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HomeMy WebLinkAbout050619_ra03 JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of County Commissioners ', FROM: Philip Morley, County Administrator DATE: May 6, 2019 , 3RE: Discussion and Possible Action re: Facility Use & Fee Agreement with the Rhododendron Festival Association for the 2019 Rhody Carnival STATEMENT OF ISSUE: County Commissioners will consider action to approve a Facility Use & Fee Agreement with the Rhododendron Festival Association for its 2019 Rhody Carnival at Memorial Field. Hi Carroll Park is a backup location, in the event wet weather and field conditions render Memorial Field unusable. ANALYSIS: This will be the last year that heavy carnival equipment will be allowed on Memorial Field, weather and field conditions permitting. Approximately 15 years ago, the County stepped forward to allow the Carnival onto Memorial Field, when development of a new City Hall displaced its historic siting in downtown streets. Memorial Field is the only lighted playing field in Jefferson County, and is used extensively for school athletics, as well as for a variety of recreational leagues. Over the past 15 years, annual traffic of tractor trailer rigs carrying large and heavy amusement rides has caused accumulated compaction of the soil for growing turf, and is creating a permanent lane of depression in the playing field. In several recent years this ongoing damage was compounded by rainy weather in the weeks leading up to the Carnival, and major tire rutting by the heavily laden rigs caused extensive damage that was expensive to fix. Continued use of Memorial Field for the heavy Carnival equipment jeopardizes the community's premier athletic facility. The Rhododendron Festival Carnival, operated by Funtastic Shows, Inc. has a long tradition as a family event for our community, and is the single largest funding generator to support the entire Rhododendron Festival and the scholarships that it offers. Having an appropriate home for the Carnival is important. A year ago Jefferson County formally notified the Rhododendron Festival Association that last year would be the last year for hosting the Carnival at Memorial Field. The County offered to partner with the Rhody Festival Association, the City and other jurisdictions and organizations in a joint effort to find a suitable location for 2019 and beyond. Over the past year, County Commissioner Kate Dean was proactive in helping the Rhody Festival Association by convening stakeholders and facilitating discussions and field trips in an attempt to secure a location for the Carnival. By April of 2019,the Rhody Festival Association had failed to secure any location for the carnival in 2019. The Rhody Festival Association then approached Jefferson County once again, with a request to use Memorial Field in 2019 if conditions allowed. Staff and Commissioners understood the challenge and offered to provide Memorial Field for one final year in 2019, with the caveats that wet weather and field conditions could cancel use of Memorial Field in 2019, and direction that because of the risk of cancellation, the Rhody Festival Association should secure a viable nearby backup location.. As of April 29, 2019, the Rhody Festival Association had failed to secure a nearby backup location for the carnival in the event that wet weather or field conditions would cancel use of Memorial Field. The County is now stepping forward to help again, by offering HJ Carroll Park as a backup location for the carnival in the event use of Memorial Field is canceled on account of wet weather or field conditions. Please see the County's attached May 1, 2019 letter to the Rhody Festival Association for further background. The proposed Facility Use and Fee Agreement with the Rhododendron Festival Association lays out the terms and conditions for allowing the Rhody Festival Association to host its 2019 Rhody Carnival at Memorial Field, weather and field conditions permitting, or at a backup location at HJ Carroll Park. The County General Fund will pay Parks for 3 of the 7 days that the Carnival will use the facility, and the Rhody Festival Association will only pay for 4 of the 7 days of use. In the Agreement, the Rhody Festival Association agrees that the Carnival creates cumulative compaction damage from heavy equipment in dry years and significant rutting from semi- tractors during wet years. The Rhody Festival Association is agreeing that cancelling the use of Memorial Field in 2019 may be appropriate if there is wet weather or field conditions. The Association is also agreeing that 2019 is the last year heavy equipment will be allowed on Memorial Field, and agrees the Association will not apply to use Memorial Field for heavy Carnival equipment in the future. The County continues to actively support for the Carnival and the Rhododendron Festival, by allowing the Association to once again use Memorial Field, when it failed to secure another location over this past year. The County is also providing a backup location in 2019, when no other backup location was secured. Looking ahead, the County will actively participate in and help support as a team member, initiatives by the Rhody Festival Association to find a new home for the Carnival. FISCAL IMPACT: The County General Fund will be billed for 3 days' use of the facility by the Carnival at $550/day, for a total bill of$1,650. In addition, Semi-truck traffic and heavy equipment used on Jefferson County's premier athletic facility poses a serious risk to the playing surface and irrigation system at Memorial Field. A separate agreement with Funtastic Shows, Inc. holds Funtastic responsible for up to $10,000 in facility damages. RECOMMENDATION: Approve and sign the Facility Use and Fee Agreement with the Rhododendron Festival Association. REVIEWED V: Philip Mo 4ey County-Ad-mi-nistrator Date K►'9' `CQPhilip Morley O �'SON Jefferson Street •1 ��, 1820 PO Box 1220 v W ,` Port Townsend,WA 98368 Ati 40, r,jfNCyic s'- May 1, 2019 Rhododendron Festival Association Brandi Hamon P.O. Box 766 74 Nelsons Landing Rd Port Townsend,WA Port Townsend,WA 98368 rhodyfest@gmail.com isa.pink.brand@gmail.com Merrilee Ridgway Juanita Maples 2014 McNeil St. 30 W. Maude St. Port Townsend,WA 98368-7856 Port Hadlock, WA 98339-9671 merrilee1944.com Lori Morris 171 Reinier Rd. Nordland,WA 98358-9639 Subject: Rhododendron Festival Association Carnival Agreement Dear Brandi, I am writing to extend Jefferson County's thanks to the Rhododendron Festival Association for your continued efforts to produce the festival and find a home for the carnival. Our team at Jefferson County has created an agreement with the Rhody Festival Association and included it with this letter.The agreement is based on the discussion and decisions made by the County Commissioners at their meeting on April 15, 2019 and again at their meeting with you on April 29, 2019. It is our hope that this agreement lays out a map and a framework for moving forward. This letter is also a good chance to recap the process of collaboration that Jefferson County has pursued in an effort to help the Rhody Festival Association since major damage occurred at Memorial Field 2017 .The bullet points below highlight some of the main events. • We met on April 13, 2018 with Rob Rhew, Mark McCauley, Monte Reinders, Matt Tyler, Kate Dean, and yourself. At that time we discussed the types of damage that have occurred at Memorial Field due to heavy carnival equipment over the years, as well as the importance of Memorial Field as Jefferson County's premiere athletic field. We agreed that heavy carnival equipment is an incompatible use, especially given the hundreds of youth and adult sporting events that occur on Memorial Field. I sent a summary of this meeting to you on April 20, 2019.Two of the most important outcomes Phone (360) 385-9100 Fax(360) 385-9382 pmorleyra'co.jefferson.wa.us from this meeting were that 2018 was to be the final year that Memorial Field would host the Carnival, and that Jefferson County would convene a summit to assist the Rhody Festival Association in finding a new location. • Working together beginning in the fall of 2018, Commissioner Kate Dean convened a process to find a new carnival location. Commissioner Dean invited staff and officials from Jefferson Transit,Jefferson County Fairgrounds, Fort Worden State Park and PDA, the City of Port Townsend, the Port of Port Townsend,Jefferson County Parks and Recreation,Jefferson County Central Services, Jefferson County Board of Commissioners, and the Rhody Festival Association to meet and find solutions and alternatives for a home for the carnival. • The process was comprehensive. We completed tours of downtown, the Park and Ride, and Mountain View. The City of Port Townsend continued to investigate downtown spaces and Mountain View Common;the Port of Port Townsend looked into the area behind Point Wilson;Jefferson Transit offered the Park and Ride; Fort Worden State Park discussed the parade grounds; and Jefferson County Fairgrounds said they were reluctant and had concerns, but wanted more information. • A downtown option using City streets was not approved by the City. However, at least two other viable options for 2019 emerged:the Park and Ride and the Mountain View Commons. Every option had its own pros and cons. • By April of 2019,the Rhody Festival Association had failed to secure any location for the carnival in 2019. The Rhody Festival Association then approached Jefferson County once again, with a request to use Memorial Field in 2019 if conditions allowed. Staff and commissioners understood the challenge and offered to provide Memorial Field for one final year in 2019, with the caveats that wet weather and field conditions could cancel use of Memorial Field in 2019, and direction that because of the risk of cancellation,the Rhody Festival Association should secure a viable nearby backup location.. • As of April 29, 2019,the Rhody Festival Association had failed to secure a nearby backup location for the carnival in the event that wet weather or field conditions would cancel use of Memorial Field. This leads us to the present moment. Given these efforts by Jefferson County staff and officials at every level, and the fact that the Rhody Festival is one of the most important events in Jefferson County,the Jefferson County Commissioners decided they help to draw a clear map of the way forward in finding a home for the Carnival.To that end staff have prepared an agreement between Jefferson County and the Rhody Festival Association that will support the Commissioners' decision, and that will need to be signed and approved by the Rhody Festival Association and the Board of County Commissioners in order to host the festival at Memorial Field in 2019.The agreement is included with this letter. In the agreement,the County is also providing you use of HJ Carroll Park as a backup location for the carnival in the event use of Memorial Field is canceled on account of wet weather or field conditions. A facility use 2 of 3 agreement directly between Jefferson County and Funtastic Shows, similar to the one used last year, is also in process. The map forward has to acknowledge that Jefferson County cannot risk further damage to Memorial Field,that it is still not an appropriate venue for heavy carnival equipment, and that 2019 is the last and final year for that kind of use.Another very important point is that though Jefferson County will not be able to continue to take the lead in convening stakeholders to seek a new carnival home in the future,the County will definitely participate in, and help support as a team member, initiatives by the Rhody Festival Association to find a new home for the carnival. Our staff and officials are always available to assist you, or provide information as you work towards your goals. It is important to remember that even though heavy equipment is not allowed at Memorial Field after 2019, events with a lighter footprint that involve vehicles g p orequipment wei hin weighing under 5000 pounds may still be a viable long-term option for the Rhody Festival to use Memorial Field when weather conditions allow. Staff and officials feel this could result in new and existing opportunities for the Rhody Festival, such as highlighting marching bands, holding concerts, creating a wine and beer garden, and formally recognizing community groups. Our staff are ready and willing to work together in creating such an alternative. We also believe the Rhody Festival Association can pursue other potential solutions for 2020 or years beyond, by initiating more communication with workable ideas for hosting the carnival with the Fairgrounds and/or with the Fort Worden PDA at the State Park. I hope this information, our agreement, and a map forward is helpful. Please return three signed copies to the Jefferson County Commissioners office by noon Friday, May 3rd, 2019.The Board of County Commissioners likely could take action on May 6. Sincer-ly Yours, 4,,'� P ili. A • y A .ministrator 3 of 3 JEFFERSON COUNTY FACILITY USE &FEE AGREEMENT THIS FACILITY USE & FEE AGREEMENT (this"Agreement") is entered into on the day of May, 2019 (the "Effective Date") by and between Jefferson County, a political subdivision of the State of Washington("the County"), and the Rhododendron Festival Association, ("Licensee"). ARTICLE I LICENSE TO USE FACILITY Section 1.01 License. The County owns and operates and lawfully controls access to and use of the Facility described in Section 1.03, and Licensee desires to use the Facility from May 13, 2019 at 8:00 a.m. until May 19,2019 at 5 p.m.to host a Carnival that will be operated by Funtastic Shows,Inc at the Facility. The County hereby grants to Licensee a limited, one time only license, to use those portions of the Facility necessary for the purposes described below,under the terms and conditions set forth in this Agreement,and in consideration for permission to access and use the Facility, the Licensee hereby agrees to fully comply with all the terms and conditions of this Agreement. Section 1.03 Term. This agreement begins on the effective date of signature by both Parties and covers Facility use from 8:00 a.m. May 13, 2019 until 5:00 p.m. May 19, 2019. Section 1.03 Definitions. The Facility is: (1) Memorial Field, Port Townsend, Washington, including the constructed athletic field with sprinkler and electrical systems, surrounding land, buildings, fences, and other appurtenances. Purpose(s) of Use is: Carnival in support of the 2019 Rhododendron Festival, in Port Townsend, Washington. Heavy Equipment: Any vehicle weighing more than 6000 pounds. Any trailer weighing more than 6000 pounds. ARTICLE II COORDINATION WITH FUNTASIC SHOWS Section 2.01 Funtastic Shows. Licensee will coordinate activities at the Facility with Funtastic Shows, Inc., since Funtastic Shows is the contractor retained by the Licensee to conduct the Carnival. Funtastic Shows shall also be required to enter into a separate written agreement with the County prior to any use of the Facility. ARTICLE III BACKGROUND INFORMATION Section 3.01 Memorial Field. The Facility is the premiere athletic facility in Jefferson County. It is the only lighted athletic field in Jefferson County. The County, Schools, and others have made recent significant investments in this Facility to support school and recreational athletics. Section 3.02 Carnival Damage. The Facility incurs damage when heavy equipment and semi-trucks used by the Carnival are allowed on the field, particularly during wet, spring weather. Damage caused by Carnival heavy equipment includes, but is not limited to, cumulative deep soil compaction, damaged field topography, as well as yearly surface damage including ruts, holes, and broken irrigation system heads. 1 Major field damage occurred in 2017 when the Carnival used the Facility.The field was out of commission for two months while repairs were being made during which time other users were displaced, and Parks staff were unable to attend to many other pressing needs during the busiest time of the year preparing Parks for summertime use. Ruts were still being found months later which caused significant risk for athletes using the Facility and the County was at risk of losing summer Facility rentals for athletics due to field condition. Section 3.03 Activities in 2018 and 2019. In April 2018, the County notified Licensee that 2018 was the final year heavy Carnival equipment would be allowed on Memorial Field. The County subsequently convened several meetings of community officials to assist the Licensee in researching and developing alternative locations for the Carnival. Twelve months later, as of April of 2019, Licensee had failed to secure an appropriate location for the Carnival, and Licensee once again applied to use Memorial Field for heavy Carnival equipment for the 2019 Rhody Festival. ARTICLE IV TERMS AND CONDITIONS Section 4.01 2019 Final Year for Heavy Equipment. By accepting the terms and conditions of this Facility Use & Fee Agreement, the Licensee agrees that 2019 will be the last year that Heavy Equipment may be allowed onto any portion of the Facility's athletic field. Licensee agrees that it will not to apply to use Memorial Field for heavy Carnival equipment in the future. Section 4.02 Use of Memorial Field. County will conditionally allow Licensee to use the Facility to host the Carnival from May 13th to May 19th of 2019, subject to this Facility Use&Fee Agreement. Section 4.03 Cancellation.Licensee acknowledges and understands that weather and field conditions may render the Facility susceptible to excessive damage and therefore unsuitable for hosting the Carnival in 2019. Said determination shall be at the County's sole discretion. The County may cancel use of the Facility at short notice and without penalty. The County will endeavor to notify Licensee five (5) days prior to event mobilization as to whether or not the Facility will likely be available for use. However, weather and field conditions may deteriorate after that date, which may cause the County to cancel use of the Facility at any time. In addition, Licensee or its contractor Funtastic may cancel its use of the Facility at any time without penalty. Section 4.04 Alternative Location. The County has given Licensee notice of the risk of cancelation of the use of the Facility for the Carnival at any time on account of weather or field conditions. Therefore,County strongly encourages Licensee to make alternative or back-up arrangements for a 2019 Carnival location within the City of Port Townsend in the event that weather and field conditions render the Facility unusable. In the event use of the Facility for the Carnival is canceled on account of weather or field conditions, and Licensee has not secured a back-up location for the Carnival within the City of Port Townsend,the County hereby approves hosting the 2019 Carnival at the County's HJ Carroll Park at no additional Facility Use Fee, provided that the Licensee and its contractor Funtastic Shows, Inc. must site and operate the Carnival in such area and subject to such conditions as shall be designated by the Jefferson County Public Works Director or his designee, and all provisions of this Agreement shall apply to Licensee and the Carnival at HJ Carroll Park. Section 4.05 Site Layout. Licensee's acknowledges and understands that its contractor Funtastic Shows shall not access Facility without County staff present. Prior to accessing Facility, contractor shall meet with County staff to discuss access and layout of the Carnival in order to develop a systematic arrangement 2 designed to reduce the amount of damage caused by the equipment. A similar plan shall be developed for removing the equipment from the Facility. The County shall have the final say on any conditions that may be required, and Licensee's contractor shall be obligated to follow said conditions. Section 4.06 Future Planning. Jefferson County is not responsible for finding a future location for heavy Carnival equipment. Licensee hereby acknowledges and agrees that Licensee shall be solely responsible for finding a new location for the Carnival after 2019. Section 4.07 Compliance. Licensee agrees to occupy and use the Facility in accordance with all applicable local, state, and federal laws, regulations, and ordinances, including but not limited to fire codes. Section 4.08 Promotion. Licensee may not use the County name or marks, or imply County endorsement or support,without the express permission from an authorized County official. County expressly authorizes the use of its name in connection with advertising the location of the event. Section 4.09 Facility Use Fee. Licensee has access to the facility for seven days a facility use fee of$550 per day, for a total of$3,850. The Licensee will pay a facility use fee of$550 per day for four days for when the Carnival is in operation for a subtotal $2,200 of the $3,850. In support of the Rhododendron Festival Carnival,Jefferson County will pay the Parks and Recreation Fund in the amount of$550 per day as the facility use fee for three days when the Carnival is setting up or tearing down,for a subtotal of$1,650 of the $3,850. Licensee shall make its$2,200 payment to the County no later than May 8, 2019. ARTICLE V INDEMNIFICATION Section 5.01 Indemnification. Licensee shall indemnify,protect,defend,and hold harmless the County and its officers, agents, employees, representatives, and assigns against any and all claims, demands, suits, and causes of action and any and all liabilities,costs,damages,expenses,and judgments incurred in connection therewith(including but not limited to reasonable attorney's fees and court costs),whether arising in equity, at common law or by statute, or under the law of contracts, torts or property, relating to or arising out of Licensee's occupancy and use of the Facility or any material breach of this Agreement. It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractor's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. ARTICLE VI REQUIRED INSURANCE Section 6.01 Requirements Applicable to Insurance Required by this Agreement. The parties agree that Funtastic Shows, Inc. may provide insurance to the County meeting all the requirements in this Section in lieu of insurance provided by Licensee. Licensee or Funtastic Shows will name the County as an additional named insured on all policies and provides certificates proving same. In addition the Licensee or Funtastic Shows will provide copies of all policies to the County including all attachments,forms and schedules. All deductibles in Licensee's and Funtastic Shows' insurance policies shall be assumed by and be at the sole risk of Licensee and Funtastic Shows Failure of Licensee or Funtastic Shows to take out or maintain any required insurance shall not relieve Licensee from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations concerning indemnification of the County. 3 Section 6.02 General Liability Insurance. Licensee or Funtastic Shows shall, at its sole expense, obtain and maintain in force and effect for the period of use under this Agreement comprehensive general liability insurance, in amounts of not less than One Million Dollars ($1,000,000) per occurrence and Five Million Dollars ($5,000,000) in the aggregate, in connection with the occupancy and use of the Facility consistent with the terms and conditions set forth in this Agreement which names the County as an additional named insured. Section 6.03 Workers' Compensation. Licensee shall require that Funtastic Shows maintain workers' compensation insurance at its own expense, as required by Title 51 RCW, for the term of this Agreement and shall provide evidence of coverage to Jefferson County Risk Management, upon request. Worker's compensation insurance covering all employees with limits meeting all applicable state and federal laws. This coverage shall include Employer's Liability with limits meeting all applicable state and federal laws. This coverage shall extend to any subcontractor that does not have their own worker's compensation and employer's liability insurance. Licensee shall obtain an agreement from Funtastic Shows by which Funtastic Shows expressly waives by mutual negotiation all immunity and limitations on liability, with respect to the County, under any industrial insurance act, disability benefit act, or other employee benefit act of any jurisdiction which would otherwise be applicable in the case of such claim. If the County incurs any costs to enforce the provisions of this subsection, all cost and fees shall be recoverable from Licensee or Funtastic Shows Proof that Funtastic Shows meets the requirement of this section shall be provided to the County on or before May 8, 2019. Section 6.04 Business Auto Coverage. Licensee will obtain from Funtastic Shows a certificate of insurance with the County named as an additional insured for ISO Business Auto Coverage form CA 00 01 including owned, non-owned and hired autos, or the exact equivalent. Limits shall be no less than $1,000,000 per accident,combined single limit.If Funtastic Shows owns no vehicles,this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If Funtastic Shows or Funtastic Shows' employees will use personal autos in any way on this project,Funtastic Shows shall obtain evidence of personal auto liability coverage for each such person which names the County as an additional insured. Section 6.05 Additional Requirements Applicable to Insurance Required by this Agreement. The parties agree Licensee and Funtastic Shows' insurers shall have no right of recovery or subrogation against the County(including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so affected shall protect all the parties and shall be primary coverage for all losses covered by the above described insurance. Insurance companies issuing Licensee and Funtastic Shows' insurance policy or policies shall have no recourse against the County (including its employees and other agents and agencies)for payment of any premiums or for assessments under any form of insurance policy. Any coverage for third party liability claims provided to the County by a"Risk Pool" created pursuant to Ch. 48.62 RCW shall be non-contributory with respect to any insurance policy Licensee and Funtastic Shows shall provide to comply with this Agreement. The County may, upon Licensee and/or Funtastic Shows'failure to comply with all provisions of this Agreement relating to insurance,cancel this Agreement. Licensee and/or Funtastic Shows' liability insurance provisions shall be primary and noncontributory with respect to any insurance or self-insurance programs covering the County, its elected and appointed officers, officials, employees,and agents. Any failure to comply with reporting provisions of the insurance policies shall not affect coverage provided to the County, its officers, officials,employees, or agents. Licensee and Funtastic Shows' insurance shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability. Licensee or Funtastic Shows shall include all subcontractors as insured under its insurance policies or shall furnish separate certificates and endorsements for each subcontractor. All insurance coverage for subcontractors shall be subject to all the requirements stated in this Agreement. The insurance limits mandated for any insurance coverage required by this Agreement are not intended to be an indication of exposure nor are they limitations on 4 indemnification. Licensee and Funtastic Shows shall maintain all required insurance policies in force from the time services commence until services are completed. Certificates, insurance policies, and endorsements expiring before completion of services shall be promptly replaced. Written notice of cancellation or change in Licensee or Funtastic Shows' insurance required by this Agreement shall reference the project name and agreement number and shall be mailed to the County at the following address: Jefferson County Risk Management, P.O. Box 1220, Port Townsend, WA 98368. ARTICLE VII GENERAL TERMS Section 7.01 Assignment. Neither party may assign any of its rights or delegate any of its obligations hereunder without first obtaining the prior written consent of the other party hereto. This Agreement inures to the benefit of, and is binding upon,the successors and permitted assigns of the parties hereto. Section 7.02 Binding Effect. Subject to the provisions of this Agreement relating to transferability, this Agreement will be binding upon and inure to the benefit of the parties and their respective successors,heirs, legal representatives, and assigns. Section 7.03 Entire Agreement/Amendments. This Agreement contains the entire understanding between the parties hereto and supersedes any and all prior agreements, understandings, and arrangements between the parties relating to the subject matter hereof. No amendment, change, modification or alteration of the terms and conditions hereof shall be binding unless evidenced by a writing signed by the parties hereto. Section 7.04 Execution in Counterparts. This Agreement may be executed simultaneously in one or more counterparts, with each counterpart deemed an original, and all counterparts together constituting one and the same instrument. Section 7.05 Governing Law. This Agreement and the rights and obligations of the parties hereunder shall in all respects be governed by the substantive law of the State of Washington, including all matters of construction,validity and performance. This provision shall survive the term of this Agreement. Section 7.06 Non-discrimination. Neither party shall discriminate against any person on the basis of sex, race, creed,national origin, color,religious belief, age, disability, or status as a disabled veteran or veteran of the Vietnam era in the performance of this Agreement. Section 7.07 Acknowledgement. By accepting and entering into this Facility Use & Fee Agreement, the Licensee agrees that Heavy Equipment has created significant damage in wet conditions in the past, and that Heavy Equipment creates cumulative compaction damage to the Facility even in dry years, such that cancellation of use of the Facility for Heavy Equipment in 2019 because of weather and wet field conditions may be appropriate, and that continued use of the Facility for Heavy Equipment after 2019 is not appropriate. Section 7.08 Notices. All notices hereunder shall be in writing and will be delivered to the other party by any of the following methods: (1) hand delivery; (2) certified U.S. mail, return receipt requested; (3) overnight courier; or(4) electronic mail.Notices shall be addressed to the other party as follows: 5 If to Licensee: Brandi Hamon,President Rhododendron Festival Association. P.O. Box 766 Port Townsend,WA 98368 isa.pink.brandi@gmail.com Cell: 360-821-1041 If to the County: Monte Reinders Public Works Director, County Engineer 623 Sheridan St. Port Townsend,WA 98368 mreinders@co.jefferson.wa.us Mobile: 360-531-0163 Main: 360-385-9160 All notices will be deemed received and effective as follows:(1)if by hand-delivery,on the date of delivery; (2)if by overnight courier,on the date receipt is confirmed by such courier; (3)if by certified U.S.mail,on the date of receipt appearing on a return receipt card; or(4)if by electronic mail,24 hours after the message was sent if no"system error" or other notice of non-delivery is generated. Section 7.09 Licensee an Independent Contractor. It is expressly acknowledged by the parties hereto that they are independent contractors and nothing in this Agreement is intended or shall be construed to create an employer/employee relationship, partnership or a joint venture relationship so as to allow one party to exercise control or direction over the manner or method by which the other party performs the services which are the subject matter of this Agreement. Neither party is authorized or empowered to act as agent for the other for any purpose and shall not on behalf of the other enter into any contract, warranty, or representation as to any matter. Neither party shall be bound by the acts or conduct of the other party. Neither party,nor any other person performing services on behalf of such party pursuant to this Agreement, shall have any right or claim against the other party for Social Security benefits, workers' compensation benefits, disability benefits, unemployment insurance benefits, health insurance benefits, paid time off, or any other employee benefit. Section 7.10 Waiver of Breach. A waiver of any breach of any provision of this Agreement shall not be construed as a continuing waiver of said breach or a waiver of any other breaches of the same or other provisions of this Agreement. Section 7.11 Termination. The County may terminate this Agreement at any time in its sole discretion. The provisions in Article IV shall survive termination. 6 IN WITNESS WHEREOF,the authorized representatives of the County and Licensee have executed this Agreement as of the date first written above. Jefferson County Board of Commissioners Rhododendron Festival Association By: By Al Vic,e fge5ida Kate Dean,Chair Print Name: 4,c91 Z.1 r7 01. i 3 lts: h ocl eA At & icti Date: G a ` 'J 2 O J 9 Attest: Approved as to form only: O?elifts-// Carolyn Gallaway,Deputy Clerk of the Board Philip C.Hunsucker, Chief Civil Deputy Prosecuting Attorney 7