12-0605_MICHAEL SCHWARTZ_Agenda Report_D10 6/5/2012
AGENDA REPORT D 1 U
TO: Karen P. Brust, City Mafia
FROM: Cynthia Alexander, Community Services Manager
SUBJECT: Consideration of Award of Site License and Use Agreement for the Roller
Hockey/Multipurpose Facility, Marco Forster Middle School, 3 Via Positive
(Michael Schwartz)
RECOMMENDATION:
By motion, approve the Site License and Use Agreement between the City of San Juan
Capistrano and Michael Schwartz to operate the Roller Hockey/Multipurpose facility
located on the grounds of the Marco Forster Middle School located at 3 Via Positive.
SITUATION:
Since 2009, the contract for operator of the Roller Hockey/Multipurpose Facility, located
on the grounds of the Marco Forster Middle School, 3 Via Positive, expired. Between
2009 and 2011, there has been a month-to-month agreement with Revolution Roller
Hockey, L.L.C., to continue operating the facility. In December 2011, staff sent seven
Requests for Proposals (RFP's) for a facility operator to operate the facility and provide
all maintenance (including major repair and replacement) of all equipment and
structures used in the operations of their programs to the following:
• California Street Hockey Associates, Inc.
• Alan Johnson, Revolution Roller Hockey, L.L.C.
• Jonny Morrill
• Mark Peers
• Michael Schwartz
• Christopher Sheffield
• David Tran
Summary and Recommendation:
Michael Schwartz, Christopher Sheffield, and David Tran responded with proposals to
operate the Roller Hockey/Multipurpose Facility. Cynthia Alexander, Community
Services Manager, and two Parks, Recreation and Senior Services Commissioners,
Commissioner Friess and Commissioner Muir, (RFP Panel) vetted each submitted
proposal, conducted an interview process with each applicant, and narrowed the field to
the top two proposals, Michael Schwartz and David Tran. They are recommending
Michael Schwartz's proposal for operator of the Roller Hockey/Multipurpose Facility
(Attachments 1 and 2).
Agenda Report
Page 2 June 5, 2012
In evaluating each proposal, expenses, overhead/salary costs, and gross revenue are
as follows: Mr. Schwartz's expenses total $102,792, with maintenance costs of$11,400,
a flat $3,000 payment to the City, and an additional 2% gross revenue payment
estimated to be $2,112. Mr. Schwartz estimated $105,600 in annual gross revenue. Mr.
Tran's expenses total $120,924, with maintenance costs of$12,000, a 10% net revenue
payment, of$2,088. Mr. Tran estimated $141,800 in annual gross revenue.
PROPOSAL COMPARISONS FOR OPERATOR OF ROLLER HOCKEY/MULTIPURPOSE FACILITY
Mr.Schwartz's Revenue/Expenditures Mr.Tran's Revenue/Expenditures
REVENUE
PROGRAM RATE MONTH YEAR PROGRAM RATE MONTH YEAR
Youth Youth
Leagues $100/Player $3,000 $36,000 Leagues $103.85/Player $3,600 $43,200
Adult Adult
Leagues $100/Player $2,800 $33,600 Leagues $111.54/Player $8,217 $98,604
Clinics $60/Clinic $900 $10,800 $0
Tournaments $25/Player $500 $6,000 $0
Private
Groups $40/hour(20) $800 $9,600 $0
Independent
Groups 1$40/hour(20) $800 1 $9,600 1 $0
TOTAL $8,800 $105,600 TOTAL $11,817 $141,804
EXPENDITURES
PROGRAM RATE MONTH YEAR PROGRAM RATE MONTH YEAR
Rink Rink
Manager $15/hour $1,500 $18,000 Manager $20/hour $3,467 $41,604
Staffing $15/hour $1,890 $22,680 Staffing $0 $0 $0
Supplies Supplies
Materials $300 $3,600 Materials $400 $4,800
Utilities $1,900 $22,800 Utilities $2,000 $24,000
Maintenance $950 $11,400 Maintenance $1,000 $12,000
Other(not
Rent $250 $250 $3,000 specified)* $3,210 $38,520
Profit
Sharing $0 $176 $2,112 $0
Re-payment
Investment $500 $500 $6,000
Insurance $1,000 $12,000 $0
Worker's
Comp $100 $1,200 $0
TOTAL $8,566 $102,792 TOTAL $10,077 $120,924
Payment to City--2%of gross revenue$105,600=$2,112; Payment to City--10%of net revenue
+$250/monthxl2=$3,000;53,000+$2,112=$5,112 $141,800(Rev)•$120,924(Exp)=$20,876 x 10%=$2,088
Payment to City$5,112 ANNUALLY Payment to City$2,088 ANNUALLY
In his oral interview, Mr.Tran indicated"other"expenditures would include basic safety upgrades such as plexi-glass
change out, liability insurance, and personal equipment maintenance. This amount was unspecified because the
amount disbursed would be predicated on revenue earned throughout the year.
Agenda Report
Page 3 June 5, 2012
The chart shows that Mr. Schwartz's plan is at a deficit. When asked about this, Mr.
Schwartz replied that he was not concerned with making a profit; he wants to operate
the Roller Hockey/Multipurpose Facility for his young sons to enjoy the sport. As a
resident of San Juan Capistrano, he has high esteem for the citizens of San Juan
Capistrano and appreciates that he may get a chance to offer the sport to the
community.
In Mr. Tran's proposal, he indicates no initial investment, but instead proposes an
annual payment of $5,000 to the City, (if 10% of netted income is less than $5,000
annually, he will pay the City the difference to guarantee the City $5,000 the first year as
an annual payment). He was asked by Cynthia Alexander, Community Services
Manager, by email, about his initial investment. In his response, Mr. Tran negates his
original offer from his proposal to ensure that the City be paid an annual rate of$5,000,
and instead offers to use that guaranteed payment of$5,000 to the City to put "towards
new panel and frame funds" (Attachment 3).
Mr. Schwartz's proposal included a $50,000 initial investment. His $50,000 initial
investment includes the following (Attachment 4):
$ 1,000 for netting/spectators' protection
12,500 for rink floor resurfacing
7,500 for board replacing and missing kick plates
2,400 for port-a-pots
1,000 for fence repair
800 for cosmetic improvement.
5,000 for scoreboard
870 for improvements to the hockey office
1,000 a storage shed
17.930 for refurbishing the small court
$50,000 TOTAL
Since the age of 18, Mr. Schwartz has been playing, coaching and managing roller
hockey facilities. He coaches and manages his young son, traveling around the state
participating in tournaments and is dedicated to the sport. Staff and the RFP panel
concurred that Mr. Schwartz's proposal is consistent with the goals of a roller hockey
operator that the City established within the RFP. Mr. Schwartz will bring an excellent
element of knowledge to the sport; experience, fiscal responsibility, and enthusiasm to
conduct a roller hockey program and refurbish the facility for the City of San Juan
Capistrano.
Background:
Since May 18, 1999, Revolution Roller Hockey, L.L.C., has been the contracted
provider for the Roller Hockey/Multi-purpose Facility, located on the grounds of the
Marco Forster Middle School, at 3 Via Positiva. Revolution Roller Hockey, L.L.C., a
for-profit sports organization, collaborated with the City in a License Agreement for the
development and construction of the roller hockey facility for youth roller hockey related
Agenda Report
Page 4 June 5, 2012
activities to include, but not limited to, league play, practices, tournaments, and clinics.
The term of this agreement was for eight years with an option to renew the agreement
for another two years (Attachment 5).
The City of San Juan Capistrano collaborated with the Capistrano Unified School
District (CUSD) to reconstruct the Marco Forster Middle School's old tennis courts into
a public facility for roller hockey which would accommodate the popular sport of roller
hockey on May 25, 1999. The City and CUSD agreed to use the facility jointly, Marco
Forster Middle School would use the roller hockey facility during school hours and the
City would utilize the courts after school hours and during weekends. The City agreed to
pay CUSD an annual rate of 20% from funds collected from the City's operator of the
facility (Attachment 6).
Since 2009, Revolution Roller Hockey, L.L.C., has been on a month-to-month lease,
compensating the City $250 per quarter. The Joint Development and Joint Use
Agreement between the City of San Juan Capistrano and CUSD expired. Staff
submitted a new Joint Facility Use Agreement with CUSD, including the coordinating
use of the facility as in the May 1999 Joint Development and Joint Use Agreement,
paying CUSD 20% annually from funds collected from the City's operator of the facility
and the term being eight years, with a two year extension. The Joint Use Agreement
expired with CUSD and the City submitted a new Joint Use Agreement to CUSD. The
agreement was approved by CUSD at a Board of Trustees Meeting on
November 14, 2011. At the November 15, 2011, City Council meeting, the City Council
approved the Joint Use Agreement with CUSD (Attachment 7).
After the Joint Facility Use Agreement with CUSD was approved, staff initiated a RFP
for the operations of the Roller Hockey/Multi-purpose Facility in December 2011
(Attachment 8). On December 6, 2011, City Council approved a Temporary Use
Agreement, with a term of four-months with Revolution Roller Hockey, L.L.C., to operate
the Roller Hockey/Multipurpose Facility until the determination of the awarded operator
would be selected during the three or four month RFP process (Attachment 9).
Overview of the Site License and Use Agreement
The proposed Site License and Use Agreement addresses a variety of issues including
allowable uses, term of license, utility responsibilities, tenant improvements,
maintenance and repairs, insurance and indemnity, and termination of the agreement.
The proposed term of this Site License and Use Agreement is for a period of five years
from June 5, 2012—June 30, 2017, with an optional two year extension (Attachment 10).
COMMISSION/BOARD REVIEW AND RECOMMENDATIONS:
This item was presented at the May 21, 2012 Parks, Recreation and Senior Services
Commission meeting. The Commission voted unanimously (5-0) to forward to City
Council a recommendation of approval for the Site License and Use Agreement for
Michael Schwartz as operator of the Roller Hockey/Multipurpose Facility.
Agenda Report
Page 5 June 5, 2012
FINANCIAL CONSIDERATIONS:
Michael Schwartz has agreed to compensate the City for the use of the Roller
Hockey/Multi-purpose Facility at a flat rate of$250 per month and 2% of gross revenues
derived from the use of the facilities, including, but not limited to tournaments, clinics,
camps, and rentals. Mr. Schwartz estimates revenue earning at $8,800 per month or
$105,600 per year; therefore, the General Fund is estimated to increase at a minimum
of $3,000 or approximately $5,112 or greater per year, less $1,022 (20%) to CUSD, for
a total of $4,090 annually. Mr. Schwartz will maintain the operations of the facility
including maintenance care and utility costs. He also proposes to significantly improve
the City's Roller Hockey/Multipurpose Facility with no cost to the City.
Mr. Schwartz's Proposal Month Year
Flat Rate $250 $3000
Estimate 2% of$8,800 expected revenue $176 $2112
Estimated Total from Operator $426 $5,112
Less 20% to CUSD <$85> <$1,022>
TOTAL $ 341 1 $4,090
Michael Schwartz will maintain detailed records of gross receipts for all events held at
the roller hockey/multipurpose facility for the purpose of allowing the City to audit
monthly Michael Schwartz's revenue streams.
Agenda Report
Page 6 June 5, 2012
NOTIFICATION:
California Street Hockey Associates, Inc.
Joseph M. Farley, Capistrano Unified School District
Alan Johnson, Revolution Roller Hockey, L.L.C.
Jonny Morrill
Mark Peers
Michael Schwartz
Christopher Sheffield
David Tran
RECOMMENDATION:
By motion, approve the Site License and Use Agreement between the City of San Juan
Capistrano and Michael Schwartz to operate the Roller Hockey/Multipurpose facility
located on the grounds of the Marco Forster Middle School located at 3 Via Positive.
Respectfully submitted,
Cy is Alexander — Y�
Community Services Manager
Attachments:
1. Michael Schwartz Proposal
2. David Tran Proposal
3. David Tran Email
4. Michael Schwartz Pro Forma
5. 1999 Revolution Roller Hockey, L.L.C. License Agreement
6. 1999 CUSD Joint Development and Use Agreement
7. 2011 CUSD Joint Facility Use Agreement
8. 2011 Revolution Roller Hockey, L.L.C. Temporary Use Agreement
9. 2011 Request for Proposal
10. 2012 Site License and Use Agreement
11. Location Map
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Top of the Crease Scheduu e
Top Of The Crease Schedule
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COMMUNITY,
Proposed Site Improvements
► Repair all safety deficiencies to NHL/USA Hockey standards
► Repair/refinish rink floor/surface
► Repair/replace netting as required by NHL/Local Codes and
Authorities
. Install new restroom facilities
. Add Bleachers
► Upgrade Lighting `_-
► Improve asthenic appeal
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Operator will not take any profits personally out of the
company until all promises from Proposed Site
Improvements are completed and approved by the City.
e Operator shall provide compensation for the privilege of
using the Facilities a fee consisting of $ 250.00 Per Month .
o Operator agrees to adhere to all other terms set forth in
EXHIBIT "C" - PERSONAL SERVICES AGREEMENT
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USA Hockey USA Hockey
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EXHIBIT "B"
The Community Services Department is requesting that the Operators base a
competitive budget proposal on a percentage of estimated revenue that will be garnered
from the operations of the Roller Hockey/Multipurpose Facility.
SCHEDULE OF FEES
REVENUE
PROGRAM ACTIVITY FEES HOURS fees x hours
Youth Leagues $100 30 $3,000.00
Per Player a:d.j/sk
Adult Leagues $100 28/'`/. ui� $2,800.00
Per Player '
Clinics $60 15 $900.00
Per Clinic V ft t c�
Games/Practices Included N/A N/A
In Lea ue
Tournaments $25 20 $500.00
Per Player !i`at.tir;,.UE41, —
Private Groups $40 20 $800.00
Independent Groups $40 20 $800.00
REVENUE 8,800.00
SCHEDULE OF EXPENSES
' COST
RATE HOURS (rate x hours)
Manager/Rink Supervisor $15.00 100 1,500.00
Staff Including Referee, $15.00 126 1,890.00
Scorekee er
Equipment, Trophies, Pucks, 300.00
and Jerseys
Utilities (electricity, gas, water, 1900.00
.and gortable restroom
797125.1 23
Maintenance 950.00
Other(Specify)—See Attached 2,026.00
EXPENSES 18.576.00
.7 4
TOTAL PERCENT TO AMOUNT TO PAY TO COMMUNITY
REVENUE.EXPENSES BE PAID SERVICES DEPARTMENT
250.00
OTHER EXPENSES:
Description: Amount 1 Month:
Rent $250.00
Liability Insurance $1,000.00
Worker's Comp $100.00
Re-Payment to Investment $500.00
Profit Sharing to City of SJC $176.00
Total: $2,026.00
-
797125.1 24
Operation of Roller
Hockey/ Multipurpose
Facility
CITY OF SAN JUAN CAPISTRANO
CAPD Arena Soccer—David Tran
1/6/2012
C9POB9EN95000EA
ATTACHMENT
CAPO ARENA SOCCER)CAS)PROPOSAL
City of San Juan Capistrano—Operation of Roller Hockey/Multipurpose Facility �,aaswacmt
January 6,2012
TABLE OF CONTENT
1. INTRODUCTION
2. BACKGROUND
3. GENERAL PROPOSAL INFORMATION
A. General Requirements
1. Operation of Facility
IL Maintenance of Improvements and Equipment
III. Schedule of Operations
IV. Cleanliness of the Area Surrounding the Roller Hockey/Multipurpose Facility and
Parking Lot
V. Health and Safety
VI. Player Release Forms
VII. Added Value to Selecting CAS
B. Business License
C. Insurance
D. Independence
E. Operator qualifications and Experience
F. Partner,Supervisory and Staff Qualification and Experience
'G. Similar Engagements with other Governmental Entities
H. Specific Philosophical Approach
I. Compensation to the City
4. CONCLUSION
5. EXHIBITB
Page 2 of 13
CAPD ARENA SOCCER(CAS) PROPOSAL l
City of San Juan Capistrano—Operation of Roller Hockey/Multipurpose Facility rm-ARAWlIff
January 6,2012
1. INTRODUCTION:
On December 8,2011, Capo Arena Soccer (CAS)attended the mandatory pre-proposal site tour
meeting held atthe San Juan Capistrano Community Center and followed with a site tour at the
Roller Hockey/Multipurpose Facility. Based on Information given at the mentioned meeting
and In the request for proposal documents Issued on December 2,2011,CAS would like to
respectfully submit a proposal to provide professional and technical services in the field of
operatingthe City's Roller Hockey/Multipurpose Facility located on Marco Forester Middle
School,3 Positiva,San Juan Capistrano, Callfomia 92675.
2. BACKGROUND:
Capo Arena Soccer(CAS)operates recreational soccer leagues in an "arena" on carpet-turf
flooring. An arena rink Is similar to a hockey or skating rink which has continuous enclosed
perimeter walls with several entry gates/doors. Similar to the game of hockey,the soccer ball
can be played directly off the wall which eliminates many frequent stoppages that would
normally result for throw-ins, goal kicks, and corner kicks,and generally results in a faster paced
game.
CAS has been operating at the aforementioned City's Roller Hockey/Multipurpose Facility at
Marco Forester Middle School from year 2000 thru Aug 2011(10 years), contracted through
Revolution Roller Hockey. In the past 10 years of operation,CAS ran a variety of arena soccer
leagues for all ages ranging from 6 years to 60+years of age. We've also held leagues and
practices for other sports that required carpet-turf floor surface like lacrosse and arena
football. Aside from the leagues, CAS has held combinations of tournaments and clinics as a
give back appreciation to the loyal customers and to the community. We have also held youth
soccer camps during school breaks in the spring,summer, and winter. Lastly,CAS has had many
party rentals for youth and adults throughout the year.
3. PROPOSAL REQUIREMENTS:
A. General Requirements
Per Exhibit A,we are addressing the following scope of work:
a) OPERATION OF FACILITY
1) CAS shall Incur all expenses associated with managing,operating
and maintaining the aforementioned proposed facility located at
3 Via Positive.
Page 3 of 13
CAPO ARENA SOCCER(ano)PROPOSAL
City of San Juan Capistrano—Operation of Roller Hockey/Multipurpose Facility mroavarma
IF
January 6,2012
2) This facility will be operated as a public facility for adult and youth
arena related activities such as arena soccer, hockey, lacrosse,
rugby, and any other open sport recreational programs to include
league games,practices,tournaments, clinics,and other related
events.
3) The safety and health of all individuals who comes to the arena
facility and the protection of the arena facility property are of vital
concern to CAS. CAS will conduct all operations in a safe manner
for the protection of all who comes to the arena facility.
4) CAS will perform routine safety inspections of the arena and its
surrounding areas. CAS will repair any unsafe conditions
promptly.
5) CAS will submit Profit and Loss(P&L)Statement to the City along
with payment to the Community Services Department monthly.
b) MAINTENANCE OF IMPROVEMENTS AND EQUIPMENT
1) CAS will be responsible for the cost to maintain of all equipment
and structures used in the operation of the arena. Overall
condition of the existing arena is good but there are some unsafe
conditions that require repair prior to opening of business. List of
immediate repairs are as follow:
1) Repair and replace broken plexi-glass around the arena.
2) Repair perimeter chain link fence. There have been break-
Ins to the arena in the past leaving the fence cut up with
exposed sharp cut edges. This may require a professional
fence company to properly mend the fence.
3) Repair netting around the arena. Currently there are
many spots that are torn and objects can fly thm the net
Into the spectator's area.
4) Repair chain link fence front and back gate. The tracks are
bent due to vandalism making it hard to secure the gates
properly.
5) Mend existing carpet turf and stabilize turf to concrete
surface.
The above list are considered "repairs" but should CAS need to
construct any temporary or permanent structures on the premise,
we understand that the project is subject to design review and
Page 4 of 13
CAPO ARENA SOCCER(CAS)PROPOSAL
City of San Juan Capistrano—Operation of Roller Hockey/Multipurpose Facility Lm s ff
January 6,2012
approval by the City,CUSD, and the Division of the State
Architect.
2) During open hours,CAS'Site Manager will be on site to manage
the event of that day, be available for any safety emergencies,
regulate safe conducts, and to answer any questions the
customer,the City,or the public may have of our operation. All
leagues and tournaments will be provided with minimum one (1)
official per game.
3) CAS has the resource and Is prepared to hire on qualified Site
Managers and other Professionals (sport officials,coaches,
contractors, etc...)as necessary to support the demands and
needs of the customers. CAS will provide aaredhed officials for
all league games and tournaments. The officials will be
appropriately uniformed with proper safety gear.
4) At any time when the arena facility is in operation, CAS will
provide site supervision. This includes time such as contractor's
on site for repairs, portal potty services,team practices, site
cleanup, etc...
5) The appointed Site Manager will be David Tran. Please refer to
paragraph E,Operator Qualifications and Experience for details of
his experience. Mr.Tran will devote the majority of his time to
the day to day operation of the arena facility. He will also work
with the public to inform them about the arena's operation and
make it accessible to them. The public will be Informed of CAS
safety guidelines practices within the arena facilities to conform.
In employing of managers,CAS will seek qualified and trained
individuals as it relates to the sport they are managing.
6) All CAS personnel whom has supervisory or disciplinary authority
over minors is required to pass a background check In compliance
with California Public Resources Code 5164.
c) SCHEDULE OF OPERATIONS
1) CAS business hours are as follows:
1) Big Arena
I) Mondays thru Thursdays(game start time)
4:30 PM—Soccer Youth League
Page 5 of 13
CAPD ARENA SOCCER(CAS)PROPOSAL
City of San Juan Capistrano—Operation of Roller Hockey/multipurpose Facility IDWMGWsaraa
January 6,2012
• 5:15 PM—Soccer Youth League
6:00 PM—Soccer Adult League
• 6:50 PM—Soccer Adult League
7:40 PM—Soccer Adult League
ii) Fridays and Saturdays
• Currently there is no planned soccer
leagues scheduled reserved for hockey,
lacrosse, party rentals,clinics,etc...
ill) Sundays(game start time)
Currently prior to 4:00 PM there is no
planned soccer leagues scheduled reserved
for hockey, lacrosse, party rentals, clinics,
etc...
• 4:00 PM—Soccer Youth/Adult League
• 4:50 PM—Soccer Youth/Adult League
• 6:40 PM—Soccer Adult League
• 7:30 PM—Soccer Adult League
• 8:15 PM—Soccer Adult League
(2) Small Arena
(a) To be announced upon completion of constructing
new small arena.
Note: These are tentative league schedules and are subject to
change due to volume of Interested players and teams.
d) CLEANLINESS OF THE AREA SURROUNDING THE ROLLER HOCKEY/
MULTIPURPOSE FACILITY AND PARKING LOT
1) CAS understands that there is high volume of people that utllizes
the arena's adjacent parking lot and the pathway leading up to
the arena to either go the arena or to the grass fields adjacent to
the arena. There tends to be lots of trash due to the mentioned
traffic of people. CAS Is committed to helping the Parks &
Recreation pick up trash and discard in the City's approved
disposal location.
e) HEALTH AND SAFETY
Page 6 of 13
CAPD ARENA SOCCER(CAS)PROPOSAL
City of San Juan Capistrano—Operation of Roller Hockey/Multipurpose Facility arort4zxrsctnr
January 6,2012
1) Health and safety is CAS'highest priority. We will develop a
Health and Safety Plan specific to the arena operation with
consideration of the City and Capo Unified School District's safety
requirements. The Safety and Health Plan shall address corrective
actions for safety deficiencies and violations of safety practices.
Further,the plan will Include Instructions of notification and
reporting for safety care for minor and/or major injuries. This
portion of the plan will be pasted In clear site for all to see and
execute In case of an incident. The plan will also mention injuries
that require medical attention will be reported to the City within
fourteen (14) calendar days. CAS training of new hires will include
the review of the Health and Safety Plan. CAS staff will routinely
re-review the Health and Safety Plan to Instill SAFETY In their daily
activities.
F) PLAYER RELEASE FORMS
1) CAS'policy requires that all Individuals who partake In any activity
(including league games, parties,clinics, etc...) in the arena facility
will need to complete CAS' release waiver farm. CAS'waiver
release form will be submitted to the City of San Juan Capistrano
for review and approval prior to usage.
g) ADDED VALUE TO SELECTING CAS
1) Community Charity Fundralsers—CAS propose to start an annual
City of San Juan Capistrano Arena Soccer charity tournament,
This Is one way to bring the community together and make money
for the community. 100%of the proceeds will be given to the City
and/or CUSD for their discretion of disperse. Further,the City
and/or CUSD can benefit from the tax credit. CAS is open to host
more charity fundraisers and welcomes the community -
promotion of similar ideas.
2) Youth Soccer Clinics and Camps—CAS has resources and contacts
with local soccer clubs and professional coaches that can offer
Youth Soccer Clinics and Camps. We have had special
appearances at these events by the Anaheim Bolts(Orange
County Professional Arena Soccer Team). CAS has had former and
Page 7 of 13
CAPO ARENA
SonJua SOCCER(CAS)PROPOSAL
City of San Juan Capistrano—Operation of Roller Hockey/Multipurpose Facility A0January 6,2012
current professional soccer players participated in the arena
soccer leagues. These players occasionally make appearances at
our clinics and camps as well.
B. Business License
CAS will possess a City of San Juan Capistrano business license while performing
the Scope of Work under the Agreement.
C. Insurance
CAS has consulted with our Insurance carrier and can meet the Insurance
requirement stated in Exhibit "C". If CAS is awarded with the 5 year lease
agreement, CAS will submit to the City proof of insurance within 15 calendar
days of execution of the Agreement.
D. Independence
CAS shall act and be an independent contractor and not an agent or employee of
the City of San Juan Capistrano,and shall obtain no rights to any benefits which
accrue to the City of San Juan Capistrano's employees. CAS has no professional
relationships Involving the City of San Juan Capistrano or any of its agencies and
component units for the past 5 years.
E. Operator Qualifications&Experience
David Tran has had an extensive soccer career as a Recreation
Director/Operator,as a Coach, and as a Professional Player. Below is his list of
experiences:
Certification
• United States Soccer Federation (USSF) "D"Coaching License
• United States Soccer Federation (USSF)State Referee
• AYSO,Safe Haven Certifled
• AYSO,Advanced Coaching Certificate
Arena Soccer Experiences
• August 2011 to Current,Owner/Operator, Capo Arena Soccer (CAS),
organizing Community 6 v 6 Soccer League at San Juan Sport Park, CA
Page 8 of 13
CAPO ARENA
SanJuaSOCCER(CAS)PROPOSAL
City of San loan Capistrano—Operation of Roller Hockey/Multipurpose Facility ows�w�f
January 6,2012
2000 to August 2011, Owner/Operator, Capo Arena Soccer(CAS),
contracted under Revolution Roller Hockey to operate arena soccer at
City's Roller Hockey/Multipurpose Facility located on Marco Forester
Middle School,3 Positive,San Juan Capistrano,CA
1994 to 1999, Director,Garden Grove Arena Soccer Park (full time first
class arena soccer dedicated facility), Garden Grove, CA
• 1998 to 1999, CISL Continental Indoor Soccer League (CISQ,CERTIFIED
OFFICIAL FOR ANAHEIM SPLASH
1986 to 1989, Manager of EI Cajon Arena Soccer Center(full time first
class arena soccer dedicated facility), EI Cajon, CA
Coaching Experiences
2002 to Current, Head&Asst Coach for American Youth Soccer
Organization (AY5O), Mission Viejo, CA
2008 to 2010,Coach for United FC,San Juan Capistrano,CA
2002 to 2003,Coach for Pacific Soccer Club,San Juan Capistrano,CA
• 1995 to 1997, Coach for Irvine Strikers, Irvine, CA
1992 to 1993, Coach for San Clemente High School Girl Soccer Team,San
Clemente, CA
• 1991 to 1994, Player coach csulb men soccer
Player Experiences
1990, USA Soccer Player,Vietnamese Olympics Tournament, Long Beach,
CA USA
1989, USA Soccer Player,Vietnamese Olympics Tournament,Toronto,
Canada
• 1986 to 1988, Professional Soccer Player,San Diego Sockers Major Arena
Soccer League (MISE),San Diego, CA
1985 to 1986,Soccer Player,San Diego Mesa College Soccer Team, San
Diego, CA
F. Partner.Supervisory and Staff Qualifications and Exoerlence
CAS will not be partnering with any other entities for this engagement. David
Tran is the proposed principal supervisor and manager of the site. Please refer
to paragraph E above for Mr.Tran's resum€of experience. Proposed hours
listed in paragraph 3A regarding Schedule of Operations equates to less than 40
Page 9 of 13
CAPO ARENA SOCCER(CAS) PROPOSAL Coq
City of San Juan Capistrano-Operation of Roller Hockey/Multipurpose Facility rm�
January 6,2012
hours per week which should only require one individual to manage the site.
CAS will start with one Site Manager and that will be Mr.Tran and Is prepared
and has the resources to hire additional Site Managers and other Professionals
should the volume of business increase. CAS will notify the City of all new hires
to ensure proper qualifications and experiences are met per contractual terms.
G. Similar Engagements with other Government Entities
Between year 2000 to August 2010 (10 years), CAS subleased the Roller
Hockey/Multipurpose Facility from Revolution Roller Hockey. We were the
Operator for Arena Soccer. Arena soccer operation schedule were as follows:
1) Big arena(all year except for July&Aug)-Sundays, Mondays,
Tuesdays(working hours 6PM-9PM)
2) Big arena(July&Aug)-All days(working hours 6PM-9PM)
3) Small arena (ail year)-Wednesdays,Thursdays, Fridays(working
hours 6PM-9PM)
In addition to the above arena locations, Mr.Tran has had engagements with
other government entities when he was the Director of Garden Grove Arena
Soccer.
H. Specific Philosophical Approach
a) CAS work Plan for the 5 year lease terms are as follows:
1) Year 1
1) Refer to paragraph A3 above regarding Schedule of
Operations for quantity of leagues CAS plans to start In
first year. Our goal Is to attain minimum 16 youth soccer
teams and 34 adult soccer teams per quarter.
2) Fridays and Saturdays are reserved for hockey, lacrosse,
party rentals,clinics,and any other open programs. CAS
will advertise and seek other open programs to fill In the
schedule.
3) We need a minimum of 4 teams(40 players)in order to
create a league. If participation falls below the mentioned
minimum requirement,the league will be cancelled and
CAS will fill the allotted schedule with other programs.
4) Refer to paragraph A2 above regarding Maintenance of
Improvement& Equipments for CA5'plan to perform
Page 10 of 13
CAPO ARENA SOCCER(CAS)PROPOSAL gapt
City of San Juan Capistrano—Operation of Roller Hockey/Multipurpose Facility owa®nsr¢+
January 6,2012
repairs prior to opening of business. This initial cost will
be CAS responsibility.
5) Once repair are completed, CAS will reutilize existing
carpet-turf and goals for approximately one(1) quarter to
generate capital for re-investing towards new soccer goals
and carpet-turf.
i) CAS plan to retrofit soccer goals at each end of
arena. Past 10 years CAS has been using soccer
goals that mount within the footprint of the arena.
The new retrofit soccer goals will be recessed into
the walls of the rink similar to official arena for
soccer. This improvement will give the players a
truer arena soccer experience. We can retrofit the
new recessed soccer goal to be closed off for the
flexibility to change from soccer to hockey or to
lacrosse or to any other event that requires
continuous enclosed rink.
ii) CAS plan to replace the arena's existing carpet-turf.
The carpet-turf will need to be custom design for
stable placement and easy removal for other
activities.
6) CAS projects replacement of goals&carpet to be complete
by end of 4u'quarter.
7) Throughout the first year, CAS will allocate excess funds
towards the construction of the new small arena. CAS will
be working on design to submit to the City,CUSD,and the
Division of the State Architect for review and approval to
start construction in the second year.
2) Year 2
1) By 4u'quarter,we project to generate enough capital to
reinvest towards building a new small arena and received
approval from the mentioned parties to start construction
on the small arena. The small arena will generate
additional 30%growth In net profit.
Page 21 of 13
CAPD ARENA SOCCER(CAS)PROPOSAL
City of San Juan Capistrano—Operation of Roller Hockey/Multipurpose Facility awaaaraffir
January 6,2012
2) Adjust schedule of operations as necessary to the
demands. CAS will inform the City of any changes to
schedule of operations.
3) Year3 .
1) By 4"quarter,we project to generate enough capital to
re-Invest towards new side boards for the big arena. The
current arena served its purpose for the last ten 10 years
and with projected higher usage of It,the existing side
boards will not up-hold for the next 10 years.
2) Adjust schedule of operations as necessary to the
demands. CAS will inform the City of any changes to
schedule of operations.
4) Year 4&5 .
1) By year 4&5,the City now has 2 NEW arenas that should
last for another 10 years of usage.
2) Adjust schedule of operations as necessary to the
demands. CAS will inform the City of any changes to
schedule of operations.
b) Operator's Management Philosophv
Mr.Tran Is a Fatherto 4 children (ages 15, 12,7, &6 months) and a
Husband to a Wife of 15 years of marriage. He and his wife have lived in
South Orange County for over 20 years. During those 20 years,the sport
of soccer has given the family a strong connection to the community. It is
that connection that builds better quality of life for all in the community.
Mr.Tran management philosophy is to serve the community by giving
them a place to experience recreational athleticism in the various events
that the arena offers and to get to know your neighbors and local
businesses while participating in these events.
As stated above in the 5 years business plan,CAS' intention is to create a
safe,secure structure,for all within the local community to enjoy beyond
the term of the 5 year lease. If CAS is awarded the lease to the Roller
Hockey/Multipurpose Facility,we will diligently work towards achieving
our 5 year plan to provide the City and the community a place that
everyone can enjoy with theirfamiiy and friends and be proud that they
have this facility In their community.
Page 12 of 13
CAPO ARENA SOCCER(CAS) PROPOSAL
City of San Juan Capistrano—Operation of Roller Hockey/multipurpose Facility M M5
January 6,2012
I. Compensation to the City
a) CAS is committed to the City of San Juan Capistrano's success and would
like to offer 10%of total revenue less expense as calculated in Exhibit B.
We would like to additionally offer a guarantee$5,000 annual payment
for the first year. If the 10%offer equates to less than $5,000 in the first
year,CAS will pay the City the difference to guarantee the City an income
of$5,000 in the first year.
b) CAS would like to clarify calculations noted in Exhibit B Is an annual
calculation.
C) Breakdown of activities within the categories are as follows
1) Managers—Site Manager,Asst Site Managers
2) Epuloment—portal potty,misc soccer equip (balls, gloves,.first
aid, dollies, etc...), trash cans, etc...
3) Utilities—electric, gas,water(omit this cost if this is the City's cost
similar to the terms in the last ten-year lease)
4) Maintenance—cleanup service,contractor's fees for maintenance
5) Other—Insurances(GL,Auto,WC), business expense(tax,
accounting,business fees,etc—)
4. CONCLUSION:
Capo Arena Soccer(CAS)would like to thank Capistrano Unified School District and the City of
San Juan Capistrano this for opportunity to propose on providing a first class arena facility for
soccer, hockey, lacrosse and other open sport recreational programs. Like in any other types of
business,desire and passion for the scope of work is crucial to the success of that business.
David Tran with CAS possesses the desire and passion for the sport of soccer and has the
enthusiasms to share and teach the sport to all and to all levels of athletes. His ultimate reward
In all his years In the business is to experience the players'enjoyment of the game (especially
the younger ones). This opportunity is more than Just a business for CAS,It Is an opportunity
for the community to share and gain David enthusiasm for the sport of soccer.
Respectfully,
David Tran, Owner of Capo Arena Soccer(CAS)
Page 13 of 13
EXHIBIT "B"
The Community Services Department is requesting that the Operators base a
competitive budget proposal on a percentage of estimated revenue that will be garnered
from the operations of the Roller Hockey/Multipurpose Facility.
SCHEDULE OF FEES -
REVENUE
PROGRAM ACTIVITY FEES HOURS fees x hours
Youth Leagues 103 .85 41to 43, ZOO
Adult Leagues 9 a 600
Clinics
Games/Practices
Tournaments
Private Groups
Independent Groups
REVENUE 1,300 141 boo
SCHEDULE OF EXPENSES
COST
RATE HOURS (rate x hours)
Managers 20.00 Z,OHO 4l (coo
Staff —
_Eciuipment 3.(09 I, 300 4) Z? O O
Utilities electric' as,water 18 .4f0 i, 3OO 2-4 000
Maintenance 9.Z3 1, 300 12 , 000
Other 5 eci 2-9 . l03 1,300 3$ 520
EXPENSES I , $00 I ZO I
TOTAL REVENUE-EXPENSES PERCENT TO AMOUNT TO PAY TO COMMUNITY
BE PAID SERVICES DEPARTMENT
20880 10� 2�08Q�
797125.1
r-ynfhla Alexander
rrom: David Tran<capoarenasoccer@gmall.com>
Sent: Friday, March 09, 2012 9:32 AM
To: Cynthia Alexander; Debbie Evenson
Subject: Re: ROLLER HOCKEY/MULTIPURPOSE FACILITY IN SAN JUAN CAPISTRANO
Hi Cynthia,
1 apologize for not getting this info to you sooner but I needed time to seek some hard costs from an arena
speciality builder to provide you with better information so that we can plan appropriately to meet the City's
concern regarding safety. Repairs are as follows:
1. Remove existing old Plexi panels & install new Cyro Acrylic panels with new frames. $9,650
2. Remove chainlink fencing on score keeper side of rink and replace with new vinyl coated 1" diamond
chain link. $3,640 ,
3. Repair perimeter fence and mend holes in netting above chain link fence on dasher board. Estimated
not to exceed $2,000
CAS had proposed to fund $5,000 for repair work. The proposed repair work included above mentioned Items
with exception of replacing "all" plexi panels and frames. CAS initial intention was to only replace the broken
plexi panels and In the 3rd year replace all panels when we install new dasher boards.
Shifting gears to replace all panels prior to start of league rather than till 3rd year to acquire enough capital to
wer cost, CAS would like to propose the following:
1. Referencing page 13 of CAS proposal, omit$5k guarantee annual payment for the first year. This
moneys will be put towards new panels and frame funds.
2. CAS will offer additional funding to cover the remaining outstanding amounts.
I hope this information helps and not make it more confusing. Please feel free to call me anytime if you have
any questions.
Respectfully,
David Tran (949)289-6319
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LICENSE AGREEMENT
This License Agreement(hereinafter referred to as the"Agreement") is made this '
18th day of Atay , 1999, by and between the City of San Juan Capistrano
(hereinafter referred to as "Licensor") and Revolution Roller Hockey, L.L.C. (hereinafter
referred to as"Licensee").
RECITALS:
WHEREAS, Licensor has leased certain real property from the Capistrano Unified
School District for the purpose of developing a roller hockey program; and
WHEREAS, Licensor desires to make said real property available to Licensee for
the purpose of developing a roller hockey facility and program under an independent
contractor contractual arrangement as provided for in this Agreement; and
WHEREAS, Licensee is prepared to act as an independent contractor to construct
and operate a roller hockey facility and program as more.fully set forth in this Agreement;
NOW, THEREFORE,the parties hereto mutually agree as follows:
Section 1. Grant of License/Site Plan.
Licensor hereby grants to Licensee a license for the purpose of entitling Licensee
the right to construct and operate a roller hockey facility and program on that real property,
more particularly described in Exhibit"A,"attached and incorporated herein by reference
(hereinafter the"Premises").
The facility site plan and configuration of the project are attached as Exhibit"B", and
incorporated herein by reference.
Section 2. Construction of the Roller Hockey Facility.
(a) The construction of the Roller Hockey Facility(hereinafter the"Facility")shall
be performed In strict accordance with the blueprints of the project, dated February 21,
1998,as supplied by Licensee,and approved by Licensor. Said blueprints are on fife with
the Licensor's Community Services Department.
(b) in addition, the project shall conform to,and be constructed in accordance
with, the mitigation measures approved by Licensor as a part of Llcensee's land use
entitlement process.
(c) Construction of the Facility shall be completed within sixty (60) days of
execution of this Agreement, pending Capistrano Unified School District approval.
�: actaecsu�ereev,ocxey.°er -�- Attachment 5
J
(d) Licensee shall coordinate with the Capistrano Untried School District and City
during construction phase so as to avoid an interruption In planned District school
functions.
(e) Licensee shall provide a schedule of planned construction activity which shall
be reviewed and approved by the District prior to beginning work.
(t) Upon completion of the improvements to the satisfaction of City, title to the
improvements shall Immediately vest In favor of the City.
Section 3. The Roller Hockey Facility Proaram Implementation and Review.
When the Facility becomes operational, Licensee shall develop and provide to the
public a facility program which involves recreational roller hockey leagues for youth and
adults, as well as clinics, tournaments and any and all public and private rentals for
community use.
The program shall be presented to Licensor in writing for approval prior to its
Implementation.
Further,the program shall be periodically reviewed at Licensor's discretion to Insure
that the program Is not causing an undue nuisance, Including but not limited to, noise
Impacts, excessive parking demands, or other public health and safety issues.
In the event that Licensor determines at Its discretion that such health and safety
problems do exist, Licensee agrees to freely make whatever reasonable changes are
needed as requested by Licensor.
Section 4. Term.
The term of this Agreement shall be eight(8) years. Licensee shall have the right
to exercise an option to renew the Agreement for another two (2)years by giving written
notice of option renewal to Licensor by not later than six(6) months from the termination
date of this Agreement. This term is granted to Licensee so that Licensee may amortize
the cost of the Improvements over a minimum period of ten (10)years in consideration for
transfer of title of improvements to City at time of construction of such improvements.
Section 5. Licensee Compensation to Licensor.
(a) Licensor shall receive compensation from Licensee for the privilege
of developing the Facility on the Premises in accordance with the following formula:
(i) City to receive a fee often dollars($10.00)per participant for each
hockey session;
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(ii) City to receive ten percent (10%) of gross revenues from
tournaments, clinics camps, facility rentals and any additional revenues derived from the
court usage.
(b) Licensee shali'maintain detailed records of gross receipts for all
events for the purpose of allowing City audits of licensors revenue stream. Licensor shall
submit to an audit at any time providing City gives thirty(30)days'advance written notice.
Section 6. School District's Right to Access Facility.
Licensee agrees to allow District to utilize the project facilities during normal school
hours. For purposes of this Agreement,the term"normal school hours"shall be from 8:00
a.m.to 3:15 p.m., Monday through Friday,for each day that school is in session, including
lunch hour. It is understood and agreed that the starting and ending times for school hours
may change from school year to school year, and that for each school year, the actual
starting and ending times will be those school classes start and end as determined for
each school year by the District.
Licensee shall coordinate with District and City with respect to scheduling of the use
of the subject facilities.
Section 7. InsuLance and Liability.
(a) Comorehensive General Liability. Licensee shall maintain in full force
and effect comprehensive general liability coverabe, including premises operations,
products/completed operations, broad form property damage and blanket contractual
liability in the following minimum amounts:
$5,000,000 property damage;
$5,000,000 injury to one person/any one occurrence/not limited to
contractual period;
$5,000,000 injury to more than one person/any one occurrence/not limited
to contractual period.
Said policy shall remain in full force and effect throughout the duration of this
Agreement. The policy shall named City, its elected and appointed officials, and
employees,and the Capistrano Unified School District, its elected and appointed officials,
and employees, as additional named insureds.
Further, the Licensee shall present an insurance endorsement form, In addition to
a insurance certificate, proving that said insurance is in place. The insurance forms
described herein shall be reviewed and approved by Licensor's City Attorney.
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(b) yVarker's Compensation. If Licensee employs employees to perform
services under this Agreement, Licensee shall obtain and maintain, during the life of this
Agreement,Worker's Compensation Employer's Liability Insurance in the statutory amount
as required by state law.
These policies shall not terminate, nor shall they be canceled nor the
coverage reduced until after 30 days'written notice is given to the Licensor.
(c) Hold Harmless.
Licensee shall indemnify, save and defend Licensor, its elected and
appointed officials, and employees and the Capistrano Unified School District, their
elected and appointed officials, and employees harmless from and against any and all
claims, demands, suits, actions or proceedings, of any kind or nature, for damages to
property or injuries to or death of any persons arising out of Licensee's actions and
activities in constructing and operating the Facility.
Section 8. Postina of Surety Bond To Guarantee Completion of the improvements.
Licensee shall post a surety bond in an amount equaling the cost of the project
guaranteeing completion of the improvements once construction commences. The bond
shall be in a form acceptable to the City Attorney and shall be posted with City within
fifteen (15) days from date of execution of this Agreement. Failure to post the bond as
required shall be deemed a material breach of contract and shall empower City to
terminate the Agreement should the default not be cured within five (5)working days from
date of notice to Licensee.
Section 9. Utilities.
Licenses shall be solely responsible for paying for and Installing any required
utilities to service the Facility.
Section 10. Possessory Interest Taxes or Other Taxes
To the extent that the County of Orange Imposes any real property possessory
Interest taxes in connection with the District leasehold to City or this Agreement, the tax
liability shall be subject to negotiation between the parties.
Section 11. Maintenance of Facility.
Licensee agrees to assume full responsibility and costs for the maintenance of the
Premises and Facility throughout the term of this Agreement. Licensee shall take all
necessary action to maintain and preserve the Premises In a decent, safe, healthy and
sanitary condition satisfactory to Licensor and in compliance with all applicable laws.
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Section 12. Tours of Operation.
The roller hockey facility hours of operation shall be in compliance with
Administrative Policy 607 which governs hours of operation for athletic fields. The current
hours of operation are within the hours of 8:00 a.m.-9:30 p.m., Monday through Saturday,
and 9:00 a.m. - 9:30 p.m. on Sundays. The hours are subject to change, pending on
changes to Administrative Policy No.607.
Section 13. No Assignments.
Licenses shall not assign or hypothecate in any manner this License Agreement
without the express written consent of Licensor.
Section 14. Default,
(a) In the event of a default by Licensee, Licensor shall give Licensee thirty
(30)days' written notice to cure the default. The notice shall specify in reasonable deteil
the nature and extent of the default. If the nature of Licensee's obligation Is such that
more than thirty (30) days are required for performance, then Licensee shall not be
deemed to be in default if it shall commence such performance within such thirty(30)day
period and thereafter diligently prosecute the same to completion.
(b) If the default is not cured by Licensee, then Licensor may immediately
terminate this Agreement.
(c) Either party shall be entitled to reasonably attorney's fees in the event
that an enforcement action is required to be taken by reason of the conduct of the parties.
(d) In the event of default, City will have unimpaired ownership of the
Improvements.
Section 15. Independent Contractor.
In performing the covenants of this Agreement,the parties agree and acknowledge
that Licenses shall act and be an independent contractor and not an agent of employee
of Licensor, and shall obtain no rights to any benefits which accrue to Licensors
employees. The parties further agree and acknowledge that Licensor will not Intervene
or control the methods and means of the construction or operation of the Facility, except
as provided herein, and that the services of the Licensee are unique.
Section 16. Notices,
All notices, demands, requests, consents, or other communications which this
Agreement contemplates or authorizes, or requires or permits either party to give to the
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other,shall be in writing and shall be personally delivered or mailed to the respective party
as follows:
To Licensor.
City of San Juan Capistrano
City Manager
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
To Licensee:
Revolution Roller Hockey, U.C.
1308 Felipe
San Clemente, CA 92673
Section 17. Entire Agreed nt.
This Agreement contains the entire agreement of the parties hereto with respect to
the matters covered hereby, and no other previous agreement,statement or promise made
by any party hereto which is not contained herein shall be binding or valid.
IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the
day and year first above written.
LICENSOR:
CITY AN JU CAPISTRANO
By:
ATTES einer, mayor
By: ,� u
Cheryl John=A, My Clerk
APPROVED AS TO FORM:
By:
John R. Sh , City Attorney
LICENSEE:
REVO N RO HOCKEY, L.L.C.
By:
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MARCO FORSTER ATIRLETIC FIELDS
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Termis Courts
_ Proposed Location of
Roller Hockey Courts
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Softball field
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EXHIBIT d
PROPOSED ROLLER HOCKEY SFFE PLAN _
City of San Juan Capistrano
Sports Park.
New Kinoshita Elementary School Site I
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EXHIBIT 8
PROPOSED ROLLER ABY RENK PLAN .
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JOINAVELOPMENT AND JOINT USE AGREEMENT
BETWEEN CAPISTRANO UNIFIED SCHOOL DISTRICT AND
THE CITY OF SAN JUAN CAPISTRANO
THIS JOINT DEVELOPMENT AND JOINT USE AGREEMENT (this
"Agreement") is made and entered into this 25 day of MAY , 1999 by and
between Capistrano Unified School District (the "District"), a school district duly
organized and operated under the laws of the Stale of California, and the City of San
Juan Capistrano (the "City"), a California municipal corporation, both of whom shall be
collectively referred to as the"Parties," and is based upon the following:
RECITALS:
WHEREAS, Section 10900 et sec. of the Education Code of the State of
California authorizes the City and the District to contract with one another to establish,
construct, improve, operate and maintain recreational facilities and programs; and
WHEREAS, the City and the District have approved a joint plan (the "Master
Plan") that provides for the development and shared use of a portion of a school site
owned by the District known as the Marco Forster Middle School (hereinafter the
"School Site"). The Master Plan and all related documents are attached hereto as
Exhibit A and incorporated herein as if fully set forth; and
WHEREAS, the Master Plan envisions development of a roller hockey rink
facility, other related recreation oriented improvements (the"Facilities") upon the School
Site which will provide an important educational and recreational opportunity to District
students and to the community of San Juan Capistrano; and
ATTACHMENT 6
WHEREAS, boe District and the City wish to h the rights to use those
Facilities which are to be constructed on the School Site In the manner and at the times
indicated in this Agreement; and
WHEREAS, District Is willing to grant to City the right to allow the public to use
the Facilities on the School Site in exchange for the City's performance hereunder.
NOW, THEREFORE, in consideration of the mutual promises and covenants
herein contained, the Parties agree as follows:
SECTION 1 CONSTRUCTION
1.1 Compliance with the Division of State Architect. The architect's plans and
specifications for the Facilities shall be submitted to the Division of the State Architect
(DSA) for approval. The construction and installation of the Facilities to be placed on
the School Site shall comply with all requirements of the Division of the State Architect
(DSA).
1.2 Construction of the Facilities. City shall construct or cause to be
constructed at its sole cost and expense the Facilities as provided in the pians and
specifications and agrees to provide to District information regarding the award of a
construction contract and the progress of the construction of the Facilities.
1.3 Change Orders. Except as provided below, City shall have the exclusive
authority to approve change orders applicable to the Facilities if the same become
necessary. City agrees to supply information regarding the change orders to the
2
District prior to the wok&mmencing on the change order.
1.4 additional Work. City and District may mutually amend this Agreement, In
writing, to modify the scope of the work related to the Facilities to include other
construction work. District shall be responsible for any and all costs associated with
such additional work which is solely for the benefit of the District. City shall be
responsible for any and all costs associated with additional work which solely benefit
the City.
1.5 Cooperation Between the City-and the District. City and District shall
cooperate in the construction of the Facilities and shalt use all reasonable diligence in
granting and/or obtaining any and all approvals necessary for the construction of the
Facilities.
1.6 Schedule for Development. District and City shall mutually agree in
writing upon a development schedule for the construction of the Facilities which will not
disrupt the normal use and operation of the Marco Forster Middle School such that it
hampers the school's ability to properly function and carry out Its educational purposes.
1.7 Notice of Completion. Upon City and District approval of the final
Inspection of the Facilities, City shall issue a Notice of Completion and mail such notice
to District.
3
SECTIO& OPERATION
Except as otherwise provided in this Agreement, City shall be responsible for the
operation of the Facilities and for all costs associated with the operation of the
Facilities on the School Site. City agrees to annually pay District twenty percent (20%)
of the amount that City is to contractually receive from City's Operator of the Facilities.
At the end of each fiscal year, City shall certify to District the exact amount of revenue
City has received from the City's Operator. Within thirty (30) days of said certification,
City shall then transmit the amount due and owing to the District.
SECTION 3 MAINTENANCE
3.1 Maintenance Costs. Except as otherwise set forth in this Agreement, City
shall maintain the Facilities at its sole cost and expense during the term of this
Agreement and any extensions thereof. City agrees to take all necessary action to
maintain and preserve the Facilities in a safe, healthy and good working order condition
satisfactory to the District and in compliance with all applicable laws.
3.2 Acts of God. The above notwithstanding, City shall not be responsible to
repair or replace the Facilities if they are partially or totally damaged or destroyed by an
act of God, including but not limited to occurrences such as earthquake, flood, fire or
storm. In the event of such occurrence, the Parties will consider what action, if any,
shall be taken to restore the Facilities.
4
3.3 Abateme&f Dangerous Conditions. City s I be responsible to take
appropriate action to abate any dangerous conditions. Any costs incurred by District to
abate the dangerous condition shall be reimbursed by City within thirty (30) days of
City's receipt of notice of such costs.
3.4 Closure for Maintenance. Any maintenance procedure which shall require
the temporary closure of the Facilities for more than twenty-four (24) hours shall occur
at times mutually agreed upon in writing between the Parties.
3.5 Utilities. . City shall provide for and install all utilities necessary for the
proper functioning of the Facilities. City shall pay all costs for the operation, repair and
maintenance of the utilities for the Facilities during the term of this Agreement and any
extensions thereof.
SECTION 4 JOINT USE OF THE FACILITIES
4.1 District's A0porlionment of Use. District shall have the right to the
exclusive use of the Facilities located on the School Site during normal school hours,
for the purposes of this Agreement, the tern "normal school hours" shall be from 8:00
a.m. to 3:15 p.m., Monday through Friday, for each day that school is in session,
including lunch hour. It is understood and agreed that the starting and ending times for
school hours may change from school year to school year, and that for each school
year, the actual starting and ending times will be those hours that school classes start
and end as determined for each school year by the District.
5
4.2 C Au tionment of Use. The City sip have the right to the
exclusive use of the Facilities and the nonexclusive use of any existing parking spaces
located at the front of the School Site at all times other than normal school hours.
4.3 Scheduling. City and District agree that within thirty (30) days from
the date of execution of this Agreement, City and District shall establish a system to
provide for the coordination and scheduling of the use of the Facilities. Such system
shall include a procedure for reserving the use of the Facilities and priorities for use of
the Facilities. The District will be given first priority in the use of the Facilities provided
District give advance written notice to City in compliance with the Parties' reservation
policy and procedure in effect at the time such notice is required.
SECTION 5 TERM/EXTENSIONS
5.9 Initial Term. The Initial Term of this Agreement shall be for a period of
eight (8) years commencing on the date this Agreement is fully executed by both
Parties. City shall have the right to exercise an option to renew the Agreement for
another two (2) years by giving written notice of the option renewal to District by not
later than six(6) months from the end of the Initial Term.
5.2 Termination due to Default. In the event of default by City,
District may terminate City's right to operate on the School Site at any time within
the Initial Term by providing City written notice of the effective date of
termination. City shall not be deemed to be in default in the performance of any
obligation required to be performed by it unless and until It has failed to perform
6
such obligation&hin thirty (30) days after writtelmotioe by District to City
specifying -in reasonable detail the nature and extent of any such failure;
provided, however, that if the nature of the City's obligation is such that mon:
than thirty (30) days are required for Its performance, then City shall not be
deemed to be in default if it shall commence such performance within such thirty
(30) day period and thereafter diligently prosecutes the same to completion. In
the event of default, each party shall bear its own aftomeys'fees and costs.
SECTION 6 OWNERSHIP OF FACILITIES: PURCHASE
6.1 Title and Ownership. District owns and holds title to the entire Marco
Forster Middle School upon which will be constructed the Facilities. City shall own and
hold title to the roller hockey rink and accompanying fixtures installed or constructed as
part of the rink. District shall own and hold title to any and all parking lots and
accompanying fixtures installed or constructed as part of the parking lots.
6.2 0,. gtion to Purchase Upon Termination. Within n et (90 days of the
termination of this Agreement or any extension thereof pursuant to Section 5 above, the
District shall have the first option to purchase the Facilities. If the District decides not to
exercise the right to purchase, then the Parties may agree to other terms and
conditions regarding disposition of the Facilities. Transfer of title as a result of the
purchase shall occur In the same manner as outlined in Section 6.3 below. District's
purchase of the Facilities shall result in City's rights pursuant to Section 4.2 "City's
Apportionment of Use" being terminated.
7
6.3 Transfer it e. Transfer of title and ownersh m City to District of the
Facilities installed or constructed shall be deemed complete after City Council's and
District Governing Board's approval of such transfer and District's delivery to City of
funds necessary for the purchase of the Facilities. Transfer of title from City to District
of the Facilities permanently and immediately terminates any and all of City's rights and
obligations under this Agreement with regard to those Facilities and such Facilities shall
be operated in District's sole discretion.
6.4 Purchase by Third Pady. City agrees that the Facilities shall not be sold
to any third party at any time without the prior written consent of the District.
SECTION-7 INDEMNiFICATIONANSURANCE
7.1 District's Obligation of Indemnification. Neither City nor any officer or
employee of City shall be responsible for any personal injury or property damage or
liability occurring by reason of any negligent acts or negligent omissions on the part of
District, Its officers, employees or agents in connection with this Agreement.
Additionally, District shall fully indemnify, defend and hold the City harmless from and
against any liability imposed as a result of any injury whatsoever occurring by reason of
any negligent acts or negligent omissions on the part of District, its officers, employees
or agents in connection with this Agreement.
7.2 City's Obligation of Indemnification. Neither District nor any officer or
employee of District shall be responsible for any personal injury or property damage or
liability occurring by reason of any negligent acts or negligent omissions on the part of
8
City, its officers, empls or agents in connection with Agreement. Additionally,
City shall fully indemnify, defend and hold District harmless from and against any
liability imposed as a result of any Injury whatsoever occurring by mason of any
negligent acts or negligent omissions on the part of the City, its officers, employees or
agents in connection with this Agreement. City agrees to require City's Operator of the
Facilities to contractually enter into an appropriate indemnity covenant in favor of City
and District.
7.3 DigWct's Insurance Obligations. District shall maintain general liability
insurance with combined single limit of not less than $1 million per occurrence for the
entire term of this Agreement and any extensions thereof. Such Insurance shall name
City, its officers, employees and agents as additional insured.
District shall fumish properly executed certificates of Insurance to City within
thirty (30) days of entering into this Agreement, which certificates shall clearly evidence
all coverages required above and provide that such insurance-shall not be materially
changed, terminated or allowed to expire except on thirty (30) days prior written notice
to City.
7.4 City's Insurance Obligations. City shall provide a certificate to District
establishing that It is part of the Southern California Joint Powers Insurance Authority
under which City is provided with general liability insurance of not less than $1 million
dollar;. Such insurance shall name District, its Governing Board, its officers,
employees, and agents as additional insureds and shall be primary with respect to
Insurance or self-insurance programs maintained by District.
9
City shall furni roperiy executed certificates of flurance to District within
thirty (30) days of entering into this Agreement, which certificates shall clearly evidence
all coverages required above and provide that such insurance shall not be materially
changed, terminated or allowed to expire except on thirty (30) days prior written notice
to District.
City shall require any City Operator to acquire and maintain at all times general
liability 'Insurance with a combined single limit of not less than five million dollars
($5,000,000.00) per occurrence for property damage and personal injury with respect to
all activities of the City's Operator in the operation of the Facilities and shall require the
City Operator to name the City and District as additional insured.
SECTION 8 GENERAL PROVISIONS
B.1 Notice. Every notice, demand, request, designation, consent, approval or
other document or instrument delivered pursuant to this Agreement shall be in writing
and shall be either personally delivered, sent by Federal Express or other reputable
overnight courier, sent by facsimile transmission with the original subsequently
delivered by other means within three (3)working days of the facsimile transmission, or
sent by registered or certified United States Mail (postage prepaid, return receipt
requested), to the addresses set forth below or to such other addresses as the Parties
may designate from time to time:
If to District. Capistrano Unified School District
32872 Calle Perfecto
San Juan Capistrano, California 92675
Attention: Daniel J. Crawford
Assistant Superintendent
10
If to City: City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, California 82675
Attention: City Manager
Written notice served by registered or certified mail shall be deemed delivered forty-
eight (48) hours after the date mailed. Other notices shall be effective upon delivery.
8.2 Taxes To the extent that there may be any possessory interest taxes
arising out of this Agreement or the construction and operation of the Facilities, District
shall not be responsible for those taxes.
8.3 Covenants and Conditions. Each term and each provision of this
Agreement performable by either party shall be deemed both a covenant and a
condition.
8.4 Partial Invalidity. If any term or provision of this Agreement or any
extension or application thereof to any party or circumstances shall, to any extent, be
Invalid or unenforceable, the remainder of this Agreement or any extension shall be
valid and enforced to the fullest extent permitted by law.
8.5 Waive . No delay or omission in the exercise of any right or remedy of a
nondefaulting party on any default shall impair such right or remedy or be construed as
a waiver. City's consent or approval of any action by the District requiring City's
consent or approval shall not be deemed to waive or render unnecessary City's consent
to or approval of any subsequent act of District. District's consent or approval of any
11
action by the City regdog District's consent or approval shot be deemed to waive
or render unnecessary District's consent to or approval of any subsequent act of City.
Any waiver by either party of any default must be in writing and shall not be a waiver of
any other default concerning the same or any other provision of this Agreement.
8.6 Entire Agreement. This Agreement represents the entire understanding of
the Parties as to those matters contained herein, No prior oral or written understanding
shall be of any force or effect with respect to those matters covered by this Agreement.
This Agreement shall be governed by the laws of the State of California and construed
as If drafted by both City and District. This Agreement may not be modified, altered or
amended except in writing by the Parties.
8.7 Successors and Assigns. The terms and conditions of this Agreement
shall be binding on the successors and assigns of the Parties to this Agreement.
8.8 Headings. Headings at the beginning of each numbered article and
section of this Agreement are solely for the convenience of the Parties and are not part
of this Agreement. As they are intended for reference only, no legal significance of any
kind shall be attached to such headings.
12
IN WITNESS WHEREOF, City and District have executed this Agreement in one
or more counterpart which, taken together, shall constitute one Agreement as of the
date Indicated above.
TTRANO UNIFIED SCHOOL DISTRICT
D .James A. Fleming
Superintendent
CPT Of SAN UAN CAPISTRANO
ohn Greiner Mayor
A ST:
Cheryl J son ' , City Clerk
APPROVED AS TO FORM:
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JOINT FACILITY USE AGREEMENT
BETWEEN
CAPISTRANO UNIFIED SCHOOL DISTRICT
AND
CITY OF SAN JUAN CAPISTRANO
THIS JOINT FACILITY USE AGREEMENT("Agreement") is made and entered into to
be effective on the. day of 39aye, jWZ, 2011, by and between the City of San
Juan Capistrano ("CITY") and the Capistrano Unified School District("CUSD").
RECITALS:
1. Education Code§10900 et sec. authorizes CUSD to organize, promote and conduct
programs for community recreation, and to cooperate In providing community recreation
programs and facilities.
2. CUSD owns and operates Marco Forster Middle School ("MFMS"), which is located at
25601 Camino del Avion, San Juan Capistrano, California, and which has facilities that are
suitable for use for community recreation programs.
3. On May 25, 1999, CUSD and CITY entered Into a Joint Development and Joint Use
Agreement for the development, construction, and operation of a roller hockey/multipurpose
facility located at 3 Via Positiva, on the property of MFMS, which has expired. The CITY, as
a result of the 1999 Joint Use Agreement, constructed the roller hockey/multipurpose facility
on the MFMS property.
4. CITY desires to coordinate, schedule and conduct community recreation programs on
the roller hockey/multipurpose facility, located at 3 Via Positiva, on the property of MFMS,
during times when it is not being used for school purposes.
ATTACHMENT 7
5. CITY and CUSD desire to enter into this Agreement to provide public use of the roller
hockey/multipurpose facility at MFMS.
AGREEMENT:
NOW,THEREFORE, in consideration of the mutual promise, covenants and
conditions herein contained, the parties hereto agree as follows;
1. Purpose of the Agreement
The purpose of this Agreement is for the CITY and CUSD to work together to provide
for the operation and/or public use, including use by community organizations, of the roller
hockey/multipurpose facility, and to coordinate and schedule those uses along with the uses
by the CITY and CUSD.
2. Use of MFMS by the CITY.
a. CUSD shall grant to the CITY the following:
i. The right to operate, coordinate, schedule and/or allow the operation
and/or public use of the roller hockey/multipurpose facility during non-
school hours; and
!I. Maintenance responsibilities for the roller hockey/multipurpose facility as
set forth in Section 4(b) below.
b. During the term of this Agreement, CUSD shall make the roller
hockey/multipurpose facility available to the CITY for the stated purposes of this
Agreement, CUSD shall take no actions which interfere with or inhibit the use of
the roller hockey/multipurpose facility, including, but not limited to, the
2
construction of temporary or permanent buildings on the area used for the roller
hockey/multipurpose facility.
3. Scheduling the Use of the Roller Hockey/Multipurpose Facility.
a. The CITY shall be responsible for and have the authority to control, coordinate,
and/or schedule all use of the roller hockey/multipurpose facility during non-
school hours.
b. For purposes of this Agreement, school hours are defined to be from 8:00 a.m.
to 3:30 p.m., Monday through Friday, for each day that school at MFMS is in
session. Itis understood and agreed that the starting and ending times for
school hours may change from school year to school year, and that for each
school year, the actual starting and ending times, will be those hours that
school classes start and end as determined for each school year by CUSD.
CUSD, at its sole discretion, may extend the scope of school hours by as much
as 30 minutes before the start time of classes or after the end time of classes,
or both, in order to allow sufficient time for students to arrive at or leave the
premises before the CITY commences its use of the roller hockey/multipurpose
facility.
c. CUSD shall have the exclusive use of the roller hockey/multipurpose facility
during school hours.
d. The CITY shall control, coordinate, and/or schedule all non-school hours use of
the roller hockey/multipurpose facility, including use by CUSD and MFMS. The
CITY shall establish a system to provide for the control, coordination and/or
scheduling of the roller hockey/multipurpose facility, including controls and/or
procedures for reserving the use of the roller hockey/multipurpose facility,
providing supervision and assigning priorities for use of the roller
3
hockey/multipurpose facility. CUSD will be given first priority of use provided
CUSD gives advance written notice to CITY In compliance with the CITY's
controls and/or procedures at the time of the notice, and all others will be
prioritized according to the CITY's controls and/or procedures. Use priority for
all groups is based on facility availability. Additionally, the CITY shall schedule
the use of the roller hockey/multipurpose facility to allow for
maintenance/renovation purposes.
e. The CITY shall insure that, as to the operation and/or reservation of use of the
roller hockey/multipurpose facility by persons and organizations, each such
person or organization shall have in effect at the time of use of the roller
hockey/multipurpose facility, general liability insurance coverage in the amount
of at least$1,000,000 per occurrence, and that the CITY and CUSD are named
as additional insured on the applicable insurance policies.
4. Maintenance of the Roller Hockey/multipurvose Facility
I. CUSD shall be responsible for and pay all costs incurred for any
necessary maintenance or custodial services, and/or repairs for
damages (if any) resulting from CUSD's use of the roller
hockey/multipurpose facility.
ii. CITY shall be responsible for and pay all costs incurred for any
necessary maintenance or custodial services, and/or repairs for
damages (if any) resulting from the scheduled public use of the roller
hockey/multipurpose facility.
S. Chances for Use of the Roller Hockey/Multigurgose Facility.
The CITY may charge the persons and organization that operate and/or use the roller
hockey/multipurpose facility during non-school hours an operations user fee, or charge for
4
r
such use as set by contract or fee resolution of City Council. The purpose of this fee is for the
CITY to recover the costs it incurs in scheduling the use of and maintaining the roller
hockey/multipurpose facility. CUSD shall not be charged for its use of the roller
hockey/multipurpose facility either for use during school hours or for use during non-school
hours. CUSD shall not charge either the CITY or the public for the use of the roller
hockey/multipurpose facility during non-school hours. In the event CITY contracts with an
operator to manage the use of the roller hockey/multipurpose facility, CITY agrees to annually
pay CUSD twenty percent (20%) of the amount CITY is to contractually receive from CITY's
operator of the facility.
6. Term.
The term of this Agreement shall be for eight(8)years commencing on the date this
Agreement is fully executed by the City and CUSD. The City shall have the right to exercise
an option to renew the Agreement for another two (2) years by giving advance written notice
of the option renewal to CUSD not later than six (6) months from the end of the initial term.
This Agreement may be terminated without cause by either party with one hundred eighty
(180) days prior written notice to the other parry.
7. Cooperation of the Parties.
The CITY and CUSD shall cooperate and take all actions necessary to achieve the
purposes of this Agreement. Each party shall designate a particular person to be responsible
for the performance of that party's duties and responsibilities pursuant to this Agreement.
8. Indemnification and Insurance.
a. CITY shall save and hold CUSD, as well as its officers, employees, agents, and
volunteers, harmless to the extent authorized by law from any or all claims or
causes of action for injury of persons, including death, or damages to property
resulting from or which may arise by reason of any dangerous or defective
5
condition of equipment or other improvements installed or constructed by CITY
on property owned by CUSD, or a failure to maintain said equipment and
improvements installed or constructed by CiTY in a safe condition or which
might arise as a result of acts or omissions of employees of CITY. CITY shall
maintain, at all times this Agreement is in force, general liability insurance,self-
insurance or liability coverage through a self-insurance pool of not less the One
Million Dollars ($1,000,000).
b. CITY shall require any CITY Operator to acquire and maintain at all times
general liability Insurance with a combined single limit of not less than three
million dollars ($3,000,000.00) per occurrence for property damage and
personal injury with respect to all activities of the CiTY's Operator in the
operations of the roller hockey/multipurpose facility and shall require the CiTY
Operator to name the CITY and CUSD as additional insureds.
c. CUSD shall save and hold CITY harmless to the extent authorized by law from
any or all claims or causes of action for injury of persons, Including death, or
damages to property resulting from or which may arise by reason of dangerous
or defective condition of equipment or other improvements Installed or
constructed by CUSD on property owned by CUSD, or a failure to maintain said
equipment and improvements installed or constructed by CUSD in a safe
condition or which might arise as a result of acts or omissions of employees of
CUSD. CUSD shall maintain, at all times this Agreement is in force, general
liability insurance, self-insurance or liability coverage through a self-insurance
pool of not less than One Million Dollars ($1,000,000).
d. The CITY and CUSD each agree to provide thirty(30) days' written notice to the
other party if it proposes any substitution, change, or other modification of the
6
aforementioned insurance coverage which will result in a decrease in the scope
or the amount of such coverage.
9. Notices.
Any notices to be given hereunder by either party to the other in writing may be
effected either by personal delivery or by mail. Mailed notices shall be addressed to the
address of the parties to be notified which appears below, but each party may change its
address by written notice given in accordance with this paragraph. Notices delivered
personally will be deemed communicated as of actual receipt. Mailed notices will be deemed
communicated and received as of ten (10) calendar days following the date of mailing of the
notice.
CITY: Attn: Manager, Community Services Department
City of San Juan Capistrano
25925 Camino del Avion
San Juan Capistrano, CA 92675
CUSD: Attn: Executive Director, Facilities
Capistrano Unified School District
33122 Valle Road
San Juan Capistrano; CA 92675
10. Entire Agreement.
This Agreement supersedes any and all agreements, either oral or written, between
the parties hereto with respect to the subject matter of this Agreement, and contains all of the
covenants and agreements between the parties with respect to this matter. Each party to the
Agreement acknowledges that no representations, inducements, promises, or agreements,
orally or otherwise, have been made with regard to this matter by any party, or anyone acting
on behalf of any party,which are not embodied herein, and that no other agreement,
statement, or promise regarding this matter not contained In this Agreement shall be valid or
7
binding. Any modification or amendment of this Agreement will be effective only if It is in
writing and signed by both parties to this Agreement.
11. Governing Law.
This Agreement will be governed by and construed in accordance with the laws of the
State of California.Any legal action in which enforcement of the terms and conditions of thls
Agreement is requested, or in which it is alleged that a breach of this Agreement has taken
place, shall be filed and prosecuted in the County of Orange, California.
12. Breach of Agreement.
If either party defaults in the performance of any of the terms or conditions of this
Agreement, it shall have thirty(30) days after service upon it of written notice of such default
in which to cure the default by rendering a satisfactory performance. In the event that the
defaulting party fails to cure its default within such period of time, the non-defaulting party
shall have the right, notwithstanding any other provision of this Agreement, to terminate this
Agreement without further notice and without prejudice to any other remedy to which it may
be entitled at law, in equity, or under this Agreement. The failure of a party to object to any
default in the performance of the terms and conditions of this Agreement shall not constitute
a waiver of either that term or condition or any other term or condition of this Agreement.
13. Attomevs' Fees.
If any legal proceeding, including an action for declaratory relief, is brought to enforce
or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable
attorneys'fees, which shall be set by the court in the same action or in a separate action
brought for that purpose, in addition to any other relief to which that party may be entitled.
14. Severability.
If any provision in this Agreement is held by a court of competent jurisdiction to be
invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full
8
force without being impaired or invalidated in any way, to the extent that the invalidity or
unenforceability does not impair the application of this Agreement as intended by the parties.
15. Successors and Assigns.
The terms and conditions of this Agreement shall be binding on the successors and
assigns of the parties to this Agreement.
[SIGNATURE PAGE TO FOLLOW]
9
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year
first hereinabove written.
"CITY"
CITY OF SAN JUAN CAPI TRANO
B
All vato, ffyor
"CUSD"
CAPISTRANO UNIFIED SCHOOL DISTRICT
BY r;oau
Supertnte nt br D7!ne
A JE
Ma M , Ity Clerk
APPROVED AS TO FORM:
i i1.4,41�
Oma Sandov i, City Attorney r
10
TEMPORARY USE AGREEMENT
THIS TEMPORARY USE AGREEMENT entered into between the CITY OF SAN
JUAN CAPISTRANO ("CITY") and REVOLUTION ROLLER HOCKEY, LLC
("LICENSEE") is made and entered into, to be effective the 61h day of December, 2011,
as follows:
RECITALS:
WHEREAS, CITY and LICENSEE had entered into a License Agreement dated
May 18, 1999 for the purpose of developing a roller hockey program on a roller hockey
facility constructed by LICENSEE for CITY on Capistrano Unified School District
Property located at Marco Forster Middle School, which agreement has expired; and
WHEREAS, CITY is in the process of requesting proposals for operators of the
roller hockey facility and is amenable to permitting LICENSEE to use the facility during
the request for proposal period pursuant to the terms of this Agreement.
AGREEMENT:
NOW, THEREFORE, in consideration of the promises and mutual covenants
contained herein, CITY agrees to allow LICENSEE use the roller hockey facility subject
to the following terms and conditions:
Section 1. Grant of License/Term.
a. Grant of License. CITY hereby grants to LICENSEE permission to use and
operate a roller hockey program on the Facilities, as depicted on the site plan attached
hereto as Exhibit "A" and incorporated herein by reference (hereinafter referred to as
the "Facilities"). The.Facilities shall not be used for any other purpose without the prior
written consent of CITY's Community Services Manager.
b. Term. The term of this Agreement with regard to the Facilities, shall be for a
period of four months, commencing on December 6, 2011 and ending on March 31,
2012, unless sooner terminated.
Section 2. License Fee.
CITY shall receive from LICENSEE compensation for the privilege of using the
Facilities a fee of 10% of gross revenues derived from the use of the Facilities,
Including, but not limited to tournaments, clinics, camps, and rentals. LICENSEE shall
maintain detailed records.of gross receipts for all events for the purpose of allowing
CITY to audit LICENSEE's revenue streams.
ATTACHMENT S
1
Section 3. Operation and Maintenance of Facilities.
a. Operation of Facilities. LICENSEE shall be responsible for the supervision
and management of every aspect of the roller hockey operation on the Facilities.
LICENSEE shall perform all operations in a competent manner, consistent with the
standards of the industry and In accordance with all applicable Federal, State and local
regulations, including the City's Municipal Code. LICENSEE shall obtain, at its sole cost
and expense, all governmental permits and'authorizations of whatever nature required
by any governmental agencies having jurisdiction over LICENSEE's use of the
Facilities.
b. Hours of Operation. The hours of operation are within the hours of 4:00 p.m.
to 9:30 p.m., Monday through Friday, 8:00 a.m. to 9:30 p.m. on Saturdays, and 9:00
a.m. to 9:30 p.m. on Sundays, and subject to the hours for which the School District has
exclusive use of the Facilities.
c. Exclusive Use by School District. The Capistrano Unified School District shall
have exclusive use of the Facilities during normal school hours for Marco Forster Middle
School, from 8:00 a.m. to 3:30 p.m., Monday through Friday,for each day that school is
In session, including the lunch hour. The School District may extend the scope of
school hours by as much as 30 minutes before the start time of classes or after the end
time of classes, or both, in order to allow sufficient time for students to arrive at or leave
the School before CITY and LICENSEE commence their use of the Facilities.
d. Condition of Facilities. LICENSEE accepts the Facilities in its present
condition, °as Is", upon execution of this Agreement. CITY makes no warranty of the
suitability of the Facilities for roller hockey operations or other use of the Facilities by
LICENSEE and expressly disclaims any warranty or representation with regard to the
condition, safety, security or suitability for LICENSEE's intended use of the Facilities.
The duly authorized representative of CITY may enter upon the Facilities and all
structures and buildings thereon, or any portion thereof, at any time, and from time to
time.
e. Maintenance of Facilities. LICENSEE 'shall maintain, at LICENSEE's
expense, the Facilities, Including all existing structures and all equipment owned and
furnished by LICENSEE, In a reasonable state of repair and working order.
Section 4. No Assignments.
LICENSEE may not assign, sublet or otherwise transfer its Interest under this
Agreement without the prior written consent of the CITY. Any attempted assignment,
sublet or transfer made in violation of this provision shall be null and void.
z
797084.1
Section 5. Utilities.
LICENSEE is fully and solely responsible for providing any utility service required
for LICENSEE's use of the Facilities.
Section 6. Time of the Essence.
Time is of the essence of each and every provision, covenant, and condition
herein contained and on the part of LICENSEE to be done and performed.
Section 7. Default.
a. If LICENSEE defaults in the payment of the compensation due to the City, or
any additional applicable payments, or defaults in the performance of any.of the other
covenants or conditions hereof, CITY may give LICENSEE notice of such default and if
LICENSEE does not cure any such default within three (3) days, or such other time
period as specified in the notice of default, after the giving of such notice, then CITY
may terminate this license on not less than ten (10)days' notice to LICENSEE. On the
date specified In such notice the term of this license shall terminate, and LICENSEE
shall then quit and surrender the Facilities to,CITY, but LICENSEE shall remain liable as
hereinafter provided. If this license shall have been so terminated by CITY, CITY may
at any time thereafter resume possession of the Facilities by any lawful means and
remove LICENSEE or other occupants and their effects.
b. If LICENSEE breaches any covenant or condition of this Agreement, CITY
may, on reasonable notice to LICENSEE (except that no notice need be given in case
of emergency), cure such breach at the expense of LICENSEE. The reasonable
amount of all expenses, including attorney's fees, incurred by CITY in so doing shall be
deemed a debt of LICENSEE payable on demand.
Section 8. Termination Due to Bankruptcy or Insolvency.
In the event proceedings in banlcruptcy are commenced by LICENSEE, or
LICENSEE is found to be In a state of insolvency, then In such event, CITY shall have
the right to terminate this Agreement and all further rights and obligations thereunder,
by ten (10) days' notice In writing to LICENSEE, in which event, on the expiration of the
ten (10)days from mailing of the notice, this License shall automatically terminate.
Section 9. Termination for Convenience.
This Agreement may be terminated for any reasons by the CITY following thirty
(30) days written notice. CITY incurs no liability whatsoever for termination of this
Agreement at any time.
3
797054.1
Section 10. Notices.
Any notice required to be given under this Agreement shall be in writing and shall
be deemed to have been duly given and received if and when personally served, or
forty-eight(48) hours after being deposited in the United States mall, first class, postage
prepaid, addressed to the Intended party at:
CITY: City of San Juan Capistrano
Attn.: Cynthia Alexander
25925 Camino Del Avion
San Juan Capistrano, CA 92675
LICENSEE: Alan Johnson
Revolution Roller Hockey, LLC
1308 Felipe
San Clemente, CA 92673
Section 11. Attorneys' Fees.
If either party commences action against the other party arising out of or In
connection with this Agreement, the prevailing party shall be entitled to have and
recover from the other party reasonable attorney's fees and costs of suit.
Section 12. Surrender of Facilities.
LICENSEE shall, at the termination of this Agreement, vacate the Facilities in as
good condition as they are in at the time of entry thereon by LICENSEE. Upon
vacating, LICENSEE shall leave Facilities free and clear.of all rubbish and debris.
Section 13. Insurance.
LICENSEE shall pay for and maintain Insurance throughout the life of this
License with general liability coverage of three million Dollars ($3,000,000) minimum
coverage per occurrence, and fire and all risk property damage insurance, Insuring all of
LICENSEE's equipment and trade fixtures located on the Facilities for full replacement
cost. Said policy shall name CITY and the Capistrano Unified School District as
additional insured by endorsement to the policy and shall be in a form satisfactory to
CITY. LICENSEE will furnish CITY with proof of insurance issued by an Insurer
approved by CITY showing the coverage to be In force. LICENSEE's Insurance
coverage shall be primary coverage. CITY and LICENSEE each waive the rights of
subrogation that may arise against the other because of any act covered by insurance.
The policy shall provide that modification or cancellation of the policy shall not occur
without thirty(30)days advance written notice provided by the insurer to CITY.
4
797054.1
Section 14. Indemnity.
LICENSEE shall defend, indemnify, and hold harmless CITY and the Capistrano
Unified School District, and their respective elected officials, officers, employees, and
agents, from and against any and all actions, claims, demands, losses, costs,
expenses, Including legal costs and attorney's fees, for death or injury to persons or
damage to property or the Facilities, or for the pollution thereof and cleanup costs,
arising out of or related to LICENSEE's use of the Facilities, except to the extent of such
loss as may be caused by CITY's or the District's own negligence, including that of their
respective officials, officers, employees and agents.
Section 15. Taxes.
Pursuant to Revenue &Taxation Code §107.7, the right to use the Facilities may
be subject to property taxation and LICENSEE may be subject to property taxes. In no
event shall CITY or the Capistrano Unified School District be liable for any taxes owed
as a result of this Agreement or LICENSEE's use of the Facilities.
Section 16. No Relocation Benefits.
This Agreement is not intended to convey a property Interest but to permit
LICENSEE to use the Facilities as provided for herein. LICENSEE acknowledges the
rights granted by State and/or Federal Relocation Assistance Laws and regulations and,
notwithstanding any other provision of this Agreement, expressly waives all such past,
present and future rights, if any, to which LICENSEE might otherwise be entitled from
CITY or the Capistrano Unified School District with regard to this License Agreement
and the business or activities operated on the Facilities. LICENSEE shall not be entitled
to relocation assistance, relocation benefits, or compensation for loss of goodwill upon
the termination of this Agreement.
Section 17. Entire Agreement.
The terms In this Agreement constitutes the entire understanding and agreement
between the Parties and supersedes all previous negotiations between them pertaining
to the subject matter thereof.
[SIGNATURE PAGE FOLLOWS]
5
787054,1.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
December 6, 2011.
CITY OF SAN JUAN CAPIS RANO
Larry Kramer, Mayor
REVOLUTION HOCKEY, LLC
By. /
Alan Joh
A E
City (
APPROVED AS TO RM;
6(MOA
City Attom y
6
797054.1
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CITY OF SAN JUAN CAPISTRANO
REQUEST FOR PROPOSAL
OPERATION OF ROLLER HOCKEYIMULTIPURPOSE FACILITY
I. INTRODUCTION
The City of San Juan Capistrano, incorporated in 1961, Is a community of approximately
38,000 residents, located in South Orange County, California. The City is located in the
southeastern portion of Orange County,approximately 62 miles south of the Los Angeles
and 65 miles north of San Diego.
The City of San Juan Capistrano Community Services Department is dedicated to
enriching the lives of our residents by providing diverse human and leisure services that
contribute to the uniqueness of our community while remaining consistent with today's
economic challenges.
IL BACKGROUND
Capistrano Unified School District(CUSD)and the City of San Juan Capistrano(City)have
maintained a Joint Use Agreement for a Roller Hockey/Multipurpose Facility located at
Marco Forster Middle School, 3 Via Positiva, San Juan Capistrano. CUSD has use of the
facility during school hours and the City has In the past contracted with an Operator to
conduct a roller hockey program on the Roller Hockey/Multipurpose Facility during
non-school hours.A ten-year License to the Operator has expired,and the City is soliciting
proposals for an Operator to maintain,operate,coordinate,and schedule public use of the
lighted Roller Hockey/Multipurpose Facility during non-school hours.
It is the desire of the City to obtain an Operator to provide a full range of professional youth
and adult roller hockey programs, leagues and other sport activities. The Operator will
administer all' league programming to include equipment needs, scheduling, officials,
staffing, administration, and awards. In addition, it will be the Operator's responsibility to
maintain the facility in a safe and clean manner during use hours,to include the immediate
surroundings of spectator seating, practice/warm-up area, and public restroom which
services the facility.
III. ' GENERAL PROPOSAL INFORMATION
The City of San Juan Capistrano("City") is requesting proposals from qualified Operators
to provide a full range of professional youth and adult roller hockey programs,leagues and
other sport activities for the City of San Juan Capistrano Community Services Department.
To be considered, two (2) copies of the proposal must be received by the City to the
attention Marla Moms,City Clerk,City Hall,32400 Paseo Adelanto,San Juan Capistrano,
California, 92675, by 5:00 p.m., January 6, 2012; plus one electronic proposal in Adobe
City or son Juan Capistrano
Community scnices Departmcnt
Contact:Cyzuhin AkxmWcr.Community Services Manager
359'_5 Camino dci Avian
Sun Juan Capistrano,CA 91675
2
portable document format(PDF)to calexander(Msanivanc aoistrano.oro.The City of San
Juan Capistrano reserves the right to reject any or all proposals submitted.
IV. GENERAL•TERMS AND CONDITIONS
A. Proposal Reauirements
1.Requirement to Meet All Provisions.Each Operator submitting a proposal shall meet
all of the terms and conditions of this Request for Proposals(RFP).By virtue of its proposal
submittal,the Operator acknowledges agreement with and acceptance of ail provisions of
the RFP specifications.
2.Pre-proposal Site Visit.A mandatory pre-proposal site tour meeting will be held briefly
at the San Juan Capistrano Community Center, 25925 Camino Del Avion, in the
Conference Room,on December 8, 2011,3:30 p.m.before the site tour,after the meeting,
all Operators will meet at the Roller Hockey/Multipurpose Facility,located at Marco Forster
Middle School, 3 Via Positiva.
3. Proposal Quotes. The compensation to the City offered by the Operator must be
entered in figures in the spaces provided on the form in Exhibit"B."
4.Proposal Withdrawal.An Operator may withdraw its proposal,without prejudice prior to
the deadline submission, by submitting a written request for its withdrawal
5. Proposal Award. The City reserves the right to waive non-substantial irregularities in
any proposal,to reject any or all proposals, to reject or delete one part of a proposal and
accept the other, except to the extent that the proposals are qualified by specific
limitations.
6. Competency and Responsibility of Operator. The City reserves full discretion to
determine the competence and responsibility, professionally and/or financially, of
Operators. Operators will provide, in a timely manner,all Information that the City deems
necessary to make such a decision.
7. Contract Requirement. The Operator to whom the award is made (Operator) shall
execute a written Agreement with the City within ten (10)calendar days after notice of the
award has been sent by mail to the address given in its proposal.The Agreement shall be
In the form adopted by the City and attached as Exhibit"C u
City arsan loan Caps=o
Community Sctvitxs Qcpattmcat
Contact:Cynthia Alcsantler,Community Sevkcs Ml10109a
25925 Camino dcl Avian
San luoa Capigntno,CA 92675
3
B. Contract Performance
1. Ability to Perform. The Operator warrants that it possesses all capital and other
equipment, tabor, materials, and licenses necessary to carry out the Scope of Work
hereunder in compliance with any and all federal,state, county,and city laws,ordinances,
and regulations.
2.Operator Non-Discrimination. in the performance of the Scope of Work,the Operator
agrees that it will not engage in discrimination In employment of persons because of age,
race,color,sex,national origin or ancestry,sexual orientation,or religion of such persons.
V. PROPOSAL REQUIREMENTS
A. General Requirements
The purpose of the Proposal is to demonstrate the qualifications,competence and capacity
of the Operator seeking to undertake the services required under this request for
proposals.As such, the substance of the proposals will carry more weight than their.form
or manner of presentation. The Proposal should demonstrate the qualifications of the
Operator and of the particular staff to be assigned to this engagement. It should also
specify specific approach that will meet the request for proposal's requirements. The
Proposal should address all the points outlined in the request for proposals.The proposal
should be prepared simply and economically, providing a straightforward, concise
description of the Operator's capabilities to satisfy the requirements of the Scope of Work
included in this RFP and attached as Exhibit"A."
B. Business License
The Operator must possess a City of San Juan Capistrano business license while
performing the Scope of Work unjer the Agreement.
C. Insurance
Attached to the RFP Is a draft copy of the City's Agreement, Exhibit"C,"which contains the
insurance requirements. The Operator will maintain insurance requirements during the
entire time of the engagement. To confine this requirement, within 15 days from the
execution of the Agreement,the Operator shall furnish the City satisfactory evidence of the
Insurance requirement and evidence that each carrier is required to give at least 30 days
prior written notice of the cancellation Agreement. The City and CUSD shall be named
additional insured under the Operator's policies as noted in the Agreement.
D. Independence
The organization should provide an affirmative statement that it is independent of the City
of San Juan Capistrano. The Operator should also list and describe the organization's
professional relationships involving the City of San Juan Capistrano or any of its agencies
and component units for the past five (5)years (if any).
City arson Juan Capisuano
Community Servka Dcponmcnt
Contace Cynthia Alcxandcr,Community Scrviccs Manager
359.3 Camino del Avian
Son Juan Copistrntw,CA 93675
4
E. Operator Qualifications and Experience
The Operator should include experience of the organization with community recreation.
The Operator should state the size of the organization,the size of the Operator's staff,and
the number and nature of the professional staff to be employed in this commitment on a
full-time basis and the number and nature of the staff to be so employed on a part-time
basis. If the Operator is a joint venture or consortium,the qualifications of each Operator
comprising the joint venture or consortium should be separately identified and the Operator
that is to serve as the principal Operator should be noted, if applicable. In addition, the
Operator 'shall provide information on the circumstances and status of any disciplinary
action taken or pending against the Operator during the past three (3) years with state
regulatory bodies or professional organizations,as well as any pending or settled litigation
within the past three(3)years.
F. Partner, Supervisory and Staff Qualifications and Experience
Identify the principal supervisory and management staff, including engagement partners,
managers,other supervisors and specialists,who would be assigned to the engagement.
Provide information on the athletic management experience of each person, including
Information on relevant continuing education for the past three years and membership In
professional organizations relevant to the performance of operating a Roller
Hockey/Multipurpose Facility. Provide as much information as possible regarding the
number,qualifications,experience and training,including relevant continuing education,of
the specific staff to be assigned to this engagement. Indicate how the quality of staff over
the term of the Agreement will be assured.Operator specialists mentioned in response to
this Request for Proposal can only be changed with the express prior written permission of
the City of San Juan Capistrano which retains the right to approve or reject replacements.
Other personnel may be changed at the discretion of the Operator provided that
replacements have substantially the same or better qualifications or experience.
G. Similar En-gagements with other Governmental Entities
For the Operator's office that will be assigned responsibility for the operation of the Roller
Hockey/Multipurpose Facility, list the most significant engagements performed in the last
five years that are similar to the engagement described in this request for proposal.
Indicate the Scope of Work, date, engagement partners, total hours, and the name and
telephone number of the principal client contact. A list of all governmental clients in this
section for the principal office should also be supplied.
H. Specific Philosophical Approach
The proposal should set forth a work plan,including an explanation of the methodology to
be followed, to perform the services required In this request for proposal. Describe, in
detail, the Operator's management philosophy.
1. Compensation to the City
The proposal should contain the total amount or rate of compensation offered to the City
for the use of the Roller Hockey/Multipurpose Facility.
City or son Juan Capistrano
Cammanity savies Oep"Col
Cantaw Cyndtio Atesander.Community Services Manager
:5925 Camino dd Mien
San Juan Capisuam%CA SM-675
5
VI. SELECTION CRITERIA
A. Evaluation Process
The City of San Juan Capistrano Community Services Department is soliciting responsible
Operators who have established knowledge and expertise in the services requested in this
RFP. Each proposal will be reviewed to determine if the proposal Is responsive to the
submission requirements outlined. A responsive proposal is one that follows the
requirements of this RFP,includes all documentation,is submitted in a suitable format,and
is submitted on time.Failure to comply with these requirements may result in the proposal
being considered non-responsive. Proposals will be evaluated and ranked based on the
criteria listed below. The following rating system will be used in evaluating the proposals:
1. Experience of Operator and similar programs. Relevant experience,
qualifications, roller hockey and sports expertise, and past performance.
2. Project Budget. Budget proposal for programs to be provided with an emphasis
toward an all-encompassing proposal.
3. Project Understanding and Competence. Approach to providing services
requested.
4. References.Demonstrates a record of success with Community/Private recreation
projects.
5. Quality of Proposal and Responsiveness. The adequacy and accuracy with
which the Operator responds to the required submittal of this RFP.
City or San Juan Capistrano
Community Services Ocpanment
Contact:C}ndtin Almuder.Community Services Manager
35425 Camino del Avian
San Juan Capistrano,CA 42615
6
Vil. TIME REQUIREMENTS
A. Proposed Calendar
The following is a list of key dates up to,and including, the date proposals are due to be
submitted:
PROPOSED SCHEDULE
Notification and Contract Dates
Request for Proposals issued December 2, 2011
Pre-proposal meeting/site tour Thursday, 3:30 p.m., December 8, 2011
Community Center Conference Room
25925 Camino del Avion
San Juan Capistrano, CA 92675
Due date for proposals Friday, 3:00 p.m., January 6, 2012
Attention: Maria Moms, City Clerk
City Hall
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Operators' oral interviews Wednesday, January 18, 2012(tentative)
Community Center Conference Room
25925 Camino del Avion
San Juan Capistrano, CA 92675
Operators notified of tentative Wednesday, January 25, 2012
recommendation
subject to approval by Parks,
Recreation and Senior Services
Commission and City Council
Parks, Recreation and Senior Services Monday, February 27, 2012
Commission meeting
e Present recommendation for Operator
City Council meeting Tuesday, March 6, 2012
o Consideration of recommended Operator
Contract date Sunday,April 1, 2012
City of San han Capistrano
Community Servlccs Dqu numl
Contact:C)ndtlo Alcxandcr.Community Srnqas Manage
25915 Camino dd Arian
San loan Capistrano.CA 92675
7
f
EXHIBIT"A"
CITY OF SAN JUAN CAPISTRANO
COMMUNITY SERVICES DEPARTMENT
ROLLER HOCKEY/MULTIPURPOSE FACILITY OPERATOR
SCOPE OF WORK
The Operator's services will require a multi-disciplinary team to maintain, operate,
coordinate,and schedule public use for the Roller Hockey/Multipurpose Facility located on
the grounds of the Marco Forster Middle School located at 3 Via Positiva in the City of San
Juan Capistrano. The agreement between the Operator and the City will be a five-year
term; therefore, since this a relative longstanding partnership, it is imperative for the
Operator to precisely express through this RFP process Its uniquely qualified team that will
define policy, ability, experience, competency and accountability.
1. OPERATION OF FACILITY
A. Operator shall Incur all expenses associated with managing, operating and
maintaining the Roller Hockey/Multipurpose Facility at 3 Via Positiva as a public
facility for conducting adult and youth roller hockey-related activities to include
league play, practices, tournaments, clinics, and open sport recreational
programs.
B. Operator shall provide roller hockey-related activities to include league play,
practices, tournaments, clinics and open sport recreational programs for youth
and adults as agreed upon by Operator and City.
C. Operator shall maintain the Roller Hockey/Multipurpose Facility in a clean
and safe condition for the operation of athletic activities,including inspecting all
surface play to insure the safety of the court. Any deficiencies are to be
corrected by the Operator.
D. Provide for routine maintenance of the court and surrounding area at the
Operator's expense.
E. Operator shall submit monthly revenue reports showing monthly gross
receipts from the operation. Operator will submit monthly revenue payments to
the Community Services Department.
II. MAINTENANCE OF IMPROVEMENTS AND EQUIPMENT
A. Operator shall provide all maintenance (including major repair and
replacement) of all equipment and structures used In the operations of their
programs. City shall have the right to direct Operator to perform necessary '
repairs and maintenance to equipment and structures owned by the Operator or
by the City.The construction of temporary or permanent buildings on the area
797092.1
8
City of San Juan Capistrano
EXHIBIT"A" RFP for Roller Hockey/Multipurpose Facility Operator
Page 2
used for the Roller Hockey/Multipurpose Facility is subject to design review and
approval by City, CUSD and the Division of the State Architect.
B. Operator shall staff the Roller Hockey/Multipurpose Facility with trained and
competent staff on site to provide for one (1) official per game for league and
tournament activities and other additional personnel,including the site manager,
at all times when the Facility is in use by Operator.
C. Operator shall provide trained, competent staff to manage and operate the
facility in a professional and safe manner. Operator shall provide trained and
competent officials for the conducting of leagues, tournaments,and other sport
activities. Hockey officials shall wear a prescribed uniform,as mutually agreed,
while officiating hockey/other sport activities. Hockey officials shall also be
required to wear safety equipment to Include helmet, and eye protection and
shall sign a release form stating that they are aware of the possible hazards and
release City, CUSD and Operator of all liability,
D. At any time when the Roller Hockey/Multipurpose Facility Is in operation by
Operator,Operator shall provide for the site supervision during that time period.
This supervised coverage during non-school hours includes team practices.
E. Operator shall appoint a site manager under Its direction and control, who
shall devote the greater part of his/her time and attention to the operations
permitted on the facilities and shall promote, increase,and convenience to the
public. Such mangers shall have full authority for the operations under their
control. In employing of managers,Operator shall seek Individuals with previous
roller hockey experience.
F. " All personnel employed by Operator having supervisory or disciplinary
authority over minors shall pass a background check in compliance with
California Public Resources Code § 5164.
Ill. SCHEDULE OF OPERATIONS
A. Operator will have access to the facility for operations and will have the
authority to control, coordinate, and/or schedule all use of the Roller
HockeylMultipurpose Facility during non-school hours from 3:30 p.m. to 9:00
p.m. Monday through Thursday; Friday 3:30 p.m.to 9:30 p.m., and Saturday
through Sunday from 9:00 a.m.to 9:30 p.m.CUSD shall have the exclusive use
of the Roller Hockey/Multipurpose Facility during school hours scheduled
between 8:00 a.m. to 3:00 p.m. Scheduled use hours may be changed with
CUSD school schedules and a written approval by the City.
797493.1
9
City of San Juan Capistrano
EXHIBIT"A" RFP for Roller Hockey/Mullipurpose Facility Operator
Page 2
IV. CLEANLINESS OF THE AREA SURROUNDING THE ROLLER
HOCKEY/MULTIPURPOSE FACILITY AND PARKING LOT
A. Operator shall keep the area surrounding the Roller Hockey/Multipurpose
Facility In a clean and sanitary condition satisfactory to City/CUSD at all times:
No offensive or refuse matter, nor any substance constituting an unnecessary,
unreasonable,or unlawful fire hazard or material detrimental to the public health
shall be permitted or remain thereon, and Operator shall prevent any such
matter of material from being or accumulating in the area.The City shall provide
appropriate disposal, available at all times, to allow Operator to properly
maintain the surrounding area.
V. HEALTH AND SAFETY
A. Operator shall correct safety deficiencies and violations of safety practices
immediately and shall cooperate fully with the City/CUSD in the investigation of
accidents occurring at the Roller Hockey/Multipurpose Facility. In the event of
an injury to a patron or customer, Operator shall ensure that the injured person
receives prompt and qualified medical attention and shall summit an injury report
to the.City within fourteen (14) days. If Operator fails to correct hazardous
conditions which have led to or, in the opinion of the City, could lead to injury,
City may immediately suspend and/or terminate the Agreement.
VI. *PLAYER RELEASE FORMS
A. Operator shall not permit any individual to participate in any activity on the
Roller Hockey/Multipurpose Facility without first having completed a release
form.Such release forms shall be approved by the City of San Juan Capistrano
in advance.
797092.1
10
EXHIBIT"B"
The Community Services Department is requesting that the Operators base a competitive
budget proposal on a percentage of estimated revenue that will be garnered from the
operations of the Roller Hockey/Multipurpose Facility.
SCHEDULE OF FEES
REVENUE
PROGRAM ACTIVITY FEES HOURS fees x hours
Youth Leagues
Adult Leagues
Clinics
Games/Practices
Tournaments
Private Groups
Independent Groups
REVENUE
SCHEDULE OF EXPENSES
COST
RATE HOURS (rate x hours)
Maria ers
Staff
Equipment
Utilities electrics as, water
Maintenance
Other(Specify)
EXPENSES
TOTAL REVENUE- EXPENSES PERCENT TO AMOUNT TO PAY TO COMMUNITY
BE PAID SERVICES DEPARTMENT
797125.1
City of San Juan Capistrano
EXHIBIT"C" RFP for Roller Hockey/Multipurpose Facility Operator
Page 2
EXHIBIT "C"
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made,entered Into,and shall become AN CAPISTRAIive NO fl(herelnafter
is_day
of , 20'f OF SAN JUAN 2, by and between the CITY hereinafter referred to as the
referred to as the "CITY") and
"Operator").
RECITALS:
WHEREAS, CITY and the Capistrano Unified School District (CUSD) have
maintained a Joint Use Agreement for a Roller Hockey/Multipurpose Facility located at
Marco Forster Middle School, 3 Via Posltiva, in San Juan Capistrano;
WHEREAS, CUSD has use of the facility during school hours and CITY has in the
past contracted with an operator to conduct a roller hockey program on the Roller
Hockey/Multipurpose Facility during non-school hours; and
WHEREAS,CITY has issued a Request for Proposals for an operatorfor the Roller
Hockey/Multipurpose Facility; and
• WHEREAS, Operator is qualified by virtue of experience, training, education and
expertise to operate the facility and provide community recreational services pursuant to
the RFP Scope of Work.
NOW, THEREFORE, CITY and Operator mutually agree as follows:
Section 1. Scope of Work.
The scope of*work to be performed by the Operator shall consist of those tasks as
set forth in Exhibit"A,"attached and incorporated herein by reference. To the extent that
there are any conflicts between the provisions described in Exhibit"A"and those provisions
contained within this Agreement,the provisions in this Agreement shall control.
Section 2. Term.
This Agreement shall commence on the effective date and shall terminate,and all
services required hereunder shall be completed no later than
797121.1
12
City of San Juan Capistrano
EXHIBIT"C" RFP for Roller Hockey/Multipurpose Facility Operator
Page 2
Section 3. Compensation.
3.1 Amount.
Operator shall provide compensation for the privilege of using the Facilities a fee
consisting of
3.2 Method of Payment.
Operator shall submit monthly revenue and expenses reports and remit
payment to CITY for the amounts due under Section 3.1 above.
3.3 Records.
Operator shall maintain detailed records of gross receipts and expenses for the
purpose of allowing CITY to audit Operator's revenue streams.
Section 4. Independent Contractor.
It is agreed that Operator shall act and be an independent contractor and not an
agent or employee of CITY, and shall obtain no rights to any benefits which accrue to
CITY'S employees.
Section 5. Limitations Upon Subcontracting and Assignment.
The experience,knowledge,capability and reputation of Operator,its principals and
employees were a substantial inducement for CITY to enter Into this Agreement. Operator
shall not contract with any other entity to perform the services required without written
approval of the CITY. This Agreement may not-be assigned,voluntarily or by operation of
law,without the prior written approval of the CITY. If Operator is permitted to subcontract
any part of this Agreement by CITY,Operator shall be responsible to CITY for the acts and
omissions of its subcontractor as it is for persons directly employed. Nothing contained in
this Agreement shall create any contractual relationships between any subcontractor and
CITY. All persons engaged in the work will be considered employees of Operator. CITY
will deal directly with and will make all payments to Operator.
Section 6. Chances to Scope of Work.
For extra work not part of this Agreement, a written authorization from CITY is
required prior to Operator undertaking any extra work.
Section 7. Familiarity with Work and/or Construction Site.
By executing this Agreement, Operator warrants that: (1) it has investigated the
work to be performed;(2)if applicable, it has investigated the work site(s),and is aware of
797121.1
13
City of San Juan Capistrano
EXHIBIT"C" RFP for Roller Hockey/Idlultipurpose Facility Operator
Page 2
all conditions there; and (3)it understands the facilities, difficulties and restrictions of the
work to be performed under this Agreement. Should Operator discover any latent or
unknown conditions materially differing from those Inherent in the work or as represented
by CITY,it shall Immediately inform the CITY of this and shall not proceed with further work
under this Agreement until written instructions are received from the CITY.
Section 8. Time of Essence.
Time Is of the essence in the performance of this Agreement.
Section 9. Compliance with Law.
Operator shall comply with all applicable laws,ordinances,codes and regulations of
federal, state and local government.
Section 10. Conflicts of Interest.
Operator covenants that it presently has no interest and shall not acquire any
interest, direct or indirect, which would conflict in any manner or degree with the
performance of the services contemplated by this Agreement. No person having such
interest shall be employed by or associated with Operator.
Section 11. f Reservedl.
Section 12. fReservedl.
Section 13. Indemnity.
To the fullest extent permitted by law,Operator agrees to protect,defend,and hold
harmless the CITY and its elective or appointive boards,officers,agents, and employees
from any and all claims, liabilities, expenses, or damages of any nature, including
attorneys' fees, for injury or death of any person, or damages of any nature, Including
interference with use of property, arising out of, or in any way connected with the
negligence, recklessness and/or intentional wrongful conduct of Operator, Operator's
agents,officers,employees,subcontractors,or independent contractors hired by Operator
In the performance of the Agreement. The only exception to Operator's responsibility to
protect,defend,and hold harmless the CITY,is due to the negligence,recklessness and/or
wrongful conduct of CITY, or any of its elective or appointive boards, officers, agents, or
employees.
This hold harmless agreement shall apply to all liability regardless of whether any
insurance policies are applicable. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by Operator.
787121.1
14
City of San Juan Capistrano
EXHIBIT"C° RFP for Roller Hockey/Multipurpose Facility Operator
Page 2
Section 14. Insurance.
On or before beginning any of the services or work called for by any term of this
Agreement,Operator,at Its own cost and expense,shall carry,maintain for the duration of
the agreement, and provide proof thereof that is acceptable to the CITY, the insurance
specified below with insurers and under forms of insurance satisfactory in all respects to
the CITY. Operator shall not allow any subcontractor to commence work on any
subcontract until all insurance required of the Operator has also been obtained for the
subcontractor. Insurance required herein shall be provided by Admitted Insurers in good
standing with the State of California and having a minimum Best's Guide Rating of A-Class
VII or better.
14.1 Comprehensive General Liability.
Throughout the term of this Agreement, Operator shall maintain in full force
and effect Comprehensive General Liability coverage in an amount not less than three
million dollars per occurrence ($3,000,000.00), combined single limit coverage for risks
associated with the work contemplated by this agreement. If a Commercial General
Liability Insurance form or other form with a general aggregate limit is used, either the
general aggregate limit shall apply separately to the work to be performed under this
agreement or the general aggregate limit shall be at least twice the required occurrence
limit.
14.2 Comprehensive Automobile Liability.
Throughout the term of this Agreement, Operator shall maintain in full force
and effect Comprehensive Automobile Liability coverage, including owned, hired and
non-owned vehicles in an amount not less than one million dollars per occurrence
($1,000,000.00).
14.3 Worker's Compensation.
If Operator intends to employ employees to perform services under this
Agreement, Operator shall obtain and maintain, during the term of this Agreement,
Worker's Compensation Employer's Liability Insurance in the statutory amount as required
by state law.
14.4 Proof of Insurance Requirements/Endorsement.
Prior to beginning any work under this Agreement,Operator shall submit the
Insurance certificates,including the deductible or self-retention amount,and an additional
insured endorsement naming CiTY and CUSD, its officers, employees, agents, and
volunteers as additional insureds as respects each of the following: Liability arising out of
activities performed by or on behalf of Operator,including the insured's general supervision
797121.1
1s
City of San Juan Capistrano
EXHIBIT"C" RFP for Roller Hockey/MUllipurpose Facility Operator
Page 2
of Operator. The coverage shall contain no special limitations on the scope of protection
afforded CITY and CUSD, its officers, employees, agents, or volunteers.
14.5 [Reserved]
14.6 Notice of Cancellation/Termination of Insurance.
The above policy/policies shall not terminate,nor shall they be cancelled,nor
the coverages reduced, until after thirty(30)days'written notice is given to CITY, except
that ten (10) days' notice shall be given if there is a cancellation due to failure to pay a
premium.
Section 15. Termination.
CITY shall have the right to terminate this Agreement without cause by giving thirty
(30) days'advance written notice of termination to Operator.
In addition, this Agreement may be terminated by any party for cause by providing
ten (10)days' notice to the other party of a material breach of contract. If the other party
does not cure the breach of contract, then the agreement may be terminated subsequent
to the ten (10)day cure period.
Section 16. Notice.
All notices shall be personally delivered or mailed to the below listed addresses,or
to such other addresses as may be designated by written notice. These addresses shall
be used for delivery of service of process:
To CITY: City of San Juan Capistrano
25925 Camino del Avion
San Juan Capistrano, CA 92675
Attn: Cynthia Alexander
To Operator:
Section 17. Attorneys' Fees.
If any action at law or in equity is necessary to enforce or interpret the terms of this
Agreement, the prevailing party shall be entitled to reasonable attomeys'fees, costs and
necessary disbursements in addition to any other relief to which he may be entitled.
797121.1
16
City of San Juan Capistrano
EXHIBIT"C" RFP for Roller Hockey/Muitipurpose Facility Operator
Page 2
Section 18. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
Interpretation of this Agreement,the dispute shall be resolved by binding arbitration under
the auspices of the Judicial Arbitration and Mediation Service ("JAMS").
Section 19. Entire Agreement.
This Agreement constitutes the entire understanding and agreement between the
parties and supersedes all previous negotiations between them pertaining to the subject
matter thereof.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
CITY OF SAN JUAN CAPISTRANO
By:
KAREN P. BRUST, City Manager
OPERATOR
By:
ATTEST:
Maria Morris, City Clerk
APPROVED AS TO FORM:
Omar Sandoval, City Attorney
797121.1
17
SITE LICENSE AND USE AGREEMENT
THIS AGREEMENT is made, entered into, and shall become effective this 5t'
day of June, 2012, by and between the CITY OF SAN JUAN CAPISTRANO (hereinafter
referred to as the "City") and MICHAEL SCHWARTZ (hereinafter referred to as the
"Contractor").
RECITALS:
WHEREAS, in 2011 the City entered into a Joint Facility Use Agreement with the
Capistrano Unified School District (CUSD) for the the°`of the Roller Hockey/Multi
Purpose Facility located at 3 Via Positiva, in the City of.San Juan Capistrano, County of
Orange, State of California (hereinafter referred,11` a the "Facility"). The Facility is
located within the grounds of Marco Forster Middle School:and is depicted on Exhibit
WHEREAS, City desires to make: 'the Facilities available.,to Contractor to
refurbish, operate, and maintain the Facility as'provided for in this Agreement; and
WHEREAS, Contractor is qualified by virtue of experience, training, education
and expertise to accomplish the seniaes.'rrequired under,this Agreement.
NOW, THEREFORE, City andContractormutually agree as follows:
Section 1 .cope of 1N,ork.
The scope of work;to beerformed b''the Contractor shall consist of those tasks
as set forth in:exhibit "B," attacle�d hereto and ,incorporated herein by this reference. To
the extent #hat`there are any conflicts between;the provisions described in Exhibit "B"
and those provisions.containW,.-within this Agreement, the provisions in this Agreement
shall control.
Section 2. Grant of Licensb/Site Plan.
City hereby ;:grants to `-Contractor a license granting Contractor the right to
refurbish, operate, and ,maintain the Facility subject to the conditions set forth in this
Agreement.
Section 3. Refurbishing of the Facility.
3.1. The refurbishing of the Facility shall be performed in strict accordance with
the design attached as Exhibit "C."
3.2. Contractor shall coordinate with CUSD and City during the refurbishing
phase so as to avoid an interruption in planned CUSD functions at Marco Forster Middle
School.
i
ATTACHMENT 10
3.3. Contractor shall provide a schedule of planned refurbishing activity which
shall be reviewed and approved by City prior to the commencement of the work.
3.4. Contractor shall be solely responsible for providing all utilities to the
Facilities.
Section 4. The Facility Programs Implementation and Review.
4.1. When the Facility becomes operational, Contractor shall develop and
provide to the public a program which involves competitive roller hockey leagues for
youth and adults, as well as clinics, tournaments and public and private rentals for
communityuse which may include birthday ,„;.` ,,5',
( y ' y parties,�corporate events, and other social
gatherings).
4.2. The program shall be submitted -to`City in writing for approval prior to its
implementation.
4.3. The program shall be period icaily,reviewed,,at City's discretion to ensure
that the program is not causing an undue nulto,Ge, including but not.-410rpited to, noise
impacts, excessive parking demands;or other public health and safety issues.
4.4. In the event that City`deterrnrwes at its discretion that health and safety
problems do exist, Contractor agrees to.make reasonable.changes as needed pursuant
to City's direction.
Section 5 :Tierm.
The term of this Agraemetit' shall be fi e,(5) years and shall expire on June 30,
2017 Cgntr'artdr si ,all have the riglit''to exercise'an option to renew the Agreement for
an additional two � ) years bygving wrift
en. notice of renewal to City not later than
JanuatM., 2017.
Section 6. License Fee.
6.1 Amount City shall receive a license fee from Contractor for the
privilege of operating the Faaifity in the amount of$250 per month, plus 2% of the gross
revenue for all activities:conducted on the Facilities.
6.2 Method of Payment. Contractor shall remit payment to City within
thirty (30) days of the fifth day each month. Contractor shall provide financial
documentation of all revenues for the monthly period with the payment remittance.
6.3. All costs for services provided under this Agreement shall be
incurred by Contractor with no financial obligation or reimbursement of costs from the
City or the CUSD.
2
Section 7. CUSD Exclusive Access to Facility Durina School Hours.
Notwithstanding the rights granted to Contractor under this Agreement, the
parties agree that the CUSD shall have the right to control, coordinate, and/or schedule
all use the Facility during regular school hours pursuant to the Joint Facility Use
Agreement, as more specifically defined in Section 8 below. Contractor hereby
acknowledges receipt of a copy of the 2011 Joint Use Agreement. City, Contractor and
CUSD shall mutually work together to coordinate use of the Facilities by CUSD and
Contractor.
Section 8. Operation and Maintenance of F6611 ities.
8.1 Operation of Facilities.
Contractor shall be responsible ,for the supervision and management of
the Facilities pursuant to this Agreement ".contractor shall perform all operations in a
competent manner, consistent with the standards of the industry`ar d.in accordance with
all applicable Federal, State and local regulations, including the City's Municipal Code.
Contractor shall obtain, at its sole cost and eXpense, all governmental permits and
authorizations of whatever nature -;required by any governmental agencies having
jurisdiction over Contractor's use of`tWFacilities.
8.2 Hours of Operation.
The hours of operation are ..within'''the hours of 4:00 p.m. to 9:30 p.m.,
Monday through Friday, 8:00 6 TnL to 9 30 pail: on Saturdays, and 9:00 a.m. to 9:30 p.m.
on Sundays, and subject to the hours for'•which the CUSD has exclusive use of the
Facilities. .
8.3 'Exclusive-:-lse by S61 l District.
The CUSD shall have exclusive use of the Facilities during normal school
hours for Marco Forster Middle School, from 8:00 a.m. to 3:30 p.m., Monday through
Friday, for each ,day that schijol is in session, including the lunch hour. CUSD may
extend the scope 'df ischool 'l-ours by as much as 30 minutes before the start time of
classes or after the end time-of classes, or both, in order to allow sufficient time for
students to arrive at or leave the School before Contractor commences its use of the
Facilities.
8.4 Condition of Facilities.
Contractor accepts the Facility in its present condition, "as is", upon
execution of this Agreement. City makes no warranty of the suitability of the Facility for
Contractor's operations or other use of the Facility by Contractor and expressly
disclaims any warranty or representation with regard to the condition, safety, security or
suitability for Contractor's intended use of the Facility. The duly authorized
3
representative of City may enter upon the Facility and all structures and buildings
thereon, or any portion thereof, at any time, and from time to time.
8.5 Maintenance of Facility.
Contractor shall maintain, at Contractor's expense, the Facilities, including
all existing structures and all equipment owned and furnished by Contractor, in a
reasonable state of repair and working order. Contractor agrees, at Contractor's
expense, to keep the Facilities clean of trash, debris and rubbish; and to keep fences,
and borders of the Premises in good condition and reps_t all times, reasonable wear
and tear excepted.
8.6 Liens.
Contractor will fully and promptly;pay for all materials joined or affixed to
the Facilities under the authority or direction.-of Contractor, and fully and promptly pay all
persons who perform labor upon the Facilities. Contractor shall opt allow or permit to
be filed or enforced against the Facilities, ,or any. part thereof, :any mechanics',
materialmen's, contractors', or subcontractors' IWns or estop notices atitIng from, or any
claim for damage growing out of; any testing, invest►OW6, maintenance or construction
work, or out of any other claim or"d e'rriand of any kind ..-Contractor shall pay or cause to
be paid all such liens, claims or demands, ancludmg==sums due with respect to stop
notices, together with attorney's fees incurred-by the City'or CUSD with respect thereto,
within ten (10) business days:after notice thereof sand shall indemnify, hold harmless
and defend the City and CUS.D from all .obligations-and,.claims made against City or
CUSD for the above described_:viork, including attorney's"'fees. Contractor shall furnish
evidence of payment upori request of the City. Contractor may contest any lien, claim
or demand,byfurnishmg a, statutory lien bond car equivalent with respect to stop notices
to the Cify, �ii compliance riaifh applicable Colifornia law. If Contractor does not
n�r},
discharge any mechanics liens:or stop notice for works performed for Contractor, the
f
City shall'�have the right to;discharge same (including by paying the claimant), and the
Contractor shall reimburse the City for the cost of such discharge within ten (10)
business days after billing. The provisions of this subsection shall survive the
f
termination othis:Agreement.
8.7 Thi d,.Pay Liability.
The Contractor shall be responsible and liable for all acts and omissions of
all of Contractor's contractors, agents, employees, representatives and any other
person or party entering upon the Facilities under the authority or color of this
Agreement.
8.8 Surrender Upon Termination.
The Contractor shall, at the termination of this Agreement, vacate the
Facilities in as good condition as they are in at the time of entry thereon by the
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Contractor, and shall leave the Facilities free and clear of all rubbish and debris.
8.9 Taxes.
Pursuant to Revenue & Taxation Code §107.7, should a property interest
be created herein, it may be subject to property taxation and the Contractor may be
subject to property taxes levied on such interest. In no event shall the City or CUSD be
liable for any taxes owed as a result of this Agreement or the Contractor's use of the
Facilities.
8.10 No Relocation Benefits.
This Agreement is not intended to convey a:property interest but to permit
the Contractor to use the Facilities as provided-for herein."Contractor acknowledges the
rights granted by State and/or Federal Relocation Assistance.:Laws and regulations and,
notwithstanding any other provision of this.Agreement, expressly.waives all such past,
present and future rights, if any, to which,:the Contractor might :otherwise be entitled
from the City or CUSD with regard to this Agreement and the operations on the
Facilities. Contractor shall not be entitled to relocetio .assistance, relocation benefits,
or compensation for loss of goodwOjk upon the termination of this Agreement.
Section 9. Time of Essence.
Time is of the essence in the performance of this Agreement.
Section 10 Default.
�,01 If C6 tractbr defeuits in the payment of the license fee due to the
City, or ai `e'ddition'a,I applicable paymentsor dofaults in the performance of any of the
otherI'Dritractor
ranants or'soliditions hereofCity may give Contractor notice of such default
and f does not cure any such default within three (3) days, or such other
time period:as specified in'the noticeof default, after the giving of such notice, then City
may terminaite this Agreement on not less than ten (10) days' notice to Contractor. On
the date specified in such ;notice the term of this Agreement shall terminate, and
Contractor shall then;quit and,surrender the Facility to City, but Contractor shall remain
liable as hereinafter provided `°If this Agreement shall have been so terminated by City,
City may at any time thesofter resume possession of the Facility by any lawful means
and remove Contractor or' other occupants and their effects.
10.2. If the Contractor breaches any covenant or condition of this
Agreement, the City may, on reasonable notice to the Contractor (except that no notice
need be given in case of emergency), cure such breach at the expense of the
Contractor. The reasonable amount of all expenses, including attorney's fees, incurred
by the City in so doing shall be deemed additional fees payable on demand.
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Section 11. Termination Due to Bankruptcy or Insolvency.
In the event proceedings in bankruptcy are commenced by the Contractor, or the
Contractor is found to be in a state of insolvency, then in such event, the City shall have
the right to terminate this Agreement and all further rights and obligations thereunder,
by ten (10) days' notice in writing to Contractor, in which event, on the expiration of the
ten (10) days from mailing of the notice, this Agreement shall automatically terminate.
Section 12. Termination for Convenience.
This Agreement may be terminated for any rea$ons by the City following thirty
(30) days written notice. City incurs no liability Whatsoever for termination of this
Agreement at any time.
Section 13. No Assionments.
Contractor may not assign, sublet or,,otherwise transfer #s, interest under this
Agreement without the prior written consent'bf the City. Any atterrjpted assignment,
sublet or transfer made in violation of this provision shall be null and vbid..
Section 14. Independenf_Contcactor.
It is agreed that Contractor shall act and be an independent contractor and not
an agent or employee of City.
Section 15."Umitat1Ions:iUoon Subc6ntractin6:
The -experience, knowI6dge;- capability' and reputation of Contractor were a
substantial 'induceriient for City to enter;.into,:this Agreement. Contractor shall not
contract;with any other;entity to,perform the'services required without written approval
of the City, If Contractor:is permitted to subcontract any part of this Agreement by City,
Contractor+shall be responsible to City,for the acts and omissions of its subcontractor as
it is for persons directly employed. '`'Nothing contained in this Agreement shall create
any contractuaii relationships between any subcontractor and City. All persons engaged
in the work will 66',6o, nsidered,+employees of Contractor.
Section 16. IWainte'nance Cost Records.
Contractor shall maintain all books, documents, papers, employee time facility
sheet, accounting records, and other evidence pertaining to fees and revenues
generated in the operations of the Facility by Contractor, and shall make such records
and materials available at its offices for inspection by City on a monthly basis for the
purpose of allowing City to audit the Contractor's revenue stream, at all reasonable
times during the term of this Agreement and for three (3) years from the date of final
payment under this Agreement. Contractor shall furnish copies of all such materials to
City upon request.
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Section 17. Indemnity.
To the fullest extent permitted by law, Contractor agrees to protect, defend, and
hold harmless the City and its elective or appointive boards, officers, agents, and
employees from any and all claims, liabilities, expenses, or damages of any nature,
including attorneys' fees, for injury or death of any person, or damages of any nature,
including interference with use of property, arising out of, or in any way connected with
the negligence, recklessness and/or intentional wrongful conduct of Contractor,
Contractor's agents, officers, employees, subcontractors, or independent contractors
hired by Contractor in the performance of the Agreement. The only exception to
Contractor's responsibility to protect, defend, and hold.harmless the City, is due to the
negligence, recklessness and/or wrongful conduct;of'bity, or any of its elective or
appointive boards, officers, agents, or employees.
This hold harmless agreement shall apple to all liability regardless of whether any
insurance policies are applicable. The policy.-limits do not adf,as a limitation upon the
amount of indemnification to be provided by:Contractor.
Section 18. Insurance. ;
On or before beginning any'of=the,work called'for by any term of this Agreement
or use of the Facilities, Contractor, at.its own cost andexpense, shall carry, maintain for
the duration of the Agreement, and provide proof thereof that is acceptable to the City,
the insurance specified.bslow with insurers and.mnder forms-of insurance satisfactory in
all respects to the City. -Contractor shall not allow any subcontractor to commence work
on any subcontract-6i til all insurance required of the Contractor has also been obtained
for the subcontractor::,-,Insurance;:required herein shall be provided by Insurers in good
standing with,the State`of Californla and having a minimum Best's Guide Rating of A-
Class VI I or'better,
18.1 Cdthprehensiive General Liability.
Throughout theterm of this Agreement, Contractor shall maintain in full
force and effect,eomprehensive General Liability coverage in an amount not less than
three million dolt 1(s--per occurrence ($3,000,000.00), combined single limit coverage for
risks associated with` the -work contemplated by this agreement. If a Commercial
General Liability Insurance form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be performed
under this agreement or the general aggregate limit shall be at least twice the required
occurrence limit.
18.2 Comprehensive Automobile Liability.
Throughout the term of this Agreement, Contractor shall maintain in full
force and effect Comprehensive Automobile Liability coverage, including owned, hired
and non-owned vehicles in an amount not less than one million dollars per occurrence
($1,000,000.00).
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18.3 Workers' Compensation.
If Contractor intends to employ employees to perform services under this
Agreement, Contractor shall obtain and maintain, during the term of this Agreement,
Worker's Compensation Employer's Liability Insurance in the statutory amount as
required by state law.
18.4 Proof of Insurance Requirements/Endorsement.
Prior to beginning any work under this Agreiement or use of the Facilities,
Contractor shall submit the insurance certificatesa`=including the deductible or self-
retention amount, and an additional insured endprs!einent naming City and CUSD, their
officers, employees, agents, and volunteers as, additional insured as respects each of
the following: Liability arising out of activities"r 14formed by,or;on behalf of Contractor,
including the insured's general supervisiift of Contractor; products and completed
operations of Contractor premises owed, occupied or used.;by Contractor; or
automobiles owned, leased, hired, or borrowed by Contractor. ?he coverage shall
contain no special limitations on the scope of p'rbtection„afforded City41hd CUSD, their
officers, employees, agents, or vplunteers.
18.5 Notice of Can cilatiotti'fTerminafron,of Insurance.
The above policy/policies shall nat-terminate, nor shall they be cancelled,
nor the coverage's;r$duced; until after thirty (30) days'--written notice is given to City,
except that ten (10):days' notice shall be given if there is a cancellation due to failure to
pay a premium.
Section9 --:Notices.
Any,notice requlred,to be;given underthisAgreement shall be in writing and shall
be deemed to have been' duly giver?,and received if and when personally served, or
forty-eightX40)) hours after being deposited in the United States mail, first class, postage
prepaid, addressed to the inierded party at:
To City: pity of San Juan Capistrano
25926 Camino del Avion
San Juan Capistrano, CA 92675
Attn: Cynthia Alexander
To Contractor: Michael Schwartz
31831 Peppertree Bend
San Juan Capistrano, CA 92675
Section 20. Attorneys' Fees.
If any action at law or in equity is necessary to enforce or interpret the terms of
8
this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs
and necessary disbursements in addition to any other relief to which he may be entitled.
Section 21. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
interpretation of this Agreement, the dispute shall be resolved by binding arbitration
under the auspices of the Judicial Arbitration and Mediation Service ("JAMS").
Section 22. Entire Agreement.
This Agreement constitutes the entire understandr'g and agreement between the
parties and supersedes all previous negotiations b,," een them pertaining to the subject
matter thereof.
Section 23. Miscellaneous.
a. This Agreement may' be,.. modified, only by written instrument
executed by both parties hereto.
b. Any failure by the City to insist-upon a strict performance by the
Contractor of any of the terms and provisions hereof shall not be deemed to be a waiver
of any of the terms and provisions hereof.
d. This Agreement shal['be governed:.by the construed in accordance
with the laws of they to of Cafifornia.
e. The, parties executing this Agreement warrant that they have
authority., bind the;,,r..espedtive parties thereto ,
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
CITY OF SAN JUAN CAPISTRANO
By:
LARRY KRAMER, Mayor
CONTRACTOR
By:
MICHAEL SCHWARTZ
ATTEST:
Maria Morris, City Clerk
APPROVED AS TO FORM:
Omar Sandoval, City Attorney
10
THE CITY OF
r� SAN JUAN CAPISTRANO
f'
N
Marco Forster Middle School
Roller HockeylMultipurpose Facility
r gyp' 3 Via Positive
• San Juan Capistrano, CA 92675
r
a
LOCATION
v �
i
-� '�" '•� 0 3000 6000 9000 Feet
Attachment 11