverfront Park property for Heartland Hunger's use during Woodstock which use generally includes the following: Woodstock set up, staging area for lumber, area for volunteers to cut, split, chop and haul firewood, parking, seating area for volunteer lunch and service area, and other Woodstock activities. Heartland Hunger's use of the Riverfront Park includes set up of the Woodstock events commencing on July 1, 2022, with the main volunteer event to be held on July 09, 2022 and concluding with clean-up and take down of Woodstock on or before July 14, 2022. The above -described use is hereinafter referred to as ("Woodstock"). The parties desire to memorialize the terms of this Agreement for use of Riverfront Park for Woodstock. NOW, THEREFORE, in consideration of the mutual obligations and agreements, the promises, covenants, and considerations set forth herein, the parties agree as follows: 1. REQUIREMENT TO NAME McCall City AS ADDITIONAL INSURED: The Parties hereby agree that Heartland Hunger shall add McCall City as an additional insured to Heartland Hunger's existing or special events insurance coverage associated with Woodstock. Heartland Hunger agrees that this insurance is required by McCall City with coverage commencing July 1, 2022, through July 14, 2022. Such insurance shall be with companies rated A+ Class VII or better in Best's Insurance Guide and shall be on forms and with loss payable clauses satisfactory Heartland Hunger & Resource Center — Woodstock Agreement - 1 to McCall City with insurance coverage minimums of $1,000,000.00 coverage per occurrence naming McCall City as an additional insured. A copy of the certificate issued by the insurance company evidencing the existence and amounts of such insurance shall be delivered by Heartland Hunger to McCall City upon issuance of such policy, which shall occur not later than July 1, 2022. No such policy shall be cancelled (or coverage reduced) except after 30 days prior written notice to McCall City. 2. MAINTENANCE: The Riverfront Park is an unimproved property, and Heartland Hunger agrees that cleanup and take down of Woodstock will return the Riverfront Park to its usual and ordinary condition. No other maintenance is required. Heartland Hunger agrees that COVID-19 recommendations and protocols will be implemented during Woodstock. 3. RELEASE OF LIABILITY: Heartland Hunger shall indemnify and hold McCall City harmless regarding, and waive as to McCall City, any claims of any kind for damages, fees, costs or relief of any kind whatsoever stemming from or related in any way to use of Riverfront Park for Woodstock between July 1, 2022, through July 14, 2022, by Heartland Hunger, their guests, invitees, or agents. 4. MODIFICATION: This Agreement may not be modified except by means of a subsequent written agreement, which is duly -executed by the parties. 5. APPLICABLE LAW: This Agreement shall be interpreted to and according to the laws of the State of Idaho. Venue for any dispute regarding this Agreement shall be Valley County. 6. ENTIRE AGREEMENT: This Agreement, and the amendments and exhibits to this Agreement, if any, set forth the entire understanding and agreement of the parties with respect to the subject matter hereof and supersede all existing Agreements between the parties with respect to such subject matter. No party is relying upon any promises, representations or statements made by the other party as an inducement to the execution of this Agreement, except in so far as such promises, representations or statements are expressly contained herein. 7. NO AGENCY: Nothing in this Agreement shall be deemed or construed to constitute or create between the parties a partnership, joint -venture or agency. 8. NOTICES: Any notices required by the terms of this Agreement, or otherwise sent by any party to the others pursuant to this Agreement, shall be delivered personally or mailed, return -receipt requested, to the parties at the addresses stated hereinabove, unless otherwise notified by the party in writing of a different address. 9. PREPARATION OF AGREEMENT: Heartland Hunger has retained the law firm of Millemann Pemberton & Holm LLP in preparation of this Agreement. McCall City understands and agrees it should consult independent legal counsel prior to signing this Agreement in the event that McCall City has any questions concerning the same. The terms of this Agreement shall neither be construed in favor of, nor adverse to either party based upon any presumption that either party exclusively drafted the Agreement. Both parties acknowledge they Heartland Hunger & Resource Center — Woodstock Agreement - 2 have had ample time to consult with their attorneys and understand and agree to the terms of this Agreement. 10. COSTS AND ATTORNEYS' FEES: In the event that a dispute arises regarding the breach, application, interpretation, or enforcement of this Agreement, then the prevailing party in such dispute shall be entitled to collect its attorneys' fees and costs incurred, including attorneys' fees and costs incurred on appeal. IN WITNESS WHEREOF, the parties have hereunto subscribed their names, the day and year in this Agreement first above written. Date: Heartland Hunger & Resource Center McCall City By: Linda Klind, President Board of Directors By: Robert Giles, Mayor ATTEST: BessieJo Wagner, C y Clerk Heartland Hunger & Resource Center — Woodstock Agreement - 3 Date: A7/,2-,2- 06/24/2022 Kirk - FIG Financial Insurance Group 1005 N 3rd Street McCall, ID 83638 Jason Bergquist 208-634-2000 208-906-8637 jason.bergquist@fignow.com 00102211-60299 3 HEARTLAND HUNGER AND RESOURCE CENTER, INC Linda Klind PO BOX 1929 MCCALL, ID 83638 Gateway Underwriting Agency A Y NPP1565877G 05/01/2022 05/01/2023X X 1,000,000 100,000 5,000 1,000,000 2,000,000 Riverfront Park, McCall, ID 83638 The City of McCall Attn: BessieJo Wagner 216 E. Park St MCCALL, ID 83638 (JLB) Printed by JLB on 06/24/2022 at 03:41PM ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGG $JECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE