HomeMy WebLinkAboutContracts & Agreements_223-2020FACILITY USE AGREEMENT
This Facility Use Agreement ("Agreement") is made and entered into this 20th day of
October, 2020 ("Effective Date"), by and between the City of Redlands, a municipal corporation
("City"), and the University of Redlands, a private university ("UoR"). City and UoR are
sometimes individually referred to herein as a "Party" and, together, as the "Parties "
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ARTICLE 1 PREMISES
City agrees to permit UoR to use City's computer lab, consisting of approximately five
hundred (500) square feet within the Redlands Community Center, located at 11 I West
Lugonia Avenue, Redlands, California (the "Premises") on the terms and conditions
hereinafter set forth
ARTICLE 2 TERM
2 1 This Agreement shall be for a term of three (3) years commencing on its Effective Date,
unless earlier terminated as provided for herein
2 2 Either Party may terminate this Agreement, without cause, by providing ninety (90) days
prior written notice to the other Party specifying the date for termination of this
Agreement
ARTICLE 3. RENTAL FEE
3 1 Except as provided in Section 4 2, below, City not require payment by UoR of City's per
hour facility rental fee, or the per hour staff attendant fee, for UoR's use of the Premises
during the term of this Agreement.
ARTICLE 4. USE OF PREMISES
4.1 The Premises shall be used for the exclusive purpose of operating the Jasper's Corner
Homework Club The program will provide youth from the community with free college
tutors to help with homework for children grades K-12 The UoR will provide students to
deliver homework assistance offered through this program UoR shall not use or permit
the Premises to be used for any other purpose without the prior written consent of City
4 2 During the term of this Agreement, UoR shall, unless prevented by conditions beyond its
control, conduct business of the type and nature specified in Section 4 1 of this Agreement
on the Premises in a safe and business -like manner The Premises shall be used only for
the time and dates approved for UoR, as identified on City's Facility Rental form for the
same In the event that scheduling modifications are necessary, UoR shall make a forty
five (45) day advance schedule change request to City indicating the proposed
modification City shall respond to such requests within two (2) weeks of receipt City may
charge UoR a fee in the amount of sixty one dollars ($61) per hour for any scheduling
changes made by UoR without the aforementioned forty five (45) day notice UoR shall
assume full responsibility for its personal property used at the Premises, and shall hold
City harmless for any theft or damage relating to UoR's personal property.
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4 3 UoR shall be solely responsible for any set up and cleaning associated with its use of the
Premises, and shall maintain the Premises in a clean and litter free manner
4.4 UoR shall not commit, or permit the commission of, any acts on the Premises, or use or
permit the use of the Premises, in any manner that will increase the existing rates for, or
cause the cancellation of, any fire, liability, or other insurance policy insuring the Premises
or the improvements on the Premises. UoR shall, at its own cost and expense, maintain
insurance for all personal property and improvements on the Premises.
4.5 UoR shall not commit, or permit the commission by others, of any waste on the Premises
UoR shall not maintain, commit or permit the maintenance or commission of any nuisance
on the Premises, and UoR shall not use or permit the use of the Premises for any unlawful
purpose
ARTICLE 5 INDEPENDENT CONTRACTOR
5.1 It is the express intention of the Parties that UOR is, and shall remain during the term of
this Agreement, an independent contractor and not be an agent or employee of City UOR
represents to City that is free from the control of City as to how UOR's services are
provided to the public, the services provided by UOR are not part of City's business, and
UOR is providing the same or similar Services to other persons and entities through UOR's
own business, or through other businesses, and that UOR agrees its provision of the
services within the Premises is not UOR's sole source of business Nothing in this
Agreement shall be interpreted or construed as creating or establishing the relationship of
employer and employee between UOR and City. The Parties acknowledge that UOR is not
a City employee for State tax, Federal tax or any other purpose.
ARTICLE 6. COMPLIANCE WITH LAWS
6 1 UoR shall, at UoR's sole cost and expense, comply with all statutes, ordinances,
regulations and requirements of all governmental entities, federal, state and county or
municipal, relating to UoR's use and occupancy of the Premises for UoR's operation of
business whether those statutes, ordinances, regulations and requirements are now in force
or are subsequently enacted The judgment of any court of competent jurisdiction, or the
admission by UoR in a proceeding brought against UoR by any government entity that
UoR has violated any such statute, ordinance, regulation or requirement shall be
conclusive as between City and UoR and shall constitute grounds for termination of this
Agreement by City.
ARTICLE 7. INDEMNITY AND INSURANCE
7.1 UoR shall defend, indemnify and hold harmless City, and its elected officials, officers,
employees and agents from and against any and all claims, causes of action, damages and
liability resulting from UoR's negligent acts or omissions, and the willful misconduct of
UoR, and that of UoR's agents, employees and invitees, during UoR's occupation and use
of the Premises during the term of this Agreement This section shall survive any
termination or expiration of this Agreement
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A Comprehensive general liability insurance, with carriers acceptable to City, with
minimum coverage of One Million Dollars ($1,000,000) per occurrence, and Two
Million Dollars ($2,000,000) aggregate for public liability, property damage and
personal injury City shall be names as an additional insured and such insurance shall
be primary and non-contributing to any insurance or self-insurance maintained by City.
A certificate of insurance with endorsements evidencing such coverage shall be
provided to City prior to UoR's occupancy of the Premises
B Workers' Compensation and Employer's Liability insurance in the amount that meets
statutory requirements with an insurance carrier acceptable to City, or certification to
City that UoR is self -insured or exempt from the worker's compensation laws of the
State of California UoR shall provide City with Exhibit "A," titled "Workers'
Compensation Insurance Certification," which is attached hereto and incorporated
herein by this reference prior to occupancy of the Premises.
C UOR shall defend, indemnify and hold harmless City, and its elected officials, officers,
employees, agents, and volunteers, from any and all damages, costs, suits, claims,
losses and liability for injury to persons including death, and damage to property,
arising out of, or in connection with, any act or omission of UOR or its officers,
employees, agents or volunteers, in connection with operation of its business at the
Premises.
ARTICLE 8 TAXES AND UTILITIES
8 1 City shall pay, and hold UoR free and harmless from, all charges for the furnishing of gas,
water, sewer, electricity, solid waste disposal and other public utilities provided to the
Premises during the term of this Agreement UoR shall pay, and hold City free and
harmless from, all charges for telephone usage by UoR at the Premises
ARTICLE 9. ATTORNEYS' FEES
9 1 In the event any action is commenced to enforce or interpret the terms or conditions of this
Agreement, the prevailing Party shall, in addition to any costs and other relief, be entitled
to the recovery of its reasonable attorneys' fees, including fees for use of in-house counsel
by a Party
ARTICLE 10 NOTICES
10.1 Any notice or other communication required, or which may be given, pursuant to this
Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date
of delivery in person, (ii) five (5) days after deposit in first class registered mail, with
return receipt requested; (iii) on the actual delivery date if deposited with an overnight
courier; or (iv) on the date sent by facsimile, if confirmed with a copy sent
contemporaneously by first class, certified, registered or express mail; in each case
properly posted and fully prepaid to the appropriate address set forth below, or such other
address as a party may provide notice in accordance with this section.
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CITY• UNIVERSITY OF REDLANDS:
City Clerk
City of Redlands
35 Cajon Street
P 0 Box 3005 (mailing)
Redlands, CA 92373
jdonadlson@cityofredlands org
(909) 798-7531
Tony Mueller, Director
Office of Community Service Learning
1200 East Colton Avenue
Redlands, CA 92373
tony_mueller@redlands edu
(909) 748-8288
ARTICLE 11. MISCELLANEOUS
UoR shall not encumber, assign, or otherwise transfer this Agreement, any right or interest
in this Agreement, or any right or interest in the Premises or any improvements that may
now or hereafter be constructed or installed on the Premises. Any encumbrance,
assignment, transfer or subletting by UoR without the prior written consent of City,
whether voluntary or involuntary, by operation of law or otherwise, is void and shall, at the
option of the City, result in immediate termination of this Agreement
11 2 This Agreement constitutes the entire agreement between City and UoR respecting UoR's
use of the Premises, and correctly sets forth the obligations of City and UoR to each other
as of its Effective Date. Any agreements or representations between the Parties respecting
the Premises not expressly set forth in this Agreement are null and void.
11 3 In the event any action is commenced to enforce or interpret the terms or conditions of this
Agreement, the prevailing Party shall, in addition to any costs and other relief be entitled
to the recovery of its reasonable attorneys' fees, including fees for use of in-house counsel
by a Party
11 4 This Agreement may be terminated by either Party by giving ninety (90) days prior written
notice to the other Party
Executed as of the 20th day of October, 2020, at Redlands, California
CITY OF REDLANDS UNIVERSITY OF REDLANDS
Paul W Foster, Mayor
ATTEST
Jeanne Donaldson, City Clerk
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EXHIBIT "A"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of the
following ways
(a) By being insured against liability to pay compensation by one or more insurers duly
authorized to write compensation insurance in this State
(b) By securing from the Director of Industrial Relations, a certificate of consent to
self -insure, either as an individual employer, or as one employer in a group of
employers, which may be given upon furnishing proof satisfactory to the Director
of Industrial Relations of ability to self -insure and to pay any compensation that
may become due to his or her employees
CHECK ONE
I am aware of the provisions of Section 3700 of the Labor Code which requires every
employer to be insured against liability for Workers' Compensation or to undertake self-insurance
in accordance with the provisions of that Code, and I will comply with such provisions before
commencing the performance of the work and activities required or permitted under this
Agreement (Labor Code § 1861)
I affirm that at all times, in performing the work and activities required or permitted under
this Agreement, I shall not employ any person in any manner such that I become subject to the
workers' compensation laws of California However, at any time, if I employ any person such that
I become subject to the workers' compensation laws of California, immediately I shall provide the
City with a certificate of consent to self -insure, or a certification of workers' compensation
insurance
I certify under penalty of perjury under the laws of the State of California that the information and
representations made in this certificate are true and correct
UNIVERSITY OF REDLANDS
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