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25-117.00SpokaneIndiansYouthBaseballRecreationalServicesAgreementContract No. 25-117.00 AGREEMENT FOR RECREATIONAL SERVICES Spokane Indians Youth Baseball THIS AGREEMENT is made. by and between the City of Spokane Valley, a code City of the State of Washington, hereinafter "City" and Spokane Indians Youth Baseball, hereinafter "Contractor," jointly referred to as "Parties" IN CONSIDERATION of the terms and conditions contained herein, the Parties agree as follows: 1. Work to Be Performed. Contractor shall provide all labor, services, and material to satisfactorily complete the Scope of Services, attached as Exhibit A. A. Administration. The City Manager or designee shall administer and be the primary contact for Contractor. Prior to commencement of work, Contractor shall contact the City Manager or designee to review the Scope of Services, schedule, and date of completion. Upon notice from the City Manager or designee, Contractor shall commence work, perform the requested tasks in the Scope of Services, stop work, and promptly cure any failure in performance under this Agreement. B. Representations. City has relied upon the qualifications of Contractor in entering into this Agreement. By execution of this Agreement, Contractor represents it possesses the ability, skill, and resources necessary to perform the work and is familiar with all current laws, rules, and regulations which reasonably relate to the Scope of Services. No substitutions of agreed -upon personnel shall be made without the prior written consent of City. Contractor represents that the compensation as stated in paragraph 3 is adequate and sufficient for the timely provision of all professional services required to complete the Scope of Services under this Agreement. Contractor shall be responsible for the technical accuracy of its services and documents resulting therefrom, and City shall not be responsible for discovering deficiencies therein. Contractor shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in City -furnished information. C. Standard of Care. Contractor shall exercise the degree of skill and diligence normally employed by professional contractors engaged in the same profession and performing the same or similar services at the time such services are performed. D. Modifications. City may modify this Agreement and order changes in the work whenever necessary or advisable. Contractor shall accept modifications when ordered in writing by the City Manager or designee, so long as the additional work is within the scope of Contractor's area of practice. Compensation for such modifications or changes shall be as mutually agreed between the Parties. Contractor shall make such revisions in the work as are necessary to correct errors or omissions appearing therein when required to do so by City without additional compensation. 2. Term of Contract. This Agreement shall be in full force and effect upon execution and shall remain in effect until completion of all contractual requirements have been met as determined by City. Contractor shall complete its work by December 31, 2025, unless the time for performance is extended in writing by the Parties. Agreement for Recreational Services Page 1 of 10 Contract No. 25-117.00 Either Party may terminate this Agreement for material breach after providing the other Party with at least 10 days' prior notice and an opportunity to cure the breach. City may, in addition, terminate this Agreement for any reason by 10 days' written notice to Contractor. In the event of termination without breach, City shall pay Contractor for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation. Rental Fees for City of Spokane Valley Baseball/Softball Fields are identified below: Rental Option Total Cost Third -Party Rental Contractor Field Usage Apportionment Apportionment Contractor City Contractor City Portion Portion Portion Portion Prepped Field Use $41 minimum $40 $1 $0 $41 two-hour rental $15 each $0 $15/hour $0 $15/hour additional hour . Non -Prepped $10 per hour $5/hour $5/hour $0 $10/hour Field Use Day/Tournament $90 per day $65 $25 $0 $90/day Use (6 hours or more) includes initial prep Additional Prep $40 per field $40 $0 N/A N/A Fee A. The Contractor shall retain the Contractor Portion of the third -party rental fees collected for reservations as listed in the above table as compensation for services provided in this Agreement. B. In addition, the City shall reimburse the Contractor for those eligible expenses listed in Exhibit A subsection A(1), including but not limited to maintenance, improvements, repairs, and installation of equipment or other goods, not including labor. Payment for such costs shall be in accordance with Section 4(B) of this Agreement. Eligible expenses do not include work rendered by the unpaid volunteers in the course of said improvements, maintenance, and installation, which have been donated by Contractor, a nonprofit youth athletic association, pursuant to RCW 35.21.278. The City and Contractor recognize that the consideration received by the public entity through such work is estimated to be approximately two times the value of the expenses reimbursed by Agreement for Recreational Services Page 2 of 10 Contract No. 25-117.00 the City. In no event shall the amount of expenses reimbursed by the City through reconciliation or actual payment be greater than $15,000 to the Contractor. The contractor shall not perform any extra, further, or additional services for which it will request additional compensation from City without a prior written agreement for such services and payment therefore. 4. Payment. A. For compensation described in Section 3(A) above the Contractor shall retain the Contractor Portion collected for reservations at the time of collection. B. Reconciliation of payment according to Section 3(B). Payment for costs listed in Section 3(B) above shall be made in accordance with this Section 4(B) of the Agreement. By November 1, 2025, Contractor and City shall meet to review (i) Contractor's eligible expenses for materials, equipment and other goods for which the Contractor seeks reimbursement, (ii) the City Portion of the third -party rental fees, and (iii) City Portion of the Contractor's usage of the fields per the chart in Section 3. The City retains sole discretion and final decision authority in determining the City's Portion of the rental fees, the value of the Contractor's usage of the fields, and the eligible expenses. The City shall communicate its decision on eligible expenses, the City's Portion of the third -party rental fees, and the City's Portion of the Contractor's usage of the fields to the Contractor by November 15, 2025. If the amount of Contractor's eligible expenses for materials, equipment and other goods is less than the sum of (i) the City Portion of the third -party rental fees and (ii) the City Portion of the Contractor's usage of the fields, then the Contractor shall, by December 15, 2025, remit to the City the difference in the amount. If the amount of eligible expenses is greater than the sum of (i) the City Portion of the third -party rental fees and (ii) the City's Portion of the Contractor's usage of the fields, then the City shall, by December 15, 2025, pay the Contractor the difference. City reserves the right to withhold payment under this Agreement for that portion of the work (if any) which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Scope of Services, City standards, City Code, and federal or state standards. 5. Notice. Notices other than applications for payment shall be given in writing as follows: TO THE CITY: Name: Marci Patterson, City Clerk Phone: (509) 720-5000 Address: 10210 East Sprague Avenue Spokane Valley, WA 99206 TO THE CONTRACTOR: Name: Spokane Indians Youth Baseball Phone: 509-321-1999 Address: 800 N Hamilton, Suite 201 Spokane, WA 99202 6. Applicable Laws and Standards. The Parties, in the performance of this Agreement, agree to comply with all applicable federal, state, and local laws and regulations. Contractor states that its designs, construction documents, and services shall conform to all federal, state, and local statutes and regulations. 7. Relationship of the Parties. It is understood and agreed that Contractor shall be an independent contractor and not the agent or employee of City, that City is interested in only the results to be achieved, Agreement for Recreational Services Page 3 of 10 Contract No. 25-117.00 and that the right to control the particular manner, method, and means in which the services are performed is solely within the discretion of Contractor. Any and all employees who provide services to City under this Agreement shall be deemed employees solely of Contractor. The Contractor shall be solely responsible for the conduct and actions of all its employees under this Agreement and any liability that may attach thereto. 8. Ownership of Documents. All drawings, plans, specifications, and other related documents prepared by Contractor under this Agreement are and shall be the property of City, and may be subject to disclosure pursuant to chapter 42.56 RCW or other applicable public record laws. The written, graphic, mapped, photographic, or visual documents prepared by Contractor under this Agreement shall, unless otherwise provided, be deemed the property of City. City shall be permitted to retain these documents, including reproducible camera-ready originals of reports, reproduction quality mylars of maps, and copies in the form of computer files, for the City's use. City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, in whole or in part, any reports, data, drawings, images, or other material prepared under this Agreement, provided that Contractor shall have no liability for the use of Contractor's work product outside of the scope of its intended purpose. 9. Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of Contractor's records with respect to all matters covered in this Agreement. Such representatives shall be permitted to audit, examine, make excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, and record of matters covered by this Agreement for a period of three years from the date final payment is made hereunder. 10. Insurance. Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by Contractor, its agents, representatives, employees, or subcontractors. A. Minimum Scope of Insurance. Contractor shall obtain insurance of the types described below: 1. Automobile liability insurance covering all owned, non -owned, hired, and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. 2. Commercial general liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop -gap independent contractors and personal injury, and advertising injury. City shall be named as an additional insured under Contractor's commercial general liability insurance policy with respect to the work performed for the City using an additional insured endorsement at least as broad as ISO CG 20 26. 3. Workers' compensation coverage as required by the industrial insurance laws of the State of Washington. B. Minimum Amounts of Insurance. Contractor shall maintain the following insurance limits: 1. Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of no less than $1,000,000 per accident. If Contractor will not use its vehicles in the performance of this Agreement, automobile liability insurance is only required to meet Washington statutory minimum requirements. Agreement for Recreational Services Page 4 of 10 Contract No. 25-117.00 2. Commercial general liability insurance shall be written with limits no less than $2,000,000 for each occurrence, and $2,000,000 for general aggregate. C. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions for automobile liability and commercial general liability insurance: 1. Contractor's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by City shall be in excess of Contractor's insurance and shall not contribute with it. 2. Contractor shall fax or send electronically in .pdf format a copy of insurer's cancellation notice within two business days of receipt by Contractor. 3. If Contractor maintains higher insurance limits than the minimums shown above, City shall be insured for the full available limits of commercial general and excess or umbrella liability maintained by Contractor, irrespective of whether such limits maintained by are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by Contractor. 4. Failure on the part of Contractor to maintain the insurance as required shall constitute a material breach of the Agreement, upon which the City may, after giving at least five business days' notice to Contractor to correct the breach, immediately terminate the Agreement, or at its sole discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to City on demand, or at the sole discretion of the City, offset against funds due Contractor from the City. D. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Contractor shall furnish acceptable insurance certificates to the City Clerk at the time Contractor returns the signed Agreement, which shall be Exhibit D. The certificate shall specify all of the parties who are additional insureds, and shall include applicable policy endorsements, and the deduction or retention level. Insuring companies or entities are subject to City acceptance. If requested, complete copies of insurance policies shall be provided to City. Contractor shall be financially responsible for all pertinent deductibles, self -insured retentions, and/or self-insurance. 11. Indemnification and Hold Harmless. Contractor shall, at its sole expense, defend, indemnify, and hold harmless City and its officers, agents, and employees, from any and all claims, actions, suits, liability, loss, costs, attorney's fees, costs of litigation, expenses, injuries, and damages of any nature whatsoever relating to or arising out of the wrongful or negligent acts, errors, or omissions in the services provided by Contractor, Contractor's agents, subcontractors, subcontractors, and employees to the fullest extent permitted by law, subject only to the limitations provided below. Agreement for Recreational Services Page 5 of 10 Contract No. 25-117.00 Contractor's duty to defend, indemnify, and hold City harmless shall not apply to liability for damages arising out of such services caused by or resulting from the sole negligence of City or City's agents or employees. Contractor's duty to defend, indemnify, and hold City harmless against liability for damages arising out of such services caused by the concurrent negligence of (a) City or City's agents or employees, and (b) Contractor, Contractor's agents, subcontractors, subconsultants, and employees, shall apply only to the extent of the negligence of Contractor, Contractor's agents, subcontractors, subconsultants, and employees. Contractor's duty to defend, indemnify, and hold City harmless shall include, as to all claims, demands, losses, and liability to which it applies, City's personnel -related costs, reasonable attorneys' fees, and the reasonable value of any services rendered by the office of the City Attorney, outside consultant costs, court costs, fees for collection, and all other claim -related expenses. Contractor specifically and expressly waives any immunity that may be granted it under the Washington State Industrial Insurance Act, Title 51 RCW. These indemnification obligations shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable to or for any third party under workers' compensation acts, disability benefit acts, or other employee benefits acts. Provided, Contractor's waiver of immunity under this provision extends only to claims against Contractor by City, and does not include, or extend to, any claims by Contractor's employees directly against Contractor. Contractor hereby certifies that this indemnification provision was mutually negotiated. 12. Waiver. No officer, employee, agent, or other individual acting on behalf of either Party has the power, right, or authority to waive any of the conditions or provisions of this Agreement. A waiver in one instance shall not be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded in this Agreement or by law shall be taken and construed as cumulative and in addition to every other remedy provided herein or by law. Failure of either Party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other Party of any provision hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any part thereof. 13. Assignment and Delegation. Neither Party shall assign, transfer, or delegate any or all of the responsibilities of this Agreement or the benefits received hereunder without prior written consent of the other Party. 14. Subcontracts. Except as otherwise provided herein, Contractor shall not enter into subcontracts for any of the work contemplated under this Agreement without obtaining prior written approval of City. 15. Confidentiality. Contractor may, from time -to -time, receive information which is deemed by City to be confidential. Contractor shall not disclose such information without the prior express written consent of City or upon order of a court of competent jurisdiction. 16. Criminal Background Check. Contractor shall perform background screening on all employees and volunteers who will have direct contact or involvement with children or vulnerable adults in the performance of this Agreement, including reference checking and national criminal history screening consistent with the Child and Adult Abuse Information Act. Agreement for Recreational Services Page 6 of 10 Contract No. 25-117.00 17. Jurisdiction and Venue. This Agreement is entered into in Spokane County, Washington. Disputes between City and Contractor shall be resolved in the Superior Court of the State of Washington in Spokane County. Notwithstanding the foregoing, Contractor agrees that it may, at City's request, be joined as a party in any arbitration proceeding between City and any third party that includes a claim or claims that arise out of, or that are related to Contractor's services under this Agreement. Contractor further agrees that the Arbitrator(s)' decision therein shall be final and binding on Contractor and that judgment may be entered upon it in any court having jurisdiction thereof. 18. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out of this Agreement shall be entitled to its attorney's fees and costs of such litigation or arbitration (including expert witness fees). 19. Entire Agreement. This written Agreement constitutes the entire and complete agreement between the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed, modified, or altered except in writing signed by the Parties hereto. 20. Anti -kickback. No officer or employee of City, having the power or duty to perform an official act or action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited, accepted, or granted a present or future gift, favor, service, or other thing of value from any person with an interest in this Agreement. 21. Business Registration. Contractor shall register with the City as a business prior to commencement of work under this Agreement if it has not already done so. 22. Assurance of Compliance with Applicable Federal Law. During the performance of this Agreement, the Contractor, for itself, its assignees, and successors in interest agrees as follows: A. Compliance with Regulations. Contractor shall comply with the federal laws set forth in subsection G, below ("Pertinent Non -Discrimination Authorities") relative to non-discrimination in federally -assisted programs as adopted or amended from time -to -time, which are herein incorporated by reference and made a part of this Agreement. B. Non-discrimination. Contractor, with regard to the work performed by it during this Agreement, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. Contractor shall not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. C. Solicitations for Subcontracts Including Procurements of Materials and Equipment. In all solicitations, either by competitive bidding, or negotiation made by Contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier shall be notified by Contractor of Contractor's obligations under this Agreement and the Acts and the Regulations relative to non-discrimination on the grounds of race, color, or national origin. D. Information and Reports. Contractor shall provide all information and reports required by the Acts, the regulations, and directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the City Agreement for Recreational Services Page 7 of 10 Contract No. 25-117.00 or the WSDOT to be pertinent to ascertain compliance with such Acts, regulations, and instructions. Where any information required of Contractor is in the exclusive possession of another who fails or refuses to furnish the information, Contractor shall so certify to the City or the WSDOT, as appropriate, and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance. In the event of a Contractor's noncompliance with the non-discrimination provisions of this Agreement, the City will impose such contract sanctions as it or the WSDOT may determine to be appropriate, including, but not limited to: 1. Withholding payments to Contractor under the Agreement until Contractor complies; and/or 2. Cancelling, terminating, or suspending the Agreement, in whole or in part. F. Incorporation of Provisions. Contractor shall include the provisions of Section 22 of this Agreement in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, regulations and directives issued pursuant thereto. Contractor shall take action with respect to any subcontract or procurement as the City or the WSDOT may direct as a means of enforcing such provisions, including sanctions for noncompliance. Provided, that if Contractor becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such direction, Contractor may request that the City enter into any litigation to protect the interests of the City. In addition, Contractor may request the United States to enter into the litigation to protect the interests of the United States. G. Pertinent Non -Discrimination Authorities: During the performance of this Agreement, the Contractor agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21; and 49 Part 26; The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. §4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal -aid programs and projects); Federal -Aid Highway Act of 1973, (23 U.S.C. §324 et seq.), (prohibits discrimination on the basis of sex); Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. §794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; The Age Discrimination Act of 1975, as amended, (42 U.S.C. §6101 et seq.), (prohibits discrimination on the basis of age); Airport and Airway Improvement Act of 1982, (49 U.S.C. §471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); Agreement for Recreational Services Page 8 of 10 Contract No. 25-117.00 The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal - aid recipients, sub -recipients and contractors, whether such programs or activities are Federally funded or not); Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131- 12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. §47123) (prohibits discrimination on the basis of race, color, national origin, and sex); Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations, which ensures Non-discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); and Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. § 1681 et seq.). 23. Severability. If any section, sentence, clause, or phrase of this Agreement should be held to be invalid for any reason by a court of competent jurisdiction, such invalidity shall not affect the validity of any other section, sentence, clause, or phrase of this Agreement. 24. Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Services B. Hold Harmless Agreement Template C. Third Party User Hold Harmless Template D. Insurance Certificates t'1q The Parties have executed this Agreement this16 day of /9vgv17 , 20zs. CITY OF SPOKANE VALLEY An Hohman, City Manager Contractor: -- a� j By: Agreement for Recreational Services Page 9 of 10 Contract No. 25-117.00 Its: Authorized Representative APPROVED AS TO ORM: Office off City Agreement for Recreational Services Page 10 of 10 Exhibit A Scope of Services Spokane Indians Youth Baseball (SIYB) operates youth baseball and softball programs throughout the Spokane region, serving participants from the Cities of Spokane, Spokane Valley, Liberty Lake, Millwood, Airway Heights, Cheney, Spokane County, and beyond. In exchange for providing the services outlined below, SIYB will have priority use of Spokane Valley's baseball/softball fields for their programs with a focus on youth athletics. In addition to scheduling fields for SIYB programs, SIYB will also manage scheduling of other leagues, practices, and private field rentals. The fees charged for prepped field use have been established in the Spokane Valley Fee Schedule. SIYB shall also collect fees for fields reserved without prep. SIYB shall in all cases remit to the City the City Portion of the fees in accordance with the Agreement. Through this Agreement SIYB will work collaboratively with the City to improve the quality, condition, and utilization of Spokane Valley's baseball/softball fields. There are three ball fields in the Spokane Valley Park System located at Edgecliff Park, Terrace View Park, and Valley Mission Park. At all times during this Agreement, the fields shall remain open and accessible to park users except during scheduled reserved use. Scheduled reservations allow other park users to be excluded from fields at those times. A. The Contractor, Spokane Indians Youth Baseball (SIYB), shall: 1) Conduct an annual pre -season field assessment for all three Spokane Valley fields. Based on this assessment, SIYB and the City shall coordinate to complete needed pre -season and in -season improvements, maintenance, repairs, and installation. This could include but is not limited to purchasing new bases, pitching mounds, pitching rubbers, laser level grading, adding significant field materials, installing outfield safety fencing, enhancing backstops, player benches, spectator bleachers, field maintenance outside of normal field prep services provided herein, etc. 2) Prepare fields for each Prepped Field Use Reservation, and Day/Tournament Use Reservation. Normal field preparation includes, but is not limited to dragging the infield, adjusting the bases and mounds for the appropriate level of play, chalking the batters boxes, foul lines, and base coach boxes, etc. SIYB shall ensure that all fields are in reasonably safe, playable condition before every reservation. 3) Provide bases, portable mounds, plugs to enable bases to be set at different lengths, and other such equipment for all ball fields in Spokane Valley for the duration of the Agreement. 4) Schedule and manage field assignments at Edgecliff, Terrace View and Valley Mission Park, including scheduling for all camps, leagues, exhibitions, and tournaments, as well as other uses by local groups such as weekly practices and private rentals. Scheduling and use shall be subject to the requirements in C through N below. 5) Collect all fees for use of Spokane Valley fields on behalf of the City, subject to the requirements set forth in K and L below. The Contractor shall be required to account for and remit the City Portion of any field reservations made by the Contractor and its associated leagues. 6) Promote youth baseball and maximize field utilization by striving to fill available field times through active marketing and outreach to other user groups. B. The City shall provide information promoting SIYB programs, and the field rentals, in all City of Spokane Valley Parks & Recreation materials that regularly contain other recreational service opportunities. C. The Contractor and the City agree that baseball/softball fields at City parks are for the enjoyment of all, but reservations and field assignments for youth baseball/softball shall be prioritized. If a potential user indicates an intended use that is more compatible with different park facilities, the Contractor shall direct the user to the City. The Spokane Valley fields shall be used for sports activities, scheduled by the Contractor, and for no other purposes without the prior written consent of the Parks and Recreation Department. The Contractor shall have the primary use of the fields for the purposes described herein, provided that the fields shall be open to other general or specific uses or activities on all or a portion of fields during those times that all or a portion of the fields are not scheduled for use by the Contractor. Both parties agree that while the fields are under the Contractor's management, neither party shall permit any use thereof which would interfere with the use by the other party for recreational purposes. D. Contractor shall provide the Parks and Recreation Department by May 31, 2025 the then -current schedule of reserved events, tournaments, league play, and training events at Spokane Valley fields for the current upcoming season. Contractor shall keep schedules updated weekly during the season and as requested by the City. City will review the master list of assignments for compliance and shall timely notify the Contractor in writing of any objections it has or of any proposed City events for the Contractor to incorporate into the schedule. The City retains the right to modify any field assignment or scheduling at its sole discretion at any time. Such right includes but is not limited to allowing the City to require removal of any entity or person from the schedule that is under investigation or has been found to be in violation of any applicable local, state or federal rules, laws, or regulations. E. The Contractor shall not use the fields for any illegal purposes. F. The Contractor shall comply with all applicable laws and regulations relating to its use of the fields. H. In addition to the insurance and indemnity provisions contained in the Agreement, all SIYB participants 18 years -old and older, and those parents or guardians of youth participants under 18 years -old shall sign a hold harmless agreement in the form presented in Exhibit C attached to this Agreement. This may be updated by the City as needed. Contractor shall obtain and keep on file all "hold harmless" agreements prior to allowing SIYB participants to volunteer at or use any Spokane Valley field. 1. The Contractor shall require prospective third -party users to provide insurance for any activities they engage in during the use of Spokane Valley fields. Alternatively, the Contractor may provide insurance for users, or assist users in obtaining insurance through the City's risk pool by directing the user to the City's Park and Recreation Department. All insurance provided by prospective third -party users shall be in the amounts, type, and form as required pursuant to section 10 of this Agreement, which includes but is not limited to naming the City as an additional insured under the third party's commercial general liability insurance policy. Registration of third -party users shall also include a fully executed hold harmless agreement as provided for in Exhibit D, which shall be retained by SIYB, together with the approved insurance documents, and available to the City upon request. J. The Contractor shall provide a listing of personnel and their responsibilities for the baseball/softball program to the Parks and Recreation Director by June 1, 2025. K. The City may approve changes to the field rental fees. Rental rates are attached as Exhibit B. 2 L. Contractor shall be responsible for rental of Spokane Valley baseball fields. The Parties agree that Contractor shall collect fees for any rented field in the amounts listed in Exhibit B. Any rental shall take priority over any other use. Contractor shall collect fees on behalf of the City from the users and secure, and account for such fees to include the City Portion. The Contractor shall send a monthly report to the City that accounts for the City Portion of the fees for every reservation. M. The use of third -party merchandise vendors or food and beverage vendors is not permitted unless written approval from the City has been obtained. The user is responsible to obtain such approval at least 72 hours prior to the start of the event. Contractor shall provide notice to the user of such requirement. N. The Contractor is required to provide an annual report to the Director of Parks and Recreation Director by November 1, 2025 detailing the number of teams, games, tournaments, practices, revenue, and expenses for the season being concluded, as well as user data such as information related to hotel/motel stays or other tourism benefits related to organized use of the fields for tournaments. To obtain such user data, the Contractor shall request user -groups to ask users to complete a basic survey to identify if they are from outside of the Spokane region, and if so, if they are staying in a Spokane Valley hotel and how many nights they are staying. 3 Exhibit B Third Party Renter Hold Harmless Agreement By signing below, I, j � :- C )2/-_declare that I am an authorized representative of _3 (hereinafter the "User") and in such capacity am authorized to contract on behalf of and bind such User to the following provisions: User shall, at its sole expense, defend, indemnify, and hold harmless City and its officers, agents, and employees, from any and all claims, actions, suits, liability, loss, costs, attorney's fees, costs of litigation, expenses, injuries, and damages of any nature whatsoever relating to or arising out of User's use of the rented park facility, or from any activity, work or thing done, permitted, or suffered by User in or about the rented park facility, except only such injury or damage as shall have been occasioned by the sole negligence of the City. User is fully aware of the health risks and hazards connected with the activity for which it is renting the facility, and hereby agrees to comply with all applicable safety regulations and codes of conduct of which is incorporated herein by reference, provide all necessary safety equipment for participants, and be solely responsible for the safety of the participants involved in the use of the rented park facility. User understands and agrees that User is responsible for all third parties brought to the facilities by User and its participants, and further agrees to abide by and enforce applicable park regulations pursuant to chapter 6.05 SVMC, which is incorporated herein by reference. Failure to abide by or enforce the provisions herein may be grounds for expulsion from the facilities and other applicable penalties as provided by law. Signed this 31 day of .L Signature r ar . i Name &Xrk-- Title L��-Oej) 711-7c' Ph&ae Numb Exhibit C SIYB Participant Hold Harmless I, the undersigned adult, on behalf of myself and/or as parent or guardian on behalf of my dependent(s) assume all risks and hazards reasonably related to my or my dependent's use of the City of Spokane Valley's park facilities in any way arising out of or in connection with my and/or my dependent's participation in the Spokane Indian Youth Baseball (SIYB) program including any volunteering. Further, I do hereby release and hold harmless the City of Spokane Valley, its elected and appointed officials, employees, agents, and volunteers from any and all claims, injuries, damages, losses or suits, including attorney fees and expert fees, arising out of or in connection with my and/or my dependent's participation in the SIYB program, and my or my dependent's use of the City of Spokane Valley park facilities or volunteering for the SIYB program. I acknowledge that I have familiarized myself with the description of the activities, understanding the hazards and my own and/or my dependent's personal limitations, and knowingly assume all risks. In the event of a medical emergency, I authorize transportation to the nearest appropriate medical facility, and authorize emergency medical care if no one listed on this form can be reached. In the absence of a signature, payment of fees and participation in the program shall constitute acceptance of the conditions set forth in this release. I grant full permission to use any photographs, videotapes, motion pictures, recordings or any other record of this program for any City of Spokane Valley informational or promotional use. Dated this 3Jday of , 2025 f � j Signature Printed Name ,a►co CERTIFICATE OF LIABILITY INSURANCE ° 0` 7/ 0 sue' PRODUCER THIS CERTIFICATION IS ISSUED AS A MATTER OF INFORMATION Thomas E Mestmaker & Assoc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE License #01544996 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1675 Chester Ave, Ste. 400 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Bakersfield, CA 93301 INSURERS AFFORDING COVERAGE NAIC # INSURED The Shield Sports, Special Events and Entertainment RPG Inc INSURER A: Fortegra Specialty Insurance Company 16823 INSURER B: AXIS Insurance Company 37273 Spokane Indian Youth Baseball 800 N. Hamilton Suite 201 INSURER a Spokane, CA 99202 INSURERD: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSIR ADD'1 INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MM/DD POLICY EXPIRATION DATE MM/DD/YY LIMITS GENERAL LIABILITY EACHOCCURRENCE $ 1,000,000 COMMERCIAL GENERAL LIABILITY VPA AUr 1V KtIV1tV YR - SES (E& occurrence) 000,000 X CLAIMS MADE D OCCUR Includes Athletic Participants KSG400000 1 -00 01/01/2025 01/01/2026 MED EXP (Spectator Only) $ 10,000 PERSONAL & ADV INJURY s1,000,000 GENERAL AGGREGATE $ 2,000,000 CERT-PYGL 10182-00 PRODUCTS. COMP/OP AGG $ 2,000,000 GENL AGGREGATE LIMIT APPLIES PER, SEXUAL ABUSE $ ]00/300 rrcv- POLICY JEc-r Loc AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LDaIIT (Ea accident) $ BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY accident (Per ) $ HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO $ AUTO ONLY: AGG EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ AGGREGATE $ OCCUR ❑ CLAIMS MADE $ DEDUCTIBLE $ RETENTIONWC WORKERS COMPENSATION AND TORYTLIMITS ER $ EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ OFFICER/MEMBER EXCLUDED? If yes, describe under E.L. DISEASE - P011CY LIMIT $ SPECIAL PROVISIONS below A Accident Medical SRPOAGI-P000099 01/01/2025 01/01/2026 Limit -$100,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Additional hlsured status provided on the General Liability policy as required by written contract. I.GK 1 ll' ll.A r C IIVLLGK l.Hl\�.r.LLN 11V1\ SHOULD ANY OF THE ABOV&DESCRIBEDPOLICIES BE CANCELLED BEFORE THE EXPIRATION DATE Spokane Valley Parks and Recreation THEREOF, THE ISSUINGINSURER WILL ENDEAVOR TO MAIL DAYS WRITTEN 2426 N. Discovery Place NOTICE TO THE CERTIFICATE HOLDER NAMED TOTHE LEFT, BUT FAILURE TODOSOSHALL Spokane Valley, WA 99216 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE %CORD 25 (2001/08) 0 ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08)