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HomeMy WebLinkAbout20-0723 Elgin BMX Riders a o- 0:-a3 GRANT AGREEMENT THIS AGREEMENT is made and entered into this a3�day of 2020, by and between the CITY OF ELGIN, Illinois, a municipal corporation(hereina er referred to as the "City"), and the Elgin BMX Riders Association, an Illinois not-for-profit corporation (hereinafter referred to as the"League"). WHEREAS,the City and the League have previously entered into an agreement dated May 13, 2020 authorizing the League to use the City's athletic facilities at The Hill BMX (such agreement dated May, 13, 2020 is hereinafter referred to as the `'Subject Agreement" and the athletic facilities at The Hill BMX referred to therein is hereinafter referred to as the "Facility"); and WHEREAS, the League has requested from the City a youth sports grant for the purpose of capital improvements at the Facility consisting of: Pave Staging Area Repair Second Turn Viewing and WHEREAS, the City has agreed to grant to the League a youth sports grant for such improvements to the Facility pursuant to the terms and conditions of this Grant Agreement. NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: 1. The City hereby agrees to provide to the League a youth sports grant in the total amount not to exceed $6,025 to be utilized by the League for the costs of capital improvements at the Facility o£ Pave Staging Area Repair Second Turn Viewing (such new Pave Staging Area, Repair Second Turn Viewing are hereinafter collectively referred to as the "Subject Improvements"). 2. The League shall complete the construction of the Subject Improvements on or before November 1,2020. The Subject Improvements shall be constructed and installed according to plans and specifications approved by the City and in conformance with all applicable codes and other requirements of law. The League shall also require the Subject Improvements to be constructed in a workmanlike manner. 3. Following the completion of the Subject Improvements all right, title and interest in and to the Subject Improvements shall belong to the City. The League shall maintain the Subject Improvements in accordance with its obligations in the Subject Agreement. 4. The budget for the Subject Improvements consists Pave Staging Area, $3,635, Repair Second Turn Viewing,.$2,390. In no event shall the youth sports grant to be providedby the City to the League pursuant to this Agreement exceed the total amount of$6,025. 5. The League agrees to and shall follow the procedures typically utilized by theCity in processing youth sports grants including procedures relating to the obtaining of proposals to insure the League is obtaining competitive pricing and the submission of proper documentation and invoices relating to the costs of the work of the Subject Improvements. 6. The City shall pay the grant funds not to exceed $6,025to the League provided for in this Agreement to reimburse the League for the costs to complete the construction of the Subject Improvements following the completion of the construction of the Subject Improvements at the Field. The League shall submit documentation to the City substantiating the completion of the work and proper documentation and invoices relating to the costs of work of the Subject Improvements. The League shall also complete, maintain and submit to the City any and all records, reports and forms relating to this Agreement and the Subject Improvements as requested by the City. 7. League understands, acknowledges and agrees that this Agreement does not create an interest or estate in League's favor in the Facility or in any property owned by the City. The City retains legal possession of the full boundaries of its property, any other provision of this Agreement notwithstanding. Notwithstanding any expenditure of money, time, and/or labor by League on or within the Facility, this Agreement shall in no event be construed to create an assignment coupled with an interest or any vested rights in favor of League. 8. League agrees and warrants that notwithstanding any other provision of this Agreement that in connection with the performance of this Agreement and/or providing of the Subject Improvements that the League shall comply with all applicable federal,state,city and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, League hereby certifies, represents and warrants to the City that all of the League's employees and/or agents who will be performing work and/or-providing the Subject Improvements with respect to this Agreement shall be legal residents of the United States. League shall also at its expense secure all permits and licenses,pay all charges and fees and give all notices necessary and incident to the due and lawful performance of the work to provide for the Subject Improvements to be provided for in this Agreement. The City shall have the right to audit any records in the possession of control of the League to determine the League's compliance with the provisions of this section. In the event the City proceeds with such an audit,the League shall make available to the City the League's relevant records at no cost to the City. 9. This agreement shall not be construed so as to create a partnership,joint venture, employment or other agency relationship between the parties hereto. League understands and agrees that the relationship of the League to the City arising out of this agreement shall be that of an independent contractor. It is expressly agreed and understood that the League and the League's -2- officers, employees and agents are not employees of the City and are not entitled to any benefits or insurance provided to employees of the City. 10. Except as provided in Section 19 hereof, if either party violates or breaches any term of this agreement, such violation or breach shall be deemed to constitute a default, and the other party has the right to seek administrative contractual or legal remedies as may be suitableto the violation or breach; and,-in addition, if either party by reason of any default, fails to within fifteen (15) days after notice thereof by the other party to comply with the conditions of the Agreement, the other party may terminate this agreement. In the event any legal action is brought by the City for the enforcement of any of the obligations of the League in this agreement and the City is the prevailing party in such action,the City shall also be entitled to recover from the League reasonable interest and reasonable attorney's fees. 11. League shall at all times keep, or cause to be kept, the Facility and all property owned by the City free from all liens and shall pay when due and payable all claims and demands of mechanics,materialmen, laborers, and others for any work performed by or for the League upon or at the Facility relating to this Agreement. 12. To the fullest extent permitted by law, League agrees to indemnify,defend and hold harmless the City, its officers, employees, agents, boards and commissions from and against any and all claims, suits,judgments, costs, attorney's fees, damages or other relief, including but not limited to worker's compensation claims, in any way resulting from or arising out of negligent actions or omissions of the League in connection herewith, including negligence or omissions or agents of the League arising out of the performance of this agreement and/or the conservation of the Subject Improvements. In the event of any action against the City, its officers, employees, agents, boards or commissions covered by the foregoing duty to indemnify, defend and hold harmless, such action shall be defended by legal counsel of the City's choosing. League further agrees to indemnify, defend, and hold harmless the City from and against any loss, liability, claim or suit arising from the foreclosure, or attempted foreclosure, of a mechanic's or materialmen's lien for goods delivered to Licensee or work performed by or for Licensee upon or at the Encroachment Area or Licensee's Premises. Such indemnification shall include the City's reasonable attorney's fees incurred in connection with any such loss, claim or suit. The provisions of this section shall survive any expiration, completion and/or termination of this Agreement. 13. No official, director, officer, agent or employee of the City shall be charged personally or held contractually liable under any term or provision of this Agreement or because' of their execution, approval or attempted execution of this Agreement. 14. In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, age, race,color, creed,national origin, marital status,of the presence of any sensory,mental or physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to, but not be limited to, the following: employment advertising, layoff or termination, rates -3- of pay or other forms of compensation and selection for training, including apprenticeship. 15. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on the grounds of sex, race, color, creed, national origin, age except minimum age and retirement provisions, marital status or the presence of any sensory, mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the City. 16. The parties intend and agreed that, if any section, subsection, phrase, clause or other provision of this Agreement, or any portion thereof, shall be held to be void or otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect. 17. This Agreement and its exhibits constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof. 18. This Agreement shall be deemed to have been made in, and shall be construed in accordance with the laws of the State of Illinois. Venue for the resolution of any disputes or the - enforcement of any rights pursuant to this agreement shall be in the Circuit Court of Kane County, Illinois. 19. Notwithstanding anything to the contrary in this agreement, with the sole exception of the monies the City has agreed to pay the League pursuant to Section 1 hereof, no action shall be commenced by the League, any related persons or entities, and/or any of their successors and/or assigns, against the City for monetary damages. The provisions of this section shall survive any expiration, completion and/or termination of this agreement. 20. All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows: As to the City: As to League: City of Elgin Elizin BMX Riders Association 150 Dexter Court 100 Symphony Way Elgin, IL 60120-5555 Elgin, IL 60120 Attention: Richard G. Kozal City.Manager With a copy to: William A. Cogley, Corporation Counsel City of Elgin 150 Dexter Court Elgin, IL 60120-5555 -4- 21. This agreement is and shall be deemed to construe to be a joint and collective work product of the City and the League and, as such, this agreement shall not be construed against the other party, as the otherwise purported drafter of same, by any court of competent jurisdiction in order to resolve any inconsistency, ambiguity, vagueness or conflict, if any, of the terms andprovisions contained herein. 22. This agreement shall be binding on the parties hereto and their respective successors and permitted assigns. This agreement and the obligations herein may not be assigned by the League without the express written consent of the City which consent may be withheld at the sole discretion of the City. 23. This Agreement may be executed in multiple counterparts, each of which shall bedeemed an original,but all of which together shall constitute one and the same instrument. For the purposes of executing this Agreement, any signed copy of this agreement transmitted by fax machine or e- mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this Agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this Agreement shall-be considered to have the same binding legal effect as an original document. At the request of either party any fax or e-mail copy of this Agreement shall be re-executed by the parties in an original form.No party to this Agreement shall raise the use of fax machine or e-mail as a defense to this agreement and shall foreverwaive such defense. IN WITNESS WHEREOF, the undersigned have entered into executed this agreement as of the date and year first written above. Elgin BMX Riders Association CITY OF ELGIN, a municipal corporation B 11// 01,01, City Manager 77" Its: TrackOperator Attes City Clerk F:\Legal Dept\Agreement\Grant Agreement-Athletics Leagues-FORM-3-25-19.docx -5-