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HomeMy WebLinkAboutJefferson County/Port Townsend Little League 070693 r z r CONTRACT A Contract entered into between JEFFERSON COUNTY, a legal subdivision of the State of Washington, hereinafter referred to as the "COUNTY," and PORT TOWN- SEND LITTLE LEAGUE, a non-profit corporation formed under the laws of the State of Washington, hereinafter referred to as "P.T. LITTLE LEAGUE" WITNESSETH: WHEREAS, the COUNTY provides and supports recreational programs for citizens of all ages, and WHEREAS, the COUNTY owns the property known as the Jefferson County Fairgrounds, and the portion of the Fairgrounds located east of vacated Landes Street and south of vacated 45th Street (see legal description below) which has been used and maintained by the P.T. LITTLE LEAGUE for baseball and softball playing fields for over 25 years, and WHEREAS, the COUNTY desires to formally acknowledge their relationship with the Little League's continuing use of County property; NOW, THEREFORE, in consideration of the mutual promises and covenants, and provisions contained herein, and the mutual benefits to be derived therefrom, each party agrees as follows: SECTION I: SERVICES TO BE PERFORMED The COUNTY grants to the Port Townsend Little League the privilege to use and maintain the property legally described as: Vacated blocks 21 and 22 of Brackens Addition, together with portions of streets appertaining to same, in Section 34, Township 31N, Range 1 WEST, W.M. for the purpose of operations of Port Townsend Little League functions principally as playing fields. SECTION II: RESPONSIBILITIES OF PORT TOWNSEND LITTLE LEAGUE 1. The Little League, using sound management practices, will provide for the continuing maintenance and operation of the area defined as the Fairgrounds baseball and softball fields. Page 1 of 5 Contract: JEFFERSON COUNTY/PORT TOWNSEND LIILE LEAGUE SECTION II - Continued: 2. The P.T. LITTLE LEAGUE will advise the Jefferson County Fair Board, through written memorandum or attendance at a Fair Board meeting, of any construction plans that may impact the area beyond the boundaries of the currently established Little League fields and concession stand. In any event, no activities not expressly authorized by this agreement shall be undertaken without prior written approval of the COUNTY. 3. The P.T. LITTLE LEAGUE agrees that the Fair Board may use portions of the Little League Fields during the first two weeks of August each year for County Fair activities. 4. The P.T. LITTLE LEAGUE Board of Directors will be solely responsible for any activity, the supervision of volunteers and/or paid staff and participants in programs of the organization, program planning, fees, and scheduling related to the use of these baseball and softball fields. 5. The P.T. LITTLE LEAGUE Board of Directors may be responsible for payment of the monthly utility bills for this site, if the contract is modified as outlined in Section V at some future time. 6. The P.T. LITTLE LEAGUE Board of Directors will provide the following assurances in the appropriate form: a) That a resolution, motion or similar action has been duly adopted or passed as an official act of the P.T. LITTLE LEAGUE Board of Directors, authorizing the signing of the contract, including all understandings and assurances contained herein, and directing and authorizing the person identified as the official representative of the P.T. LITTLE LEAGUE to act in connection with the contract and to provide additional information as may be required. b) That it possesses the necessary organizational systems, to carry out the respon- sibilities assumed pursuant to this agreement. c) It will comply with Title VI of the Civil Rights Act of 1964 which provides that no person in the United States shall, on the ground of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity and will immediately take any measures necessary to effectuate this agreement. d) It will comply with the minimum wage and maximum hours provisions of the Federal Fair Labor Standards Act as they apply to employees of nonprofit corporations. Assume full responsibility for the payment of all payroll taxes, and other forms of taxes or other payments required by any County, City, Federal or State legislation which are now or may during the term of the contract be enacted as to all persons employed in performance of the work under this contract and shall assume exclusive liability therefore, and meet all requirements thereunder pursuant to any rules or regulations that may apply. Page 2 of 5 Contract: JEFFERSON COUNTY/PORT TOWNSEND LITTLE LEAGUE SECTION II - Continued: e) That officers, Board members, and employees will not use their positions for a purpose that is or gives the appearance of being motivated by a desire for private gain for themselves or others. f) That it shall indemnify and hold harmless the County from and against all claims for any damage, including, but not limited to, claims for damage to persons or property, due to negligence of the P.T. LITTLE LEAGUE or their volunteers or employees including court costs and attorneys' fees, if any. g) P.T. LITTLE LEAGUE shall provide evidence to the COUNTY of liability insurance in a standard form and amount necessary for operations of playing fields. SECTION III: RESPONSIBILITIES OF THE COUNTY Allow continuing use of the legally described property requested by the Board of Directors of P.T. LITTLE LEAGUE as long as all of the provisions of this contract are complied with. SECTION IV: RELATIONSHIPS The relationship of the P.T. LITTLE LEAGUE to the COUNTY shall be that of an independent agency. The P.T. LITTLE LEAGUE shall have no authority to execute contracts or make commitments on behalf of the COUNTY and nothing contained herein shall be deemed to create the relationship of employer/employee or principal and agent between the COUNTY and the P.T. LITTLE LEAGUE. This agreement confers no benefit on any third party. The agreement inheres only to the benefit of COUNTY and P.T. LITTLE LEAGUE. SECTION V: MODIFICATION This agreement constitutes the completed and integrated understanding, agreement or negotiation between the parties. Any oral or written representation not set forth herein is excluded. Amendments hereto shall be set forth in writing and executed by both parties. No change by the P.T. LITTLE LEAGUE shall be recognized without written approval of the Board of County Commissioners. Nothing in this section shall excuse the P.T. LITTLE LEAGUE from proceeding with performance of the contract. Page 3 of 5 .,y • Contract: JEFFERSON COUNTY/PORT TOWNSEND LITTLE LEAGUE SECTION VI: ASSIGNMENT Neither party shall assign, or transfer, its respective rights or duties in this Contract without the express prior consent, in writing, of the other party. SECTION VII: BREACH OF CONTRACT If at any time, in the opinion of the COUNTY, the P.T. LITTLE LEAGUE has failed to comply with the terms and conditions of the Contract the COUNTY without prejudice to any other right of remedy, may give the P.T. LITTLE LEAGUE written notice to correct such conditions or cure such default, and if any such condition or default shall continue for thirty (30) days after such written notice, then and in that event the Contract shall cease and expire. Thereupon, the COUNTY or its duly authorized representative may employ other parties to carry the contract to completion in such manner as the COUNTY may deem proper. Any excess costs arising therefrom will be charged against the P.T. LITTLE LEAGUE. SECTION VIII: TERMINATION This Contract may be terminated in whole or in part upon a thirty (30) day written notice, by either party. SECTION IX: PERIOD OF AGREEMENT This Contract shall be effective upon approval of the COUNTY, and will continue in full force and effect unless there is a Breach (see Section VII) or the Contract is terminated (see Section VIII). AUTHORIZED REPRESENTATIVES In performing the services defined herein, the P.T. LITTLE LEAGUE shall report to: Jefferson County Board of Commissioners Phone: 385-9100 P.O. Box 1220 Port Townsend, WA 98368 The P.T. LITTLE LEAGUE authorized representative is: P.T. LI'1'1'LE LEAGUE Board of Directors Phone: 385-7757 Maggie Kelleher , President 1531 Hendricks Port Townsend, WA 98368 (address) Page 4 of 5 •N Contract: JEFFERSON COUNTY/PORT TOWNSEND LTl"1'LE LEAGUE SECTION 12: NOTICES Any notice given by either party to the hereunder shall be served, if delivered in person, to the office of the representative authorized and designated in writing to act for the respective party or, if deposited in the mail, properly stamped with the required postage and addressed to the office of such representative as indicated in Section 11. Either party hereto shall have the right to change any representative or address it may have given to the other party by giving such other party due notice in writing of such change. DATED this to day of , 1993. JEF,F'1✓RSON CO NTY Attest: ARD OF CO IS O' ERS l.)4241.-(2_4°- Lorna Delaney, • and Wojt, Chairm n Clerk of the Board •n , Member Approved as to Form: Jle_ Glen Huntingford, Membe Mark Huth, Prosecuting Attorney CONTRACTOR: ?/ (Contract i, (Title) Page 5 of 5