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AG 13-126RETURN TO: 3 EXT: a ���� CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PRCS / R�LG.,� 2. ORIGINATING STAFF PERSON: ���ew►o�n�S EXT: ����"r 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE�: ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ� ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ' ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG � REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT �E.G. BOND RELATED DOCUMENTS� ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACTAMENDMENT �AG#�: ❑ INTERLACAL � OTHER l.4v�LP SS in r► S savGG tneer+� v 5. PROJECT NAME: Pe.��{p a.t� �� K d a v nc R W�t B'� �� L� � a� 6. NAMEOFCONTRACTOR: �nrr�pr Qe.j���,pit LLC ADDRESS: 143 y3 l� 5� AV� N E. TELEPHONE: 7 06 -:L06 - bS $ D E-MAIL: � Ic�g�r c,r,,,,,. _e,y� y��} Fpx; SIGNATURENAME: Ea1l �G�6C�( TTTLE: ���r�Er 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUII2EMENTS/CERTIFICATE �ALL OTI-IER REFERENCED EXHIBTTS �jQ, PROOF OF AUTHORTTY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE # �3 IOL.I I 3 BL, EXP. 12/31/� UBI #iWJ�N �cS�S , EXP. �/ ,�/� H. TERM: COMMENCEMENT DATE: 7� 1� I°S COMPLETION DATE: �'�'i°rt ��� i�� 9. TOTAL COMPENSATION: $� R (INCLUDE EXPENSES AND SALES TAX, IF ANY� (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TiTLES AND HOLIDAY RATES� REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ PAID BY: o CONTRACTOR ❑ C1TY ❑ PURCHASING: PLEASE CHARGE TO: v L� 11�� O Y ne..i S C\� U lO. DOCUMENT / CONTRACT REVIEW INTI'IAL / DATE REVIEWED INTTIAL / DATE APPROVED �ROJECT MANAGER �'j ❑ SUPERVISOR � DmEC�rox .� � �— ❑ RISK MANAGEMENT (IF APPLICABLE) � LAW DEPT �� • � �, 7� 11. COUNCIL APPROVAL (IF APPLICABLE� COMMIT"TEE APPROVAL DATE: 12. CONTRACT SIGNATURE ItOUTING � ❑ SENT TO VENDOR/CONTRACTOR DATE SENT:__J'r I�,.,� J� ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBTTS �Lnw DErr ❑ SIGNATORY (MAYOR OR DIRECTOR� ,�Crrx CLEtuc �' ,�i ASSIG1dED AG # � SIGNED COPY RETURNED ❑ R�1xN OrrE OtuGnv.e,t, Co�rrrs: . IN IAL / DATE SIGNED �e •I '13 ,--°� — �) . AG# DATE SENT: �p •I�Z'( � e COUNCIL APPROVAL DATE: DATE REC'D: 11/9 ` CITY OF �.... Federal Way CONCESSIONAIRE AGREEMENT FOR PAINTBALL VENDOR AT RED, WHITE & BLUES FESTIVAL CITY HALL 33325 8th Avenue South Federat Way, WA 98003-6325 {253) 835-7000 www cityoflederaM�y. com This Concessionaire Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Road Warrior Paintball, LLC., a Washington limited liability corporation ("Contractor"). The City and Contractor (together "Parties") are located and do business at the below addresses which shall be valid for any notice required under this Agreement: ROAD WARRIOR PAINTBALL, LLC: John Edward Kiser 1843 115�' Avenue NE Bellevue, WA 98004 206-406-0880 (telephone) ekiser@comcast.net The Parties agree as follows: CITY OF FEDERAL WAY: Gina Shaw 876 South 333� Street Federal Way, WA 98003-6325 253-835-6924 (telephone) 253-835-6939 (facsimile) eina.shawn,citvoffederalwav.com 1. TERM. The term of this Agreement sha11 commence upon the effective date of this Agreement, which shall be the date of mutual execution, and shall continue until the completion of the Services, but in any event no later than July 5�', 2014 ("T�")• 2. woxx. 2.1 Work. The Contractor sha11 provide goods, materials or services and otherwise perform the work more specifically described in Exhibit "A", attached hereto and incorporated by this reference ("Work"), performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. 2.2 Warranties. The Contractor warrants that it has the requisite training, skill, and experience necessary to provide the Work and is appropriately accredited and licensed by a11 applicable agencies and governmental entities, including but not limited to obtaining a City of Federal Way business registration. The Contractor warrants it will provide services in a manner consistent with the accepted practices for other similar services within the Puget Sound region in effect at the time those services are performed. The Contractor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and Contractor's representations to City. The Contractor shall, at its sole cost and expense, correct all Work performed which the City deems to have defects in workmanship and material discovered within one (1) year after the City's final acceptance of the Work. This Agreement is subject to all warranty provisions established under the Uniform Coxnxnercial Code, Title 62A RCW. In the event any part of the goods are repaired, only original replacement parts shall be used; rebuilt or used parts are not acceptable. When defects are corrected, the warrauty for that portion of the work shall extend for one (1) year from the date such correction is completed and accepted by the City. The Contractor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Contractor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Contractor shall pay all costs incurred by the City in order to accomplish the correction. 2.3 Time, Documentation, and Inspection. Work shall begin immediately upon the effective date of this Agreement. Work sha11 be subject, at all times, to observation and inspection by and with approval of the City, but the making (or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility for performance of the CONCESSIONAIRE AGREEMENT - 1 - 4/2011 � CITY OF '�..., Federal CITY HALL ��33325 8th Avenue South Y Federal Way, WA 98003-6325 (253) 835-7000 www.cityoSederalwsy. com Work in accordance with this Agreement, notwithstanding the City's knowledge of defective or non-complying performance, its substantiality or the ease of its discovery. 2.4 Clean Up. At any time ordered by the City and immediately after completion of the Work, the Contractar shall, at its own expense, clean up and remove all refuse and unused materials of any kind resulting from the Work. In the event the Contractor fails to perform the necessary clean up, the City may, but in no event is it obligated to, perform the necessary clean up and the costs thereof shall be imxnediately paid by the Contractor to the City and/or the City may deduct its costs from any remaining payments due to the Contractor. 3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. The City may terminate this Agreement ixnxnediately if the Contractor fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12 and such may result in ineligibility for further City agreements. 4. COMPENSATION. 4.1 Flat Rate Pavment. The Contractor agrees to pay the City a flat rate of TWO HLTNDRED FIFTY and NO/100 dollars ($250.00) on an annual basis for the duration of this Agreement. 4.2 Method of Pavment. The Contractor sha11 make the first payment to the City no later than July l st, 2013. The second payment shall be made no later than July 1 St, 2014. 4.3 Taxes. The Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 5. INDEMNIFICATION. 5.1 Contractor Indemnification. The Contractor agrees to release indemnify, defend, and hold the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and a11 claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgxnents, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives, arising from, resulting from, or in connection with this Agreement or the performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. Contractor shall ensure that each sub-contractor shall agree to defend and indemnify the City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the same terms and conditions as the Contractor pursuant to this paragraph. The City's inspection or acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. 5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any irnmunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts, disability benefit acts or any other benefits acts or prograxns. The Parties further acknowledge that they have mutually negotiated this waiver. 5.3 Citv Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its officers, directors, shareholders, partners, employees, agents, representatives, and sub- contractors harmless from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any and all persons or entities, CONCESSIONAIRE AGREEMENT - 2 - 4/2011 � CITY OF ,;�� Federal CITY HA�L W�33325 8th Avenue South Y Federal Way, WA 98003-6325 (253) 835-7000 www. crtyaotfede�elwey. com including without limitation, their respective agents, licensees, or representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of the City. 5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement with respect to any event occurring prior to such expiration or termination. 6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with the perFormance of the services or work by the Contractor, their agents, representatives, employees or subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as follows: 6.1. Minimum Limits. The Contractor agrees to cazry as a minimum; the following insurance, in such forms and with such carriers who have a rating that is satisfactory to the City: a. Commercial general liability insurance covering liability arising from premises, operations, independent contractors, products-completed operations, stop gap liability, personal injury, bodily injury, death, property damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $1,000,000 for each' occurrence and $1,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; c. Automobile liability insurance covering a11 owned, non-owned, hired and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washi.ngton State law per accident for bodily injury, including personal injury or death, and property damage. 6.2. No Limit of Liabilitv. Contractor's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Contractor's insurance coverage shall be primary insurance as respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 6.3. Additional Insured, Verification. The City shall be named as additional insured on all commercial general liability insurance policies. Concurrent with the execution of this Agreement, Contractor sha11 provide certificates of insurance for all commercial general liability policies attached hereto as Exhibit "B" and incorporated by this reference. At City's request, Contractor sha11 furnish the City with copies of all insurance policies and with evidence of payment of premiums or fees of such policies. If Contractor's insurance policies are "claims made," Contractor shall be required to maintain tail coverage for a minimum period of three (3) years from the date this Agreement is actually terminated or upon project completion and acceptance by the City. 6.4 Survival. The provisions of this Section sha11 survive the expiration or termination of this Agreement. 7. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this Agreement sha11 be considered confidential subject to applicable laws. Breach of confidentiality by the Contractor may be grounds for ixnmediate termination. All records submitted by the City to the Contractor will be safeguarded by the Contractor. The Contractor will fully cooperate with the City in identifying, assembling, and providing records in case of any public records disclosure request. 8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs, design specifications, records, files, computer disks, magnetic media or material which may be produced or modified by Contractor while performing the Work sha11 belong to the City upon delivery. The Contractor shall make such data, documents, and files available to the City and shall deliver all needed or contracted for work product upon the City's request. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining in the possession of Contractor sha11 be delivered to the City. 9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which sufficiently and properly reflect all direct and indirect costs related to the performance of the Work and maintain such accounting procedures CONCESSIONAIRE AGREEMENT - 3 - 4/2011 ` GITY OF ,;. � Federal Way CITY HALL S 33325 8th Avenue South Federat Way, WA 98003-6325 (253) 835-7000 w�vw. atyof/edershvey com and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable tixnes, to inspection, review or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement. 10. INDEPENDENT CONTRACTOR / EMPLOYEE CONDITIONS. 10.1 Independence. The Parties intend that the Contractor shall be an independent contractor and that the Contractor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Contractor sick leave, vacation pay or any other benefit of employment, nor to pay any social security, income, or other tax which may arise as an incident of employment, except as specifically provided in Section 4. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an employment contract. If the Contractor is a sole proprietorship or if this Agreement is with an individual, the Contractor agrees to notify the City and complete any required form if the Contractor retired under a State of Washington retirement system and agrees to indemnify any losses the City may sustain through the Contractor's failure to do so. 10.2 Safe . Contractor sha11 take a11 necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors at the work site and in the performance of the contract work and sha11 utilize all protection necessary for that purpose. Contractor sha11 comply with all applicable provisions of federal, state and municipal safety and health laws and codes, including without limitation, all OSHA/WISHA requirements, Safety and Health Standards for Construction Work (Chapter 296-155 WAC), General Safety and Health Standards (Chapter 296-24 WAC), and General Occupational Health Standards (Chapter 296-62 WAC). Contractor sha11 erect and properly maintain, at all tixnes, all necessary guazds, barricades, signals and other safeguards at all unsafe places at or near the site for the protection of its employees and the public, safe passageways at all road crossings, crosswalks, street intersections, post danger signs warning against known orunusual hazards and do all other things necessary to prevent accident or loss of any kind. Gontractor shall protect from damage all water, sewer, gas, steam or other pipes or conduits, and all hydrants and all other property that is likely to become displaced or damaged by the performance of the Work. The Contractor shall, at its own expense, secure and maintain a safe storage place for its materials and equipment and is solely responsible for the same 10.3 Risk of Work. All work shall be done at Contractor's own risk, and Contractor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an employment contract. Even though Contractor is an independent contractor, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion 11. CONFLICT OF INTEREST. It is recognized that Contractor may or will be perforrrung pmfessional services during the Term for other parties; however, such performance of other services shall not conflict with or interfere with Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest in favor of the City. Contractor confirms that Contractor does not have a business interest or a close family relationship with any City officer or employee who was, is, or will be involved in the Contractor's selection, negotiation, drafting, signing, administration, or evaluating the Contractor's performance. 12. EOUAL OPPORTLJNITY EMPLOYER. In all services, programs, activities, hiring, and exnployment made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Contractor or its subcontractors of any level, or any of those entities' employees, agents, subcontractors, or representatives against any person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin, marital status, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and employment. This requirement shall apply to, but not be limited to, the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Contractor shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil CONCESSIONAIRE AGREEMENT - 4 - 4/2011 � CITY OF ;�� Federal CITY HALL ��33325 8th Avenue South Y Federal Way, WA 98003-6325 (253) 835-7000 www. c�tyolfederaM�y. com Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973, 49 CFR Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation regarding non-discrimination. 13. GENERAL PROVISIONS. 13.1 Interpretation and Modification. This Agreement, together with any attached E�ibits, contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any E�chibits to this Agreement conflict with any language in this Agreement, the terms of this Agreement sha11 prevail. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way affect or invalidate any other provision hereof and such other provisions shall remain in full force and effect. Any act done by either Party prior to the effective date of the Agreement that is consistent with the authority of the Agreement and compliant with the terms of the Agreement, is hereby ratified as having been performed under the Agreement. No provision of this Agreement, including this pmvision, may be amended, waived, or modified except by written agreement signed by duly authorized representatives of the Parties. 13.2 Assignment and Beneficiaries. Neither the Contractor nor the City shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Party. If the non- assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment sha11 be made without additional written consent. Subject to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein. 133 Compliance with Laws. The Contractor shall comply with and perform the Services in accordance with all applicable federal, state, local, and city laws including, without limitation, a11 City codes, ordinances, resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation or performance of this Agreement, this Agreement may be rendered null and void, at the City's option. 13.4 Enforcement. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the Contractor's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available to the City at law, in equity or by statute. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of the City to declare any breach or default imxnediately upon occurrence shall not waive such breach or default. Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another breach or default. This Agreement sha11 be made in, governed by, and interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative process. If the King County Superior Court does not have jurisdiction over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such courts are an inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, however nothing in this paragraph shall be construed to CONCESSIONAIRE AGREEMENT - 5 - 4/2011 � CITY OF ;�� Federal G'FY HALL way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www c�tyofli�deraha�y. com limit the Parties' rights to indemnification under Section 5 of this Agreement. 13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof it sha11 only be necessary to produce one such counterpart. The signature and acknowledgment pages from such counterparts may be assembled together to form a single instnunent comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] CONCESSIONAIRE AGREEMENT - 6 - 4/2011 � GTY OF ;�� Federal CITY HALL ��� 33325 8th Avenue South Federal Way, WA 98003-8325 (263) $35-7000 www. aryoffederehaay. com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY Skip Priest, ayor DATE: � � �, ��� ROAD W. : PAINTBALL, LLC. ,��.-�— ��(7�l� � I ��,� Title: � � � � � DATE: � � ` ' C� ATTEST: e City Clerk, Carol McNei y, CMC APPROVED AS TO FORM: � City Atto y, Patricia A Richardson STATE OF WASHINGTON ) I/, ) ss. COUNTY OF K-l� n� On this day personally appeared before me ��� T"�� to me known to be the a(A j yj�,Q,Y' of (i���' j.�r ,// ./a G� that executed ��he foregoing instrument, and acknowledged the said instrument to be the free an voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my �tarii�'and of$'�ial seal this � day of , � - , ��Totary's signature � , , , �� �Totary's printed name �' 2Q� � � � � l�fotary Pub� in and for the State of � ashington. o -�J -/� My commission expires �' � ���%6 � . ad R; � . , ..�n4yw'��w . CONCESSIONAIRE AGREEMENT - 7 - 4/2011 � tirr aF ;�� Federal CITY HALL W�� 33325 Sth Avenue South Federal Way, WA 98003-8325 (2S3) 835-7000 www. cityoolliederahvay. cnm EXHIBIT "A" CONCESSIONAIRE SERVICES 1. Contractor shall provide concession services at concession stands ("Concession Stands") located at the below listed pazks"), in a manner consistent with the accepted practices for other similar services, performed to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her designee. a. b. Concessions services shall include: The Contractor will provide a paintball booth at the Red, White, and Blues Festival. The booth will offer moving targets for patrons to shoot at. The Contractor agrees to provide appropriate staffing to supervise usage, operate equipment, and handle all moneys at this event. All equipment will be inspected by the Contractor for safety before, during, and after operating hours at the event. The City agrees to supply adequate electrical power for equipment during the hours of operation as well as 2:OOpm — 4:OOpm if set up is needed. Locations: Celebration Park 1095 South 324�' Street Federal Way, WA 98003 c. Hours of Operation. T'he Concession Stands shall remain open during the hours of operation set forth in Exhibit "A", unless the City notifies the Contractor of other hours of operation, and such hours of operation shall be posted in a conspicuous place on the Concession Stands. Dates of operation will be the day of July 4�', 2013 and July 4�', 2014. The hours of operations will start no earlier than 4:OOpm and terminate no later than 10:00pm. d. Equipment list: Trailer with moving targets Paintball guns and ammunition All accessories needed to operate equipment at the location (i.e. extension cords) All protective equipment required to ensure the safety of participants and spectators c. Pricing. All pricing of any food, beverage or other product as set forth in Exhibit "A" must be competitive and must be approved in writing by the City. Contractor may not change any pricing without the City's prior written consent, which consent may be withheld for any reason. $4.00 per 20 rounds of paintball ammunition $5.00 per 30 rounds of paintball ammunition CONCESSIONAIRE AGREEMENT - 8 - 4/2011 CITY OF Federal CITY HALL W�� 33325 8th Avtnuo South Foderal Wey, WA 98003-8325 (233) 895-7t?00 www c�ty�o/laderahvay. com 2. Products. All food, beverage or other products offered for sale by Contractor to the public shall be approved in writing by the City prior to distribution or sale of any such products. Contractor shall comply with any reasonable requests made by the City to either add or eliminate certain types of food, beverage or other products. 3. Customer Service. Contractor and all of its employees, agents, or representatives shall provide the highest quality of customer service and shall treat all customers with courtesy and respect. Contractor shall honor all reasonable requests for refunds including requests from customers that are dissatisfied with any food, beverage or other product sold by Contractor or from customers who have lost money in any vending machine owned by Contractor. 4. Employee Appearance. All of Contractor's employees, agents, representatives or licensees sha11 have a neat, clean and sanitary personal appearance and those who come in direct contact with the public shall wear clothing or identification, which distinguishes them as employees of Contractor. 5. Employee Training. Contractor shall provide a training program for its employees, agents, or representatives for the development of the skills and techniques necessary to perform its obligations under this Agreement including but not limited to promoting customer service, produce and service presentation, cleanliness, positive attitude and promoting the City Parks and Recreation Department's philosophy and policy. 6. Staffing. The Concession Stands shall be properly staffed in order to prevent undue delay to the public. Contractor shall plan its staffing in advance and anticipate to the best of its ability any events, such as holiciays or special events, which may require additional staffing. In the event the City determines in its sole discretion that Contractor is not adequately staffing the Concession Stands, it may notify Contractor of that fact and Contractor shall immediately increase its staffing to meet the City's recommendation. 7. Concession Equipment. a. Delivery. Contractor agrees to deliver and/or install, on the dates of operation, at its sole cost and expense, the concession facilities, machines and equipment described below. ("Concession Equipment"). b. Alterations. Contractor shall not make any alterations, additions or improvements to the Concession Stands or to the Concession Equipment without the City's prior written consent, which consent may be withheld for any reason. In the event the City consents to the making of any alterations, additions or improvements to the Concession Stands and/or Concession Equipment, the same shall be made at Contractor's sole cost and expense, and in the event such alterations, additions or improvements are made to a structure, building or other improvement attached to the real property, the same will become a part of the real property and be surrendered to the City upon the termination of this Agreement. The City has no obiigation to alter, remodel, improve, repair, decorate or paint the Concession Stands. c Removal. i. (Celebration Park): On or before (July 5�`, 2013 and July 5�', 2014), or in the event the City notifies Contractor that it desires the removal of the Concession Equipment at any time, Contractor shall, at its sole cost and expense, remove the Concession Equipment and repair any damage to the real property caused by such removal within the time period prescribed by the City. CONCESSIONAIRE AGREEMENT - 9 - 4/2011 CITY OF ������' CITY HALL ��� 33328 8th Av�nut South Fed�rel W�ay, WA 98003-8328 (2S3) 835-7000 www. crtyo�er�hNay, com d. Maintenance. Contractor shall, at its sole cost and expense, maintain the Concession Stands and Concession Equipment and the surrounding real property in good condition and repair, including, but not limited to, maintaining the Concession Stands in a neat, clean and sanitary condition and removing all garbage, trash or other debris on a regular basis pursuant to the City's instructions. e. Damage to Concession Stands. If the Concession Stands or any part thereof are damaged by any cause other than the sole negligence of the City, its employees or agents, Contractor shall, at its sole cost and expense, restore the Concession Stands to a condition equivalent to or better than their condition immediately prior to such damage. f. City Reimbursement. In the event Contractor fails to remove the Concession Equipment, maintain the Concession Stands or Equipment, or repair the Concession Stands, the City may, but in no event is the City obligated to, remove the Concession Equipment or perform the maintenance or repair and the Contractor shall, upon demand, immediately pay the City the costs and expenses of such removal, maintenance or repair. In the event Contractor fails to comply with the terms of this paragraph, the City may confiscate the Concession Equipment or any part thereof and sell the same, the proceeds of which sale will be credited against any costs or expenses incurred by the City. The sale of the Concession Equipment shall not constitute an election of remedies by the City but will be in addition to any remedies available to the City at law, in equity, by statute or under this Agreement. 8. Compliance with laws Contractor shall comply with and perform the Work in accordance with all applicable federal, state, and City laws including, without limitation, all City codes, ordinances, resolutions, standards and policies, as now existing or hereafter adopted or amended, including but not limited to the following: (i) Federal, state and local health, safety and licensing laws relating to the sale of concession goods; (ii) City code provisions requiring any person or entity doing business in the City to obtain a business registration; and (iii) City Parks and Recreation Department policies, including, but not limited to, its concession policy. CONCESSIONAIRE AGREEMENT - 10 - 4/2011 �xh��b;-� B ACORDTM CERTIFICATE OF LIABILITY INSURANCE DA03/18/2013 ' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER AND THE CERTIFICATE HOLDER. IMPORTANT: If the ceRificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certi£cate dces not confer rights to the certi£cate holder in lieu of such endorsement s. PRODUCER coNracT Mass Merchandising Underwriting NAME: K&K Insurance Group, Inc. PHONE: 1_g00-328-2317 Fa�c:ln/c, No►: 1-260.459-5502 1712 Magnavox Way �C,A Lo. EM : Fort Wayne IN 46804 ooRess: infoQeven6nsurance-kk.com INSURER(3) AFFORDING COVERAGE NAIC # iNSUReR a: Nationwide Mutual Insurance Com an 3787 INSURED NSURER B: Road Warrior Paintball LLC NSURER C: 1843 115th Ave NE INSURER D: Bellevue, WA 98004 INSURER E: A Member of the Sports, Leisure & Entertainment RPG INSURER F: COVERAGES CERTIFICATE NUMBER: W00284381 REVISION NUMBER: THIS IS TO CERTIFY THAT 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NSR TypE OF INSURANCE ADDL SUBR pOLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR WVD MM/DD/YY MMIDD/YY /{ GENERAL LIABILITY X 6BRPG0000005373400 04/08/2013 10/08/2013 EACH OCCURRENCE $i3O��,�� X COMMERCIAL GENERAL LIABILITY 12:01 AM ED 12:01 AM DAMAGE TO RENTED $$OO,OO PREMISES Ea occurrence CLAIM&MADE�OCCUR MED EXP (Any one person) $5,QQQ PERSONAL&ADVINJURY $'I,OOO,OO � GENERAL AGGREGATE $rj,OOO,O GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $� �O,OO POLICY �PROJECT �LOC PROFESSIONALLIABILITY LEGAL LIAB TO PARTICIPANTS AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea Aaident ANY AUTO BODILY INJURV (Per perso�) CHEDULED ALL OWNED AUTOS UTOS BODILY INJURY (Per accid�t) . HIRED AUTOS NON-0WNED PROPERTY DAMAGE UTOS Per accident Not provided while in Hawaii � UMBRELIA IIAB OCCUR EACH OCCURRENCE EXCESS LIAB CLAIMS-MADE � � AGGREGATE DED RETENTION WORKERS COMPENSATION WC STATU- OTHER AND EMPLOYERS' LIABILITY Y/ N TORY LIMITS ANY PROPRIETORSHIP/PARTNER/ O E.L. EACH ACCIDENT EXECUTIVE OFFICER/MEMBER N/ A E.L. DISEASE — EA EMPLOYEE EXCLUDED? (Mandatory In NH) � If yes, describe under E.L. DISEASE — POLICY UMIT DESCRIPTION OF OPERATIONS below MEDICAL PAYMENTS FOR PARTICIPANTS PRIMARY MEDICAL . EXCESS MEDICAL DE RIP 1 N OF OPERATIONS I L ATION I VEHI LES �Attach AC RD 101, Additional Remarks Schedule, mora spate is requf ) Booth Operations of the Named Insured; # of Trailers: 1 Event Name: Red White and Blues Festival; Event Date: 07/03/2013 - 07/04/2013 The certificate holder is added as an additional insured, but onl with res ect to the liabilit arisin out of the o erations of the insured named above. CERTIFICATE HOLDER CANCELLATION City of Federal Way SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 33325 8th Ave S ' THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE Federal Way, WA 98003 WITH THE POLICY PROVISIONS. (Owner/Lessor of Premises) AUTHORIZED REPRESENTATIVE �-•�t- �.-�.�/ Coverage is only extended to U.S. events and activities. '* NOTICE TO TEXAS INSUREDS: The Insurer for the purchasing group may not be subject to all the insurance laws and regulations of the State of Texas ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD OO 7988-2010 ACORD CORPORATION. All rights reserved. Corporations: Registration Detail Corporations Division - Registration Data Search ROAD WARRIOR PAINTBALL LLC UBI Number 602547585 Category LLC Active/Inactive Active State Of Incorporation WA WA Filing Date 11/28/2005 Expiration Date 11/30/2013 Inactive Date Duration Perpetual Registered Agent Information Agent Name JOHN E KISER Address 1843 1 iSTH AVE NE City BELLEVUE State WA ZIP 98004 Special Address Information Address City State Zip Governing Persons Title Name Address Member KISER , JOHN E BELLEVUE , WA Purchase Documents for this Corporation » Page 1 of 2 http://www.sos.wa.gov/corps/search_detail.aspx?ubi=602547585 5/29/2013 Business Licensing Service:License Query Search • Contact us • Forms • About us • Home • Start �pur business • Chanae or uodate vour business information • How to renew vour license Search Business Licenses License Information: Entity Name: Business Name: License Type: Entity Tvue: UBI: Status: Location Address: 1843 115TH AVE NE BELLEVUE, WA, 98004 Governina People: ]OHN E KISER ROAD WARRIOR PAINTBALL LLC ROAD WARRIOR PAINTBALL Washington State Business Limited �iability Company 602547585 Business ID:001 Location ID:0001 To check the status of this company, go to Secretarv of State and Deoartment of Revenue. Mailing Address: 1843 115TH AVE NE BELLEVUE, WA, 98004 Information Current as of O5/29/2013 5:41AM Pacific Time ��...=za,. ...= +.� � _ '' This site is limited to searching for business licenses issued through the Washington State Business Licensing Service. • Contact us • Forms • About us • Priv cQ�Wr as� State Department of Revenue and its licensors. All rights reserved. Page 1 of 1 http://bls.dor.wa.gov/LicenseSearch/1qsLicenseDetail.aspx?RefID=1394982 5/29/2013