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HomeMy Public PortalAbout2005.10.27 McCall Skate Park Association, Inc. Memo Of UnderstandingParties: MEMORANDUM OF UNDERSTANDING 1. The McCall Skateboard Park Association, Inc., an Idaho corporation. 2. The City of McCall. THIS MEMORANDUM OF UNDERSTANDING made and entered into this D7r'' day of 0,1- L,:,. , 2005, by and between the City of McCall, an Idaho Municipal Corporation, through its Parks & Recreation Department hereinafter called "CITY", and, The McCall Skateboard Park Association, Inc. WHEREAS, the CITY desires to establish skateboard park within the area of land leased by CITY from the McCall Donnelly School District as defined within this MEMORANDUM OF UNDERSTANDING, and; WHEREAS, THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. desires to donate volunteer labor services as well as all of the skateboard park equipment as defined in this MEMORANDUM OF UNDERSTANDING, to the CITY for the construction of a skateboard park facility hereinafter referred to as "PROJECT;" WHEREAS, THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. will provide volunteer labor to construct the PROJECT as described in this MEMORANDUM; and WHEREAS, the PROJECT will be constructed in phases; and WHEREAS, THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. and the CITY desire to cooperate to create a facility that will allow the children, parents and citizens of all abilities in McCall to learn, play and grow together by creating opportunities for recreation, and physical fitness. NOW THEREFORE, in consideration of the mutual promises contained in this MEMORANDUM OF UNDERSTANDING the parties agree as follows: 1. DEVELOPMENT Following THE MCCALL SKATEBOARD PARK ASSOCIATION, INC.'S successful fundraising effort of sufficient funds and "in -kind" donations to assure the completion of the PROJECT, THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. agrees to design, construct and equip a skateboard park for public use at the area leased by City from the McCall Donnelly School District in accordance with the approved park master plan (Exhibit A). The CITY shall provide Memorandum of Understanding Page 1 of 5 input regarding site design, development of construction drawings, specifications and details. 2. CONDITIONS a. THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. shall provide the labor and materials to the CITY for the execution and completion of the PROJECT, which must be completed no later than August 31, 2006 including final landscaping of Phase 1, except the restroom facilities which must be completed no later than December 31, 2008. b. Although THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. is providing the labor and materials for the construction of the PROJECT, the PROJECT is to be owned and maintained by the CITY, and used free of charge by the general public; c. Long Tenn Maintenance: THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. shall, at the time of completion of each phase of the PROJECT, donate all provided materials and equipment to the CITY. Thereafter, the CITY will operate, maintain, repair and replace all portions of the PROJECT, including the donated equipment, in a manner that ensures the PROJECT maintains its character as a skateboard park to all children for a minimum of twenty (20) years. Upon acceptance of the Project, by Phases, the City shall indemnify and hold harmless the Association against any liability regarding the maintenance and operation of the Project. d. THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. agrees to maintain a trust account, whether in cooperation with an existing non-profit group, or otherwise, into which all collected cash donations shall be deposited and segregated for the PROJECT. The records of such account shall be available to inspection by the CITY at all reasonable times. All materials shall be paid for promptly. 3. VOLUNTEER LABOR — SAFETY THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. agrees that reasonable care will be taken to prevent injury during all construction and will employ usual and customary safety practices. 4. CITY RESPONSIBILITY a. The CITY shall designate a Project Manager who shall be acquainted with the PROJECT and who shall act on behalf of the CITY with respect to the PROJECT, subject to the limitations upon such authority contained in this MEMORANDUM OF UNDERSTANDING. Memorandum of Understanding Page 2 of 5 b. The CITY shall review and, if all CITY standards are met, approve all designs and drawings for the PROJECT before construction begins. c. THE MCCALL SKATEBOARD PARK ASSOCIATION, INC shall apply for and pay associated fees for any required permits and applications for construction purposes for improvements to the site, unless otherwise waived by the City. d. The CITY will be responsible for long term maintenance of THE MCCALL SKATEBOARD PARK as set forth in Section 2(c); e. The CITY's Project Manager shall attend meetings regarding the progress of the PROJECT and he/she is able and shall be provided all details of progress as reported by the Project Coordinator and Committee Leaders of THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. f. The CITY hereby accepts Phase I of the PROJECT which consists of the existing improvements to date, as follows: 5,300 square feet of skate park, bowls and street course, and grading and drainage improvements. g. The City will establish operating hours for the park. The park will not be open when the park is snow covered or icy. 5. TERMINATION The MEMORANDUM OF UNDERSTANDING may be terminated only in the case of an uncured breach of this Memorandum of Understanding by the party not in breach. 6. DEFAULT AND CANCELLATION If either party is in breach or default of any of the terms, covenants or conditions of this MEMORANDUM OF UNDERSTANDING and fail or refuse to cure such breach or default within thirty (30) days after receiving notice thereof, this MEMORANDUM OF UNDERSTANDING may be deemed terminated and forfeited without further notice or demand; provided, that, if the breach cannot reasonably be cured within thirty (30) days, then this Memorandum of Understanding shall not be terminated as long as the party in breach is proceeding diligently and in good faith with steps reasonably necessary to cure the breach. Either party's wavier on one or more occasion of any breach or default of any term, covenant or condition of this MEMORANDUM OF UNDERSTANDING, with or without demand, shall not be construed as a waiver of any subsequent breach or default of the same or a different term, covenant or condition, nor shall such waiver operate to prejudice, waive, or affect any right or remedy either party may have under this MEMORANDUM OF UNDERSTANDING with respect to such subsequent default. Memorandum of Understanding Page 3 of 5 7. NOTICES a. All notices shall be given with respect to this MEMORANDUM OF UNDERSTANDING shall be in writing addressed as follows: TO CITY: The McCall Skateboard Park Association, Inc. Cindy Crawford 1630 Lakeridge Dr. McCall, ID 83638 McCall City Clerk 216 E. Park Street McCall, ID 83638 b. Notice shall be either delivered or sent by registered or certified mail, postage prepaid, return receipt required to the party to be notified at the address specified above, or such other address as either party may designate in writing. Every notice shall be deemed to have been given at the time it is deposited in the United States mail, or upon delivery to the party above specified, or their agent or legal representative. 8. APPROVAL BY CITY COUNCIL This MEMORANDUM OF UNDERSTANDING shall not be effective for any purpose whatsoever until it is approved by the CITY Council and executed by the Mayor. By granting of this MEMORANDUM OF UNDERSTANDING, the CITY Council IS NOT obligating itself, the CITY of McCall, its officers or agents, with regard to any other discretionary action relating to development or operation of said premises. Such discretionary actions include, but are not limited to, the granting, or re -zoning, variances, use permits, environmental clearances, or any other government agency approval that is required by law. 9. BINDING EFFECT This MEMORANDUM OF UNDERSTANDING and the terms and conditions hereof shall apply to and are binding upon the heirs, legal representative, successors and assigns of the parties. IN WITNESS WHEREOF, the parties hereto have subscribed their names the day and year first above written. Memorandum of Understanding Page 4 of 5 ATTEST: CITY OF MCCALL BY: KIRK EIMERS, MA��©R•••..a,� •• • " SEAL :o = v %* O •' ALL91. 0••0u••�•* an DAN IRWIN, CITY CLERK THE MCCALL SKATEBOARD PARK ASSOCIATION, INC. r BY ki CINDYf C Memorandum of Understanding Page 5 of 5 W D RES IDENT SIDENT Memorandum of Understanding Exhibit A - Approved Park Master Plan Q