09-394Council File # � / ' � 9' �
Green Sheet # 3069201
RESOLUTION �
41NT PAUL, MINNESOTA
Presented
WHEREAS, the Department of Parks and Recrearion has an existing Management Agreement with Black
Bear Crossings to offer public recrearional services at the including daily food service, banquets, meeting
use, catering and recreational equipment rental at the Como Lakeside Pavilion; and
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5 WHEREAS, both parties to the Agreement wish to make certain changes in the payment structure,
6 assumption of maintenance duries and responsibility for making improvements to the Pavilion; and
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8 WHEREAS, these changes benefit the cirizens of the city by allowing the continued operation of Como
9 Lakeside Pavilion with the opportunity for investment in improvements to the Pavilion by Black Bear
10 Crossing; and
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12 WHEREAS, Saint Paul Administrative Code § 86.41(d} requires that "any management agreement for park
13 lands andlor recreation facilities which will be for a period of more than one (1) year shall require approval
14 by the council"; and
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16 WHEREAS, the Saint Paul City Council finds that the operation of the Pavilion by Black Bear Crossings
17 continues to provide a benefit to the City; now, therefore be it
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19 THEREFORE BE IT RESOLVED, that the proper city officials aze hereby authorized to enter into the
20 attached agreement between the City of Saint Paul, Department of Parks and Recreation and Black Bear
21 Crossings.
Yeas Nays Absent
Bostrom ,i
Carter ,�
Harris ,
Helgen ,�
Lantry
Stark „�-
Thune �
Parks and Recrearion
Approved lyg.
By:
Approved by
By: �
Adopted by Council: Da2e ��s/�� Ap�
Adoprion Certified by Council Secretary By:
By: _� _ �
Approve by o: Date' � L4
By: �
�
C.�
� Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet �
n� � 3 �5�
DepartmenUOfficelCouncil: Date Initiated:
PR-ParksandRecreat�on 02-APR-09 Green Sheet NO: 3069201
Gontact person & Phone: Deoartment SenY To Person lnitiallDa e�
PdUI Prio� 0 arks and Recreation I O r {�
266-6370 i � 1 IPazks and Recrea6on � i Denartmeot Airector Z )
As6i n � ---- 1
Must Be on Council Agenda by (Date): Number 3 �5nancial Services 0
4�f5� For
RoUting 4 �Iayofs0ffice Ma ONAssisisnt
Doc. Type: RESOLUTION W/$ Order 5 ouncil ' Council
TRANSACTION 6 arks and Recreation Paul Prior
E-DOCUment Required: Y
Document ContaM: Paul Prior
Conpct Phone: 266-6370
Total # of Signature Pages (Clip Ail Locations for Signature)
Action Requested:
Signature on attached resolution with Department of Pazks and Recreation and Black Bear Crossings on the Lake, Inc. to enter into
an agreement.
Recommentlafions: Approve (A) or Reject (R): Personal Service Contrects Must Answer the Following Questions:
Planning Commission 1. Has this personffvm ever worked under a contract for this department?
CIB Committee Yes No
Civ�l Service Commission 2. Has this person/firtn ever been a city employee?
Yes No
3. Does this person(firm possess a skill not normally possessed by any
cument city emp(oyeel
Yes No
Explain all yes answers on separate sheet and attach to green sheet.
Initiating Problem, Issues, Opportunity (Who, What, When, Where, Why):
Amended Management Agreement between City of Saint Paul and Black Bear Crossings on the Lake for management of the Como
Pazk Lakeside Pavilion.
Advantages if Approvetl:
Management agreement amended to mutual benefit and satisfaction of Ciry of Saint Paul and Black Beaz Crossings on the Lake for
management of Como Pazk Lakeside Pavilion.
Disadvantages If Approved:
None
Disadvantages If Not Approved:
Continue under terms of previous management agreement.
Total Amount of $134,045.00 CosURevenue Budgeted: Y
T�ansaction:
Funtling Source: 325 AcSiviry Number: 23123
Financial Information: Term pymt: 2009-$25,000.00, 2010-$25,875.00, 2011-$26,780.00, 2012-$27,715,OQ 2013-$28675.00
(Explain)
April 2, 2009 1:25 PM Page 1
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This AGREEMENT is entered into this-3 5" day of March, 2009, between the City of Saint
Paul, a municipai corporation and Black Beaz Crossings on the Lake, Inc., an S. Chapter
Corporation.
WHEREAS, the CITY is the owner of public park land commonly known as Como
Regional Park which contains the Como Lakeside Pavilion hereinafter called PAVILION; and
WHEREAS, the CITY desires to offer public recreational services at the PAVTLION
including daily food service, banquets, meeting use, catering and recreational equipment renta7s:
and
WHEREAS, the CITY believes that such services should be provided at a minimal
financial risk to the CITY; and
WHEi2EAS, BBC is currently managing and operating the PAVILION on behalf of the
CITY as governed by the Management Agreement dated January 1, 2002, which replaced the
Management Agreement dated April 13, 2000; and
WI�EREAS, the CTTY and BBC wish to amend the Januar}� 1, 2002 Agreement services
in order to reflect the funetioning relationship between the CIT'Y and BBC; and
WHEREAS, both patties believe it is in their mutua] best ]nterest to enter into the herein
AGREEMENT for the provision of said services at the PAVILION.
NO�W, THEREFORE, in consideration of the promises and mutua] covenants herein
contained, it is agreed as follows:
ARTICLE I
TERM
11.1 Initial Term. The initial term of t�is Agreement shall be from the period of January l,
2009 through Deeember 31, 2013.
1.2 BBC may extend this Agreement for an additional period of five years by giving written
notice to the City at least ninety days prior to the end of the Initial Term. The City will
agree to the extension unless it has given written notice of intent to terxninate the
Agreement due to: 1) failure by BBC to abide by the terms of the Agreement; or 2) a
determination of the City that the use of Como Pavilion should change. The payments
under an extension term shall be increased at a rate of 3.5% annually during the extension
term uniess parties mutually agree to a different formula no later than thiriy days prior to
the expiration of the Initiai term.
1, i.2 Rescission of Previous Agreement. The Management Agreement between BBC and the
CITY dated January 1, 2002 is hereby rescinded, efFective upon the signing date of this
new Management Agreement. Execution of the new Agreement shall not extinguisr any
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claims under the existing agreement of which one party has given the other notice and
has indicated an intent for said claims to survive.
ARTICLE II
PAVILION MANAGEMENT AGREEMENT DEFINED
2.1 All other park lands and facilities other than those specifically defined in the
AGREEMENT as are not govemed in any way, implied or otherwise, by this
AGREEMENT and remain under the sole control and jurisdiction of the CITI'.
2.2 This AGREEMENT grants BBC the right to operate and manage the PAVILION under
the terms and conditions outlined herein.
The PAVILION shall continue to be operated for the use of the pubiic and tfiis
AGREEMENT is not intended to grant exclusive use of the PAVILION or to be a lease
of the premises.
ARTICLE TIT
OPERATION & MANAGEMBNT
31 BBC will staff the PAVILION on a yeaz-round basis, for regular hours that shall be
posted at the facility. It is expected that during the term of this AGREEMENT the
PAVILION will be routinely staffed at least during the listed times. BBC may adjust the
regular hours of operation, if approved by the CITY.
Concert Season (annuall�
Monday-Sahuday 8:00 a.m. - 9:00 p.m.
Svnday 9:00 a.m. - 9:00 p.m.
Non-Concert Season (annuallv)
Monday-Saturday 8 a.m. - 5:00 p.m.
Sunday 9 a.m. - 5:00 p.m.
The foIIowing aze excepfions to the above hours:
The PAVILION may close on New Yeaz's Day, Easter, Thanksgiving Day and
Christmas Day. The PAVILION may close between 2:00 pm. and 5:00 p.m.
dependent on business on: the day before Easter, July 4�', Labor Day,
Thanksgiving eve Christmas Eve and New Years Eve, providing proper signage is
posted at the main entrance.
3.2 BBC will operate and stafF the public food and beverage service during the hours listed in
3.1.
3.3 BBC wili operate and staffthe equipment rental services (pedal boats and cances)
between Memorial Day and Labor Day during the term of tlus AGREEMENT.
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3.4 BBC will schedule, operate and staff the facility for banquet rentals and meetings that
extend past closing hours listed in 3.1.
3,5 BBC will manage or provide banquet catering services to be provided in conjunction with
room rental far events such as weddings and other receptions.
3.6 BBC shall have exclusive vending rights, limited to the PAVILION, PAVILION
Promenade, the waikways around the PAVILION, the azea between the north and south
pazking lots from the lake to Hazmn's Falls and the pedestrian path around Como Lake,
as indicated on Attachment i of this Agreement.
ARTICLE IV
4.1 Initial Term payments are as foilow:
2009 - $25,000.00
2010 - $25,875.00
20ll - $26,780.00
2012 - $27,715.00
2013 - $28,675,00
4.2 The CITY has a right to inspect all books and recards pertaining to the operation of
PAVILION by BSC. The CITY shall be granted inspection of said books and records by
providing BBC with written notice, whereby BBC shall have fifteen (15) days to provide
such information to the CITY.
4.3 For payments due the CITY as listed in Articles 4.1, BBC shall pay the City the
scheduled payment on January 31 of each following year of this AGREEMENT. BBC
and CITY will adjust any credits or balances due with the following year's payment.
ARTICLE V
TMPROVEM�NTS TO THE PAVILION
5.1 BBC shall make no improvements or alterations to the PAVILION w]thout the written
consent of the CTTY, which consent shall not be unreasonably withheld. The CITY may
require such information to be supplied by BBC as wili enable the CITY to determine
whether to consent to any proposed improvements or alterations. All improvements and
alterations must meet applicabie code requirements.
ARTICLE VI
COVENANTS AND UNDERTAKINGS
6.1 The Parties covenant, agree and acknowledge that each sha11 provide the following
equipment and services:
6.1.1 Annually, by December 31, the CTTY shall inspect the PAVILION. The City
shall inform BBC in writing of any conditions requiring attention as may be
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required to comply with the obIigations under this AGREEMENT.
61.2 BBC shall undertake no improvements, construction or atterations to PAVII,ION
cvithout the prior review and approval of the CTTY, which wiIl not be
unreasonably withheid. The City's determination fhat an improvement or
alteration to the structure of the Pavilion wluch alters or amands its architechue is
presumptively reasonable. The City has 15 business days to respond to BBC's
request(s) for improvements, consh�ucrion or alterations to the PAVILI4N or the
request is automatically approved. BBC shall make atl sach requests in writing.
BBC may use the value of structural improvements made to the PAVILION by
BBC, and approved in advauce by the CITY, to offset part or atl of the annual
payment. The value shall not exceed the flat rate payment due the CITY. BBC
shall provide the City a nxinimum of three (3) bids for each project. Any
construction done under this provision must be pursuant to a plan which has been
approved by the City and the City will retain the right to require performauce and
payment bonds, indemnifications and other guazantees to preserve its righYS.
6.I .3 The CITY shall provide BBC with the CITY's participant accident report forms.
These forms shail be completed by BBC representatives in instances where
accidents on or neaz the PAVILION aze reported to or witnessed by BBC
representatives. BBC sha1l deliver completed reports to the CITY within five
working (5) days following an accident on or near the PAVILION properiy, by
U.S. mail, fiax or a PDF scan attached to an email.
6.1.4 This AGREEMENT does not exempt BBC or PAVSLION customers from park
rules and regula6ons, except as may be pmvided elsewhere in ttris
AGREEMENT.
6.1 S That BBC shall have full use of the CITY equipment and materials currenUy ai
the PAVILION. TY�at both parties understand that such use of equipment and
materials is in its current condition or on an"as is" basis. BBC may make repairs
to such equipment and materials as to allow for its use. This may include
replacement of all equipment used by BBC (i:e. stoves, dishwasher, freezer,
coolers, and refrigeration) and seasonal repairs to pedal boats and canoes. When
pedal boats and canoes are in buiIding storage, they are under the care and
custody of the CITY. Further, BBC shall be responsible for the repair and
replacement of alI tables, chairs, carts, etc. At the expiration of tivs
AGREEMENT, all �xed equipment and materials will remain the properry of
the CITY, returned by BBC allowing for normai weaz and tear related to its use.
All non-affixed equipment and materials BBC replaces at the Pavilion under tIus
agreement may be removed by BBC from the Pavilion at time of expiration or
surrender of this agreement, (e.g. stoves, dishwasher, freezer, coolers,
refrigeration).
6.1.6 BBC shall maintain exclusive right to the PAVILION for food and beverage
catering. Nothing, however, precludes the CITY from using the PAVTLION for
sponsored functions providing they do not conflict with other scheduled banquets
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or events. The CITY will utilize the services of BBC when CITY sponsored
events involve food and beverage service and will pay BBC for any such food and
beverage provided if BBC elects not to provide catering for such events, the City
may seek another provider. BBC shall promptly notify the CITY of its decision
not to provide catering. In all instauces where the CITY wishes to use the
PAVILION for meetings, receptions, etc., it wili contact BBC ahead of time to
insure that the desired azeas of the PAVILION are available. The CITY shall be
allowed 8 uses of the PAVILION's third floor each year at no charge, after which
the CITY shall pay the current rate for rental of said desired areas. Said uses aze
to be requested in writing by the Department of Parks and Recreation. At no time
shall the CITY request or cause the cancellation of a rental already booked by
BBC. The City may at any time reserve one of the PAVILION's community
meeting rooms at no charge, provided they have not previously been scheduled.
6.1.6.1 For certain events scheduled by the CITY other than plays and concerts,
which use the PAVILION promenade, BBC may at its option, waive its
exclusive food and beverage right for said event for an agreed-to fee paid
by the user. The EITY shall clean the promenade after said events, in a
manner timely enough to aliow for the nea�t scheduled usage.
6.1.7 BBC shall have the full use of all of the areas of PAVILION witYi the following
exceptions:
6. I.7.1 Promenade area may be used only at those times when the CITY has no
concerts andlor plays scheduled. CITY will notify BBC of its Promenade
schedule by no later than February 1 of each contract year, after which
time BBC may schedule vacant dates. The Promenade remains under
CITY control except for private uses contracted through BBC. When
BBC opens the Promenade gates for public use at the request of the City
but does not have a private event contracted, the Promenade shall be under
the jurisdac6on of the City.
61.7.2 When the promenade is under CITY control for concerts andfor plays or
public use, patrons shall be aliowed to bring into the Promenade, single
servings of food or beverage. The CITY will work with BBC to stop
coolers containing multiple servings of beverage or multiple serving bags
or containers of food from being brought in. BBC retains the right of
exclusive sales of food and beverage on the premises during these events.
61.7.3 Downstairs warming room azea, south of the concession stand from mid-
December to mid-February each year when it may be used for skating.
6.1.7.4 Storage areas presently used by the CTTY for the storage of Parks and
Recreation equipment and theatrical supplies, equipment, props and
coshunes. Such equipment will remain under the sole care, control and
custody of the CITY,
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6.I .7.5 BBC may use the lower Ievel concession patio area for events, but its use
may not impede pedestrian circulapon on-the walking path or access to The
fishing dock.
61.8 In the event of inclement weather, BBC may close down the PAVILION and
remain closed until favorable weather conditions prevail, with notification of the
Director of Parks and Recreation or his designee. The CITY reserves the right to
require that $BC stay open or re-open.
6.1.9 BBC may seIl non-food, souvenir type items at the PAVILION: The City has the
right of approval of such items upon notification by BBC. Such approval will not
be unreasonably withheld.
6.1.10 BBC shall be allowed to use the CITY's Liquor License for the PAVILION as is
permitted by resolution by the St. Paul City Council. Sales of alcohol on the first
floor is limited to beer and wine. BBC shall upon being invoiced by the CITY,
reimburse the CITY for the cost of said license.
61.11 The C ITY reserves the right to approve the placement and content of all signage
within and surrounding the PAVILION. Prior to placemenf of any signage, BBC
shall obtain written authorization from the CITY. No signage directlp attached to
the exterior of the PAVILION will be pemvtted.
6112 BBC ma y erect a hand-carved wooden sign identifying the PAVILION at a
temporary Iocation agreed upon by both parties. Permanent placement of said
sign shall be agreed upon by both parties before renovation by the CITY of the
sign's temporary Iocation.
61.13 The C ITY sha1l have the right to allow the distribution of free outdoor samples of
food or baverage products events twice per year, providing they aze not the same
kind of product being sold by BBC and the area used is restricted to the north and
south pazking Iots and the azea south of the south parking lot. The CITY shall
aIso have the right to host CITY sponsored events in the above azeas twice per
year. The CITY shall give BBC at least two weeks notice of said distributions
and four weeks notice of events. Prior to said events, fhe CTTY will work with
$BC in identifying pazking accommodations and alternatives for weddings or
other impacted facility rentals praviously scheduled for fhe same time by BBC.
6.2 BBC specifically covenants and agrees;
6.Z.1 To maintain the PAVILION in a safe, clean and orderly condition.
6.2:2 BBC shall provide complete and accurate accounfing records for the PAVILION
using standard and Generally Accepted Accounting Procedures.
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6.23 BBC will provide a full time on site Manager of the PAVILTON. Such Manager
shall be made known to the CITY and will be on-site at the PAVTLION for a
minimum average of forty hours weekly. BBC shall notify the CITY of any
changes in the position.
6.2.G At BBC scheduled events where liquor is served ar special Police services are
deemed necessary, BBC shali hire or cause to be hired an off duty Saint Paul
Police O�cer or Officers, who shall be present during the event or period that
liquor is being served.
6.2.5 BBC may schedule events at the PAVILION from 6:00 a.m. to 12:00 midnight.
Further, if BBC schedules the promenade area of the PAVILION, no music or
amplified sound may be used between the hours of 10:00 p,m. and 8:00 a.r;�. so as
not to disturb neazby residents.
6.2.6 By December 31 st of each year BBC will provide a listing of prices it intends to
charge the public for the vazious functions of the facility beginning the following
January 1 S `. This includes banyuet hall and room rental rates, catering rates, food
and beverage rates and rental rates for the canoes, pedal boats and other
equipment. The CITY shall have thirty (30) days from receipt of the proposed
rate schedule(s) to approve or disapprove them. Failure of the CITY to notify
SBC of its approvalJdisapproval within thirty (30) days will result in the rate
being approved.
6.2.7 BBC shall conduct the operation of the PAVILION in such a manner as net te
bring criticism upon the CITY. BBC shall not pennit the sale of beer or
intoxicating liquar in a manner contrary to any law or ordinance or the provisions
of any applicable liquor license or permit. BBC shall operate the Pavilion strict]y
in conformity with all Federal, State, County or City laws and ordinances.
6.2.8 BBC shali at all times bave in plain view in the PAVILION a price list or piinted
schedule of prices of all available commodiCies and services. BBC sha11 make
available an attractive menu including prices to groups or organizations for
banquets, parties or other events. All prices shall be competitively priced with
establishments within the service area that have similar functions.
6.2.4 BBC shall employ an adequate number of personnel in the PAVILION to cover
the operations during the minimum hours of operation.
6.2.10 Emplo yees of BBC shall be identifiable, well groomed and appropriately dressed.
6.2.11 BBC is r esponsible for daily cleaning of the PAVILION areas which they use and
manage, not including the theater storage, electrical and boiler rooms. BBC shall
at all times keep the building in a clean and sanitary condition and shali comply
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with a1i State and Ciry health laws and local Health Department regularions and
sha11 include, but not be limited to, cleaning of all interior light fixtures and
woodwark. BBC shall wash and clean indoor windows annually, in May. BBC
shall also provide supplies for the second floor restrooms.
6.2.12 When the Promenad e azea and concession pario are used by BBC, BBC is
responsible for cleaning.
6.2. i 3 BBC sfiall pa y elecirical utility charges from meters 03583517 and 02208531used
in conjunction with the facility.
6.2.13.1 Annually, the City shall credit BBC with the chazges from meters
30438432 and 0327070 wluch represents the cost of electriciry used by
the Como Lake aerator, but aze iacluded in the monfltly electrical
charges and should be paid by the City.
6.2. ] 4 Bur glaz false alann chazges which are the result of BBC employees or their agents
shall be the responsibility of BBC.
6.2.15 That B BC shali provide the CITY with a copy of all agreements or contracts
between the BBC and any pariy who will assist BBC in cazrying out the
stipulations of this AGREEMENT. No assignment or sub-contract retated to this
AGREEMENT can be initiated without the approval of the CITY
6.2.16 BBC shall compl y with all State and Federa! and Local laws, ordinances and
regulations, including those prohibiting discrimination.
63 The CITY specifically covenants and agrees:
6.3.1 To provide BBC with the use of existing PAVILION equipment, m as is
condition. BBC will compile, maintain and provide ihe CITY an inventory of all
equipment (including a notarion of condition) being turned over to the caze and
custody and controi of BBC.
6.3.2 To annually contract for the harvesting of weeds from Lake Como prior to July
15�' of each yeaz. The City shall apply for and obtain the necessary pernut from
the Minnesota Department of Natiaral Resources. If given the stated schedule, the
weed Ieva] continues to adversely impact the Pedal Boat concession, the CITY
will work with BBC to change the stated schedule.
633 To annuaily assist BBC in contacting the Ramsey County $heriffto inspect water
rentai equipment (pedal boats and canoes) in order to obtain the necessary
inspection stickers for operation. The City shatl be responsible for maintaining all
HVAC systems, the elevator, and sprinkler systems and water, gas and electric
services.
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63.4 The CITY is responsible for cleaningJlitter control azound Lake Como and the
PAVILION and the Promenade azea of the PAVILION except when the
Promenade area is used by BBC. The CITY shall be responsible for garbage
removal from PAVILION dumpsters.
6.3.5 The CITY shall be responsible for the landscape and upkeep of the landscape
around the PAVILION.
6.3.5.1 BBC may cut the ornamental grass and trim the bushes in the areas
immediately adjacent to the Pavilion and Promenade entrances. Parks and
Recreation shall periodically inspect the grass and bushes to assess proper care.
BBC sha11 be responsible for ali expenses associated with replacement of lost
ornamental grass and/or bushes deemed caused by BBC. SEE AT"I'ACHMENT
1.
6.3.6 The CITY is responsible for snow removal in the parking lots and around the
PAVILION and paths around the lake.
6.3.7 The City is responsible for providing supplies for the lower level restrooms.
6.3.8 BBC is responsibie far cleaning the following:
b.3.8.1 Promenade to be swept and cleaned nightly, and power washed as the City
deems necessary. Stage swept and mopped as needed.
63.8.2 The following services shall be done nightly to the lower level restrooms:
sweeping and mopping, washing and disinfecting sinks, urinals and toilets.
Restock and replace paper products as needed.
639 The City shall be responsible for all exterior maintenance of the facility. The City
agrees to ciean outside windows once each year, to be scheduled giving BBC 30
days notice. The City agrees to evaluate the cleanliness of the outside of the
PAVILION a minimum of every two yeazs, and clean and wash down the outside
every three years.
BBC and City may agree that BBC provides specific exteriar maintenance. BBC
and City shall agree in advance to specific exteriar maintenance items that BBC
may be responsible for, BBC and City shall also agree to standazds far all
maintenance areas.
iNSURANCE
ARTICLE VII
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7.1 Consultant shall be required to carry insurance of the ldnd and ia the amounts shown
below for the life of the contract. Certificates for General Liability Insurance shoutd
state that the City of Saint Paul, its officials, employees, agents and reprasentatives aze
Additional Insureds.
7.2 General ar Business Liability Tnsurance
$1,500,000 per occurrence
$3,000,000 aggregate per project
$3,000,000 products/completed operations totai limit
$1,500,000 personal injury and advertising
Policy must include an "all services, products, or completed operations"
Endorsement when appropriate.
7.3. AuCOmobile Insurance-(When Commercial vehicies aze used in connection with a
contract}
a. Bodily Injury $ 750,000 per person
$1,000,000 per accident
b. Properiy Damage not less than $50,000 per accident
Coverage shall include: hired, non-owned and owned auto
AutomobiZe Insurance —(When Personal vehicles aze use@ in connection with a contract,
the City is not required to be named as Additional Insared, but proof of insurance is
required prior to commencement of activities.)
a. Bodily Injury $30,000 per person
$60,000 per accident
b. Property Damage $20,000 per accident
Automobile Insurance — {When Rental vehicles aze used in connection with a contracf, the
Contractor shall either purchase insurance from the rental agency, or provide City with
proof of insurance as stated above.
7.4 Worker's Compensation and Employer's Liability
a. Worker's Compensation per Minnesota Statutes
b. Employer's Liabiliry shall haue minimum iimits of $500,000 per accident;
$500,000 per employee; $SOO,dOd per disease policy lnnit.
a Contractors with 10 or fewer employees who do not have Worker's Compensation
coverage aze required to provide the City with a letter verifying their number of employees
and a statement that they do not cany this coverage.
7.5 Professional Liability Insurance {is required when a contract is for service for which
professional liability insurance is available for pwchase.)
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a. $1,000,000 per occurrence
b. $2,000,000 aggregate
7.6 General Insurance Requirements
a. All policies shall be written on an occurrence basis or as acceptable to the City.
Certificate of insurance must indicate if the policy is issued on a claims-made or
occurrence basis. All certificates of insurance sha11 provide that the Division of
Contract and Analysis Services be given not less than (30) days prior written
notice of cancellation, non-renewal or any material changes in the policy,
including, but not limited to, coverage amounts. Agent must state on the
certificate if company carries errors and omissions coverage,
b. The Contractor may not commence � work until Certificates of Insurance covering all
of the insuzance required for this project is approved and ihe Project manager has issued a
notice to proceed. Insurance must remain in place for the duration of the original contract
and any extension periods.
a The City reserves the right to review Contractor's insurance policies at any time to verify
that City requirements have been met.
d. Nothing shall preclude the City from requiring Contractor to purchase and provide
evidence of additional insurance if the scope of services changes, if the amount of the
contract is significantly increased, or if the exposure to the City or its citizens is deemed to
have increased.
Satisfaction of policy limits required above for General Liability and Aatomobile Liability
Insurance, may be met with the purchase of an umbrella or excess policy. Any excess or umbreila
policy shall be written on an occurrence basis, and if such policy is not written by the same
insarance carrier, the proof of underlying policies shall be prov3ded with any certificate of
insurance.
ARTICLE VIII
ADMINISTRATION
8.1 For the purpose of the administration of this Management Agreement, the CITY's
representative shall be the Director of Parks and Recreation and the BBC's representative
sha11 be its President.
ARTICLE IX
DEFAULT/REMEDY
9. I This AGREEMENT may be terminated at any time by mutual assent of the Parties.
9.2 Limited Damage to PAVILION. If all or part of the PAVILION is rendered untenantabie
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by damage from fire or other casualry which in the reasonable opinion of an architect
selected by the CITX and approved by BBC, can be substantially repaired under applicable
laws and governmentaI regulations within 120 days from the date of such casualty
(employing normal consiruction methods without overtime or other premium) the CITY
shall forthwith at its own expense, repair such damage other than damage to improvements
such as furniture, chattels or trade fixtures owned by BBC, which shall be repaired
forthwith by B$C at its own expense.
93 Major Damage To Como Lakeside Pavilion. If all or a substantial part of the PAVILION is
rendered untenabte by damage from fire or other casualty to such a material extent that in
the reasonable opinion of an architect acceptable to the CITY and BBC, the PAVILION
cannot be substantially repaired under applicable laws and governmental regulations within
120 daqs from the date of such casualry (employing normal construcrion methods without
overtime ar other premium), then the CITY may elect to ternunate tlus agreement as of the
date of such casuatty by written notice delivered to BBC not mare than.sixty (60) days after
fhe date of sucb casualty. The CITY at its oprion may at its own expanse repair such
damage other than damage to properly owned by BBC, which sha11 be repaired by BBC at
its own e7cpense. BBC shall have the first right to operate the facility in accordance with
the terms of this agreement upon the CITY's completion of reconsVuc6on.
9.4 Upon damage to the PAVILION, the fees payable by BBC to the City and all other
payments to be made by BBC hereunder shalt abate as of the date of the occurnnce. In the
case of damage which does not render the entire PAVILION untenabie, the above
payments shali be equitably apportioned.
9.S In the event that either pariy fails to perform any of the terms or conditions of this
AGREEMbNT, or violates any term or condition thereof, such failure or violation shatl be
a breach of the said AGREEMENT. In the event of such a breach, the otlier party may give
written notice of the breach to the pariy in breach. If the breach has not been cured or
remedied within thirty (30) days following the giving of such written nofice, the other party
may terminate this AGREBMENT in its entirety.
9.6 Tn the event any provision contained in tivs AGI2EEMENT should be breached by either
party and said breach thereafter waived by the other party, such waiver shall be limited to
the particular breach so waived and shall not be deemed to waive any other breach
hereunder.
9.7 That neither Party will make any claim and waives any right against the other Parly on
account of any loss or damage caused by acts of God, such as Fire, water, windstorm,
floods, freezing, or other acts such as war or civil unrest which affect the leasehold
property in connecrion with its operation under fhis AGREEMENT.
9.8 No remedy herein confened npon or reserved to either party under this AGREEMENT is
intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shali be cumula$ve and shall be in addition to every other remedy given under
this Agreement or now or hereafter e�sting at law or in equity or by statute. No delay or
22
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09-� � �
omission to exercise any right or power accruing upon any default shall nnpair any right or
power or shall be construed to be a waiver thereof, but any such right and power may be
exercised from time to time and as often as may be deemed expedient.
9.9 This AGREEMENT shall be conshued under the laws of the State of Minnesota; and if any
provision or portion thereof, or the appiication thereof to any person or circumstances shall,
to any extent, be invalid or unenfarceable, the remainder of this AGREEMENT shall not be
affected thereby, and each provision of this AGREEMENT shall be valid and enforceable
to the fullest extent provided by law.
ARTICLE X
NOTICES
10. ] Anp notice, statements, bills or communications provided for herein shall be deemed
sufficiently given or rendered if in writing and either delivered to the oiher Party personally
or sent by certified mail address to the other return-receipt postage prepaid as follows:
AS TO CITY Director of Parks and Recreation
City of Saint Paul
City Hall Annex
25 W. 4`� Street
Saint Paul, MN 55102
AS TO BBC David Glass, President
Black Bear Crossings
831 Como Ave.
St. Paul, MN 55108
or such other subsequent address as the respective Parties shall designate in writing. The
time of giving such notice or communication shall be deemed to be the time when the same
is actualiy delivered to the other Party.
ARTICLE XI
MTSCELLANEQUS
ll.1 Captions and Headin�. The captions and headings used herein are intended only for the
convenience of the reference and aze not to be used in constnung this AGREEMEI3T.
112. Entire Agreement. This AGREEMENT constitutes the full and complete agreement
between the Parties hereto and there are no other terms, obligations, covenants,
representations, warranties or conditions other than contained herein.
IN WITNESS HET2EQF, Yt�e Parties have caused this AGREEMENT to be executed and
delivered in duplicate as of the date appearing on page one hereof.
13
09-394
APPRO'VED AS TO FORM:
City Attorney
BL.SICK BE R SINGS ON THE LAKE
id Glass, re ident
CITY OF SA1NT PAUT.:
Mayor, City of Saint Paul
Director of Parks and Recreafion
Financial Services Director
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Lake Como
Paddle
Boat Duck
Attachrnent 1
Black 6ear Crossing �
Exclusive Vending Rights
Area- Como Park Lakeside
Lakeside Trail