CC SR 20150721 H - Trump National Agmt For Founders Park Rentals MgmtCITYOF
MEMORANDUM
IL
RANCHO
PA VERDES
TO: HONORABLE MAYOR & CITY COUNCIL MEMBERS
FROM: CORY LINDER, DIRECTOR, RECREATION & PARKS4f!��
DATE: JULY 21, 2015
SUBJECT: MANAGEMENT OF RENTALS AT FOUNDERS PARK
REVIEWED: DOUG WILLMORE, CITY MANAGER AA-4
Project Manager: Cory Linder, Director, Recreation & Parks
Marcella Lemke, Recreation Specialist
RECOMMENDATION
Renew the contract with Trump National for the management of rentals at Founders for
a further 12 months (September 18, 2015 to September 17, 2016).
BACKGROUND
In June 2014 Council entered into an 18 -month agreement with Trump National, by
which City Staff would manage small stand-up ceremonies (up to 15 people); and
Trump National event planning staff would manage ceremonies with more than 16
guests. This agreement expires on September 17th, 2015, and the City and Trump
National entered into discussions regarding renewal of the contract.
DISCUSSION
City staff is proposing renewal of the present management agreement with Trump
National, with no change in the fee structure. The management agreement provides a
continued collaborative effort between the City and Trump National, with the City
providing planning and logistical support for rentals and Trump National providing
limited access to Trump National facilities and coordination with City staff in advance as
well as on the day of the park rental.
Staff proposes that the City's agreement with Trump National currently in effect be
extended for another 12 month period wherein staff and Trump National would share
various aspects of the management of park rentals as outlined in the table below.
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FISCAL IMPACT
No change from current fee structure.
Attachments: Proposed contract with Trump National Golf Club (page 3)
Exhibit "A" (page 9)
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CITY OF RANCHO PALOS VERDES
AGREEMENT FOR:
Management of Rentals at Founders Park
THIS AGREEMENT ("Agreement") is made and entered this 21St day of July 2015,
by and between the CITY OF RANCHO PALOS VERDES (hereinafter referred to as
"City"), and VH PROPERTY CORP. (hereinafter referred to as "Contractor") with respect to
the following facts and circumstances: the purpose of this Agreement is to memorialize
the procedures and policies pertaining to the cooperative agreement between City and
Contractor to manage events that are held at Founders Park.
1. Scope of Services. Contractor shall assist City with the management of rentals at
Founders Park. The responsibilities of Contractor and City are set forth Exhibit "A"
hereto, which is incorporated herein by this reference.
2. Term. The Agreement shall commence on September 18th, 2015, provided the
Certificates of Insurance are current on that date, and shall end on September 171h, 2016,
unless sooner terminated pursuant to Section 8 of this Agreement.
3. Contractor shall remit payment to City for use of Founders Park for wedding ceremonies
in conjunction with receptions held at Trump National, pursuant to the terms of Exhibit "A".
At their discretion, contractor may manage rentals at Founders Park even if the reception
has not been booked there. The fees paid to the City for such use shall be the same as
those booked in conjunction with receptions.
4. Independent Contractor. Contractor is and shall at all times remain, as to the City, a
wholly independent contractor. Neither the City nor any of its agents shall have control
over the conduct of Contractor or any of the Contractor's employees, except as herein
set forth, and Contractor is free to dispose of all portions of its time and activities which
it is not obligated to devote to the City in such a manner and to such persons, firms, or
corporations at the Contractor wishes except as expressly provided in this Agreement.
Contractor shall have no power to incur any debt, obligation, or liability on behalf of the
City or otherwise act on behalf of the City as an agent. Contractor shall not, at any time
or in any manner, represent that it or any of its agents, servants or employees, are in
any manner agents, servants or employees of City. Contractor agrees to pay all
required taxes on amounts paid to Contractor under this Agreement, and to indemnify
and hold the City harmless from any and all taxes, assessments, penalties, and interest
asserted against the City by reason of the independent contractor relationship created
by this Agreement. Contractor shall fully comply with the workers' compensation law
regarding Contractor and its employees. Contractor further agrees to indemnify and
hold the City harmless from any failure of Contractor to comply with applicable workers'
compensation laws. The City shall have the right to offset against the amount of any
fees due to Contractor under this Agreement any amount due to the City from
Contractor as a result of its failure to promptly pay to the City any reimbursement or
indemnification arising under this Article.
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5. Assignment. This agreement may not be assigned by Contractor, in whole or in part,
without the prior written consent of City. Any such purported assignment without City's
written consent shall be null and void, and Contractor shall hold harmless, defend and
indemnify the City and its officers, officials, employees, agents and representatives with
respect to any claim, demand or action arising from any unauthorized assignment.
6. Responsible Principal. For purposes of this Agreement, Contractor's responsible
principal shall be Lili Amini, General Manager, Trump National. The Responsible
Principal set forth herein shall be principally responsible for Contractor's obligations
under this Agreement and shall serve as the principal liaison between City and
Contractor. Designation of another Responsible Principal by Contractor shall not be
made without the prior written consent of City.
7. Personnel. Contractor represents that it has, or will secure at its own expense, all
personnel required to perform the services under this Agreement. All personnel
engaged in the work shall be qualified to perform such services.
8. Termination. This Agreement may be canceled by the City or Contractor at any time
with or without cause and without penalty upon ninety (90) days' prior written notice to
the other party.
9. Labor Law Compliance. Contractor agrees to comply with all California labor law
requirements applicable to this Agreement.
10. Insurance Requirements. The Contractor shall at all time during the term of this
Agreement carry, maintain, and keep in full force and effect, with an insurance company
with a minimum rating of A: VII in the latest edition of Best's Insurance Guide: (1) a
policy or policies of broad -form comprehensive general liability insurance with minimum
limits of $1 ,000,000.00 combined single limit coverage against any injury, death, loss or
damage as a result of wrongful or negligent acts by the Contractor, its officers,
employees, agents, and independent contractors in performance of services under this
Agreement; (2) automotive liability insurance with a minimum combined single limit
coverage of $1 ,000,000.00; and (3) worker's compensation insurance with a minimum
limit of $1,000,000.00 or the amount required by law, whichever is greater. The City, its
officers, employees, attorneys, and volunteers shall be named as additional insureds on
the policy(ies) as to comprehensive general liability policy.
a. All insurance policies shall provide that the insurance coverage shall not be non -
renewed, canceled, reduced, or otherwise modified (except through addition of
additional insured to the policy) by the insurance carrier without the insurance carrier
giving the City thirty (30) day's prior written notice thereof. Contractor agrees that it
will not cancel, reduce or otherwise modify said insurance coverage.
b. Contractor agrees that if it does not keep the aforesaid insurance in full force and
effect, the City may take out the necessary insurance and pay the premium thereon,
and the repayment thereof shall be deemed an obligation of the Contractor.
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c. Contractor shall submit to the City (1) insurance certificates indicating compliance
with the insurance requirements set forth above, and (2) insurance policy
endorsements, not less than one (1) day prior to beginning of performance under this
Agreement. Endorsements must be executed on the City's appropriate standard form
entitled "Additional Insured Endorsement," which is attached hereto as an exhibit and is
incorporated herein by this reference.
d. Contractor shall require any sub -contractors that perform services pursuant to this
Agreement to maintain insurance coverage that meets all of the requirements of this
Agreement.
e. The insurance provided by Contractor shall be primary to any coverage available to
City. The policies of insurance required by this Agreement shall include provisions
for waiver of subrogation.
11. Indemnification. Each party (the "Indemnifying Party") shall defend, indemnify and hold
harmless the other party and its respective officials, officers, employees, agents and
volunteers (the "Indemnified Party") free and harmless from all tort liability, including
liability for actions, controversies, demands, suits, proceedings, claims, causes of
action, liabilities, losses, costs, interest, penalties, demands, expenses and damages of
any kind, whether actual, alleged or threatened (including actual attorneys' fees,
experts' fees and court costs incurred) to the extent arising out of or in any way
connected with the negligent acts or omissions or willful misconduct of the Indemnifying
Party or its respective officials, officers, employees, agents and volunteers in the
performance of this Agreement. This includes but is not limited to claims, suits and
liabilities for bodily injury, death or property damage to any individual or entity, including
those brought forth by officials, officers, employees, agents or volunteers of the
Indemnifying Party. The provisions of this paragraph shall not apply to claims to the
extent arising out of the sole negligence or willful misconduct of the Indemnified Party.
All duties under this Section shall survive termination of this Agreement.
12. Suit: Attorneys' Fees.
a. Should either party to this Agreement bring legal action against the other, the validity,
interpretation, and performance of this Agreement shall be controlled by and
construed under the laws of the State of California, excluding California's choice of
law rules. Venue for any such action relating to this Agreement shall be in the Los
Angeles County Superior Court.
b. If any legal action or other proceeding, including action for declaratory relief, is
brought for the enforcement of this Agreement or because of an alleged dispute,
breach, default or misrepresentation in connection with this Agreement, the prevailing
party shall be entitled to recover reasonable attorneys' fees, experts' fees, and other
costs, in addition to any other relief to which the party may be entitled.
13. Entire Agreement. This Agreement represents the entire integrated agreement between
City and Contractor, and supersedes all prior negotiations, representations or
agreements, either written or oral. This Agreement may be amended only by a written
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instrument signed by both City and Contractor. This Agreement shall be construed
without regard to the identity of the persons who drafted its various provisions. Each
and every provision of this Agreement shall be construed as though each of the parties
participated equally in the drafting of same, and any rule of construction that a
document is to be construed against the drafting party shall not be applicable to this
Agreement.
14. Severability. Invalidation of any provision contained herein or the application thereof to
any person or entity by judgment or court order shall in no way affect any of the other
covenants, conditions, restrictions, or provisions hereof, or the application thereof to
any other person or entity, and the same shall remain in full force and effect.
15. Notice .. Except as otherwise required by law, any notice, request, direction, demand,
consent, waiver, approval or other communication required or permitted to be given
hereunder shall not be effective unless it is given in writing and shall be delivered (a) in
person or (b) by certified mail, postage prepaid, and addressed to the parties at the
addresses stated below, or at such other address as either party may hereafter notify
the other in writing as aforementioned:
To CITY:
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes, CA 90275
Attn: City Manager
To CONSULTANT:
VH Property Corp.
Address: 1 Trump National Drive
Address: Rancho Palos Verdes, CA. 90275
Attn: Lili Amini,
General Manager, Trump National
A party may change its address by giving written notice to the other party. Thereafter,
any notice or other communication shall be addressed and transmitted to the new
address. If sent by mail, any notice, tender, demand, delivery or other communication
shall be deemed effective three (3) business days after it has been deposited in the
United States mail. For purposes of communicating these time frames, weekends and
federal, state, religious, County of Los Angeles or CITY holidays shall be excluded. No
communication via facsimile or electronic mail shall be effective to give any such notice
or other communication hereunder.
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IN WITNESS WHEREOF, the parties hereto have executed the within Agreement the
day and year first above written.
ATTEST:
Ron
Carla Morreale, City Clerk
VH PROPERTY ("Contractor")
CITY OF RANCHO PALOS VERDES ("City")
By:
Jim Knight, Mayor
By:
Print:
Title:
By:
Print:
Title:
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CITY OF RANCHO PALOS VERDES
INSTRUCTIONS FOR EXECUTION OF INSTRUMENTS
THIS IS INSTRUCTION ONLY- IT IS NOT TO BE SIGNED OR USED IN
CONJUNCTION WITH THE AGREEMENT OR ANY OTHER FORMS THAT MUST
BE TURNED INTO THE CITY OF RANCHO PALOS VERDES - IT IS SIMPLY A
FORMAT TO USE WHEN FILLING OUT DOCUMENTS.
1. By an Individual. The individual must sign the instrument, and if he/she is doing
business under a fictitious name, the fictitious name must be set forth. The
signature must be acknowledged before a Notary Public. using the proper form of
acknowledgment.
2. By a Partnership. The name of the partnership must be set forth followed by the
signatures of less than all of the partners will be acceptable only if submitted with
evidence of authority to act on behalf of the partnership. The signatures must be
acknowledged before a Notary Public. using the proper form of acknowledgment.
3. By a Corporation. The name of the corporation must be set forth, followed by the
signatures of the President or Vice President and Secretary or Assistant Secretary.
The signatures must be acknowledged before a Notary Public. using in substance
the following form of acknowledgment.
4. By a Surety. The name of the surety must be set forth, followed by an authorized
signature. The signatures must be acknowledged before a Notary Public, using
the proper form of acknowledgment.
STATE OF CALIFORNIA )
SS.
COUNTY OF LOS ANGELES )
20 , before me, the
undersigned, appeared known to me to be the
of the corporation that executed the
within instrument, and acknowledged to me that such corporation executed the within
instrument pursuant to its by-laws or a resolution of its City Council.
WITNESS my signature and seal.
Notary Public
(Seal)
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EXHIBIT A
City of Rancho Palos Verdes and Trump National (VH Property Corp)
Management of Rentals at Founders Park
• Rental Procedure
• Contact Information
• Fees and Pricing
Rental Procedure
City Responsibilities:
1. City recreation staff shall be the initial point of contact for all inquiries about the rental
of Founders Park. Rental parties with more than 15 guests, who are planning on holding their
reception at the Trump National Golf Club and wish to have the ceremony in Founders Park, will
be referred to Trump National event planning staff. City staff will continue to coordinate small
stand up ceremonies in the park, and will continue to advise Trump National event planning staff
before booking such events in order to avoid conflicts. Trump National event planning staff will
inform City staff when a larger ceremony is planned.
2. For small stand-up ceremonies, the customer may make an appointment with City staff for a
site visit and discuss the logistics of the event prior to completing and signing an Outdoor
Facility Use Application. A deposit will be required to reserve the date for rental of the park
facility. (It is highly recommended that a site visit be conducted prior to the event for purposes of
reviewing City and Trump National policies regarding use of facilities.)
3. City staff shall be responsible for conducting any tours of park grounds prior to
the event and being on-site during the event to ensure that the customer is adhering
to all rules, regulations and policies as specified in rental agreement and/or
determined during the site visit.
4. City staff shall review the various service fees and facility use fees with the potential "small
stand-up ceremony" customer including a fee for photography outside the boundaries of
Founders Park itself; i.e. $350.00 per hour fee for Photography on Trump National property
(excludes golf course and waterfall photography) and shall obtain a signature acknowledging
the customer's understanding of such fees prior to the event.
Trump National Responsibilities:
1. Trump National event planning staff shall coordinate ceremonies which are in conjunction
with receptions at the Trump National Golf Cart and will advise City staff when such ceremonies
are booked in order to avoid conflicts.
2. Trump National shall provide services for event coordination, chairs, golf cart for
one hour, and clean-up for larger ceremonies when booked in conjunction with a reception at
Trump National Golf Club, or at their discretion if reception booked elsewhere, as identified
below.
3. During small standup ceremonies, Trump National staff shall notify on-site staff should
unauthorized use of Trump National facilities occur.
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Contact Information
Trump National Golf Club Contact:
Small Events Manager
Trump National Golf Club Los Angeles
Direct: 310-303-3200
Fax: 310-303-3294
ctobin@TrqMpNational.com
City of Rancho Palos Verdes Contact:
Marcella Lemke
City of Rancho Palos Verdes
Direct: 310-544-5260
Fax: 310-544-5294
MarcellaL r vca civ
Mandatory Costs:
Ceremonies
0-15 people 16-50 people 51+ people
(Stand-up)
CitV of RPV Pricing:
City facility permits $300 $475 $750
Trump National Pricing:
Due to City $0.00 $475 $750
The City will receive $475.00 per event (16 to 50 people) from VH Property and $750.00
per event (50+ people) from VH Property, and will be sent checks on a quarterly basis.
In addition to the ceremonies outlined above, City Recreation & Parks staff will offer the
option for small stand-up ceremonies (for up to 15 people) for one hour without involving
Trump National Event Planning staff in the process. The fee for this one hour stand-up
ceremony will be $300.00 payable to the City, with an additional $175.00 refundable
security deposit. The use of chairs, props such as large arches, etc. will not be allowed
during the small stand-up ceremonies. City staff will continue to provide a portable PA
System with a wireless microphone for the ceremony.
If a standup ceremony has reserved a Trump National reception room, VH Property
may handle the reservation and then remit a $475 fee to the City.
City acknowledges and agrees that VH Property may charge fees, amounts which may
be set at its sole discretion, for all ceremonies except those small stand-up ceremonies
for 15 people or less. City has no right or entitlement to any additional payments from
VH Property except those identified above.
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