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Home My WebLink About6.e. License Agreement with United Methodist Church – Camfield ParkEXECUTIVE SUMMARY City Council Regular Meeting:June 7,2016 AGENDA ITEM: License Agreement with United Methodist AGENDA SECTION: Church –Camfield Park Consent PREPARED BY: Dan Schultz, Parks & Recreation DirectorAGENDA NO. 6.e. ATTACHMENTS: Proposed License AgreementAPPROVED BY: ddj RECOMMENDED ACTION: Motion to approve the License Agreement with the Rosemount United Methodist Church. ISSUE In 2015, City staff were contacted by representatives from Rosemount United Methodist Church regarding the condition of the Church’s Parking lot that is located on the south end of their property. This parking lot is also located adjacent to Camfield Park and for many years has been used by people visiting the park. The City park does not have a parking lot owned by the City for park visitors to use. The Church has determined that the parking lot is inneed of repairsand has asked that the City of Rosemount consider paying for half of the cost for the necessary parking lot repairs. The City typically has park visitors using the parking lot six to seven months out of the year. City staff has inspected the lot and does agree that it is in need of repair. The Church is planning to have the lot repaired by milling the existing parking lot material and then having new pavement installed. The lowest price quote they received to perform the work is $35,660. For your consideration is a License Agreement that was created by the City Attorney that would have the City agreeing to pay for 50% of the parking lot repair costs in return for having use of the parking lot adjacent to Camfield Park for the next 20 years. The City’s portion of the cost would be $17,830 and the funding would come from the Building CIP fund. If the License Agreement were to be terminated by the church, the City would be refunded a pro-rated portion of the money the City contributed to the parking lot improvements. SUMMARY Staff is recommending the City Council consider approving the License Agreement with the Rosemount United Methodist Church. 1 LICENSE AGREEMENT THIS LICENSE AGREEMENT is made and entered into by and between the Rosemount United Methodist Church (“Church”), a non-profit corporation, and the City of Rosemount, a municipal corporation and political subdivision of the State of Minnesota (“City”). Recitals A.The Church is the owner of real property located at 14770 Canada Avenue West, Rosemount, Minnesota (the “Property”). The Property is legally described on Exhibit A. B.A parking lot is situated on the southern portion of the Property. (See diagram attached as Exhibit B. C.A City-owned park, Camfield Park, is located immediately south of and adjacent to the parking lot at 14795 Canada Avenue, Rosemount, Minnesota. The park does not have available parking for its patrons. D.The parties wish to enter into this Agreement setting forth the terms by which the City may use the Church parking lot for park patrons. NOW THEREFORE, for good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties agree as follows: 1.Grant of License. The Church grants to the City, its employees, contractors, and invitees, a non- exclusive License to access the Parking Lot for parking purposes. The License is granted subject to all terms and conditions set forth below. 2.Term. The term of this License Agreement commences on the date that the Agreement is executed by the parties and shall terminate twenty (20) years after the date of execution, unless extended by the parties upon mutual written consent or terminated earlier as provided for in this Agreement. The City shall have access to the Parking Lot during the hours of 6:00 a.m. to 10 p.m., seven days per week. 3.Termination during term. This Agreement may be terminated prior to the expiration of the term as follows: a.Either party mayterminate this Agreement by giving at least thirty (30) days advance written notice to the other party. Termination will be effective on the date specified in the notice, and if no date is specified, thirty (30) days following the mailing of notice. b.If Church terminates this Agreement before the end of the term, it shall reimburse City the pro-rated amount based on the number of months remaining in the term. For example, if the Church terminates the Agreement after a period of 36 months, Church will reimburse City in the amount of $15,155.56 ($74.29/month x 204 months). 2 c.The City or Church may terminate this Agreement if the other defaults and fails to cure the default within fourteen (14) days of receiving written notice of the same. In the event of such notice and failure to cure, this Agreement will terminate seven (7) days after the expiration of the fourteen-day cure period. 4.Parking Lot Improvements. The City will pay to the Church a one-time 50% contribution in the amount of $17,830.00 toward costs related to a Parking Lot overlay improvement project. Notwithstanding the City’s contribution to the Parking Lot overlay improvement project, the Church shall be responsible for all other maintenance and repair costs for the Parking Lot, including the costs incurred for snow removal, salt application, blacktop striping, and blacktop seal coating, patching, and filling. 5.Insurance. Each party shall be required to maintain commercial general liability insurance, or its equivalent, in the minimum amount of $1,000,000 per occurrence; $2,000,000 general aggregate. Each party shall add the other party as an additional insured to its insurance to cover obligations which may arise under this License Agreement. Each party shall provide the other party with a certificate of insurance showing proof of the above-required coverage. 6.Indemnification. To the fullest extent permitted by law, the City agrees to defend, indemnify and hold harmless the Church, its employees, officials, and agents from and against all claims, actions, damages, losses and expenses, including attorney fees, arising out of the City’s negligence and misconduct or the City’s performance or failure to perform its obligations under this License Agreement. The City does not waive any limitationof liability it may have under Minnesota Statutes, Chapter 466. To the fullest extent permitted by law, the Church agrees to defend, indemnify and hold harmless the City, its employees, officials, and agents from and against all claims, actions, damages,losses and expenses, including attorney fees, arising out of the Church’s negligence and misconduct or the Church’s performance or failure to perform its obligations under this License Agreement. 7.Taxes. The Church shall be responsible for any and all taxes and installments on special assessments which may be due and payable on the Property on which the Parking Lot is located during the term of this License Agreement. 8.Liens. The City agrees not to suffer or allow any liens to be placed against the Parking Lot as a result of the City’s activities during the term of this License Agreement. 9.No property interest. This instrument is not a lease and creates no landlord-tenant relationship. The right granted hereunder is a mere license to use the Parking Lot for the purposes specified herein and does not create any estate or interest in the property. 10.Surrender of Licensed Premises. At the termination of this License Agreement, the City shall surrender the Parking Lot in an “as is” condition. 3 11.Governing Law. The laws of the State of Minnesota will govern the validity and interpretation of this License Agreement. 12.No assignment. The City may not assign its interest under this Agreement or sublicense the Parking Lot without the prior written consent of the Church. 13.Entire Agreement. This License Agreement, together with any exhibits hereto, which are incorporated by reference, constitutes the complete and exclusive statement of all mutual understandings between the parties with respect to this Agreement, superseding all prior proposals, communications, and understandings, whether oral or written. This License Agreement may be modified or amended only by a writing executed by both parties. 14.Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. 15.Notices. Any notices required under this Agreement must be in writing and provided to the designated contact person for the other party. At the time of the execution of this Agreement, the following persons are the designated contacts: Church ContactCity Contact TreasurerParks and Recreation Director Rosemount United Methodist Church City of Rosemount th 14770 Canada Avenue West2875–145Street West Rosemount, MN 55068Rosemount, MN 55068 IN WITNESS WHEREOF, the undersigned parties acknowledge that they have read and understand this Agreement and have executed it on the dates recorded below. ROSEMOUNT UNITED METHODIST CHURCH Date: _______________________By: __________________________________ Its: __________________________________ CITY OF ROSEMOUNT, MINNESOTA Date: _______________________By: ________________________________ Its: Mayor By: ________________________________ Its: City Clerk 4 EXHIBIT A 5 EXIBIT B 6