HomeMy WebLinkAboutContracts & Agreements_80-2024FACILITY USE AGREEMENT
This Facility Use Agreement ("Agreement") is made and entered into this 7th day of May, 2024
("Effective Date"), by and between the City of Redlands, a municipal corporation and general
law city ("City"), and the University of Redlands, a private university and California nonprofit
corporation, ("University"). City and. University are sometimes individually referred to herein as
a "Party" and, together, as the "Parties."
1.1
ARTICLE 1. PREMISES
City agrees to permit University the use of City's classroom, consisting of approximately
five hundred (500) square feet within the Redlands Community Center located at 111
West Lugonia, Redlands, California and. City's Teen Underground space, consisting of
approximately (500) square feet within the, A.K. Smiley Public Library located at 125
West Vine Street, Redlands, California (collectively; 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 will waive the City's per hour facility rental
fee, and the per hour staff attendant fee, in connection with the 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. University will provide students
to deliver homework assistance offered through this program. University 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, University 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 University, as identified on City's Facility
Rental form for the same. In the event that scheduling modifications are necessary,
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University 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 University a fee in the amount of sixty-one dollars
($61.00) per hour for any scheduling changes made by the University without the
aforementioned forty-five (45) day notice.
University shall assume full responsibility for its personal property used at the Premises,
and shall hold City harmless for any theft or damage relating to University's personal
property.
4.3 University 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 University 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. University shall, at its own cost and
expense, maintain insurance for all personal property and improvements on the Premises.
4.5 University shall not commit, or permit the commission by others, of any waste on the
Premises. University shall not maintain, commit, or permit the maintenance or
commission of any nuisance on the Premises, and University 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 University is, and shall remain during the
term of this Agreement, an independent contractor and not be an agent or employee of
City. University represents to City that is free from the control of City as to how
University's services are provided to the public; the services provided by University are
not part of City's business, and University is providing the same or similar Services to
other persons and entities through University's own business, or through other
businesses; and that University agrees its provision of the Services within the Premises is
not University'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
University and City. The Parties acknowledge that University is not a City employee for
state tax, federal tax, or any other purpose.
ARTICLE 6. COMPLIANCE WITH LAWS
6.1 University shall, at University '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 University 's use and occupancy of the Premises for
University '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 University in a proceeding brought against
University by any government entity that University has violated any such statute,
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ordinance, regulation, or requirement shall be conclusive as between City and University
and shall constitute grounds for termination of this Agreement by City.
ARTICLE 7. INDEMNITY AND INSURANCE
7.1 University 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 AARP's negligent acts or omissions, and the willful
misconduct of University, and that of University 's agents, employees and invitees, during
University's occupation and use of the Premises during the term of this Agreement. This
section shall survive any termination or expiration of this Agreement.
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
University'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 University is self -insured or exempt from the worker's compensation laws of the
State of California. University 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. University 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 University 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 University 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. University shall pay, and hold City free
and harmless from, all charges for telephone usage by University at the Premises.
ARTICLE 9. ATTORNEYS' FEES
9.1 In the event any action is commenced to enforce or interpret the tern 1 s 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.
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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:
CITY:
City Clerk
City of Redlands
35 Cajon Street
P.O. Box 3005 (mailing)
Redlands, CA 92373
jdonadlson(cityofredlands.org
(909) 798-7531
UNIVERSITY OF REDLANDS:
Donna Eddleman
Vice President of Student Affairs
1200 E Colton Avenue
Redlands, CA 92374
donna eddleman@redlands.edu
(909)748-8917
Fax 909-335-5162
Copy to:
University of Redlands
General Counsel at the same address
ARTICLE 11. MISCELLANEOUS
11.1 University 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 University 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 temlination of this Agreement.
11.2 This Agreement constitutes the entire agreement between City and University respecting
University use of the Premises, and correctly sets forth the obligations of City and
University 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 Patty.
11.4 This Agreement may be terminated by either Party by giving ninety (90) days prior
written notice to the other Party.
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Executed as of the 7th day of May 2024, at Redlands, California.
CITY oFITE
ddie Tejeda, Mayo
ATTEST
Donaldson, City Clerk
UNIVERSITY OF REDLANDS
Donna-Ed"dleman, Vice President ofSludent Affairs
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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.
CHEECKONE
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►'" 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
By:
Donna Eddleman,
Vice President of Student Affairs
Date: 1-1- l ZU I Z4
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