R-1686 - 01/09/2018 - AGREEMENTS - Resolutions Exhibitsn
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REVIEW OF CONT,RACTS
Award i Agency: Type of Contract;
V
Departn etnt
r Program Aacount Numb ;
L.JJ i
Awarded ntract Price: Budgeted Amount:
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Q Under $20,000 ` Q $500,001 - $1+000,000
20,000 -$500,000
Over$1,000,000
m brar u
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ve,e.r^ l ,
Name; JG S2Gt? CY66 1 Date:
Name: ,:s-=`- " _..___ Date:j, ,y`
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Name: Date:la/5-1
Name: \ " f t` Date: !
Three (3) Orlginals signed by other party DateiInitlalS L K
Original provided to staff inember for other party Date/Initfals ' !t
Origina) provtded to Officiat Files Date/I itfals
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Viltage of Oak Brook Approved by Board of Trustees• DateJinitiats:__
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TEMP{?RARY USE AGREEMENT
This Temparary Use A reement {"Agreement' is rnade and entered into as of the
9th day of January, 2018 ("Effecttve Date' by and befinreen tt e ViLU4GE 4F QAK
BRO K, an Illinois munieipa! corparation{"1 t'Jlage`, an #he Ectipse Select Saccer Club an
11)in i cprporatron (•'User'.
SECTiON 4. RECITALS.
A. The ilage oNms a soccer field located in the Ilage's Sports Core in Oak Brook,
Iliinois, and known as Field 3 ("Soccer Field'.
B. The Viliage desires to permit the User to use the Soccer Field, and User desires
to use the Saccer Fieid, for its "Soccer lub Toumament" {a youth soccer tournament), on Apri!
27' through Aprii 29th, 2018 in accardance with and pu suant to the terms, conditions, and
restrictions of this Agreement.
SECTI N 2. GRANT OF LICENSES.
A. Gra of License. Subj ct ta the terms and conditions set forth in this
Agreement, the Vil{age hereby grants User,and User fie eby accepts, a license to use the Soccer
Field exc{usively for the purpose ofi hosting a youth soccer tournament pursuant to and in strict
accordance with #he terms and provisions of this Agreemen# ("Fie/d License". User
acknowledges and agrees thai nothing in this Agreement shal!be interpreted to provide a license
to User to use or alt$r the Soccer Fisld in any way other#han as spec ed in this Agreement.
B. Lim tation of tnterest. Except €ar the Fie1d License granted pursuant to this
Agreement, User shall have no iegal, beneficial, or equitable interest, whether by adverse
possession or prescription or otherwise, in the Soccer Fiefd.
C. As Is. User shall accept the Soccer Field WHERE-IS and AS-IS, and subject to
applicable requirements of law. User acknowledges and agrees that: (1) the Village has made
no representation or warranty as to ihe suitabiGty of the Soccer Field for User's you#h soccer
toumament; and (2) the Village shatl have no responsibility to main#ain the Soccer Field in any
particular condition or manner. User waives any implied waRanty that ihe Soccer ield is ar will
be suitable for User's intended purposes. This Agreement shal{ apply, and User shall fiave no
righ#o terminate this Agreement, if th Soccer Field is unable to be used for User's youth soccer
toumament due#a inclement weather conditions.
D. Applicat#on. A Special event appHcation is required when a cammunity event is
located in whole or in pa t on public p operty or on private property within the V Ilage when it may
have a direci effec# upon public property, traffic flow, or public heaith or safetar, and which may
require the use of special Village services
SECTIUN 3. TERM O LICENSE AN TERMINATION.
A. Term. The Field License shall be#rom April 27'through April 29th,2018("Term"}.
B, Earlv Termination,
1. Unilateraf Term nation - Breach. In #he event#hat either party violates any
material provision af this Agreernent, the non-breaching party shall have the Qption and the right
o termina#e the Fisld License and this Agreement prior tt the expiration of the Term
2. Immediate Tenmination. Natwithstanding Sect fln 3.8.1 to the contrary, the
Village shall have the right ta immediafely terminate the Fisid License and this Agreement if: (a)
it delivers to User a Termination Notic that advises User o€ a breach that constituies an
immediate and sign cant risk to the well•being and sa#ety of the Saccer Field, any Village
employses, or any user of the Soccer Field; and (b) User fail5 to immediately ct re the breach in
a manner satisfactory to the Village Manager.
C. Surre der of the Premises. Upon the expiration or termination of this Agresment,
User shatl, at its soie cost ar d e ense, remove from the Soccer Fieid ail of its materials and
equipment and restore the Soccer Fie#d to the condition existing at the commencement af this
Agrsement, notwithstanding any ordir ary wear and tear, in accortlance with terms of Section 5;C
of this Agreement.
SECTION 4. fEE3 FOR LICENSE.
In cvnsideration for th+e Soccer Field L'scense and other good and valuable consideration,
User agrees ko pay to the Ilage a use fee o#$5,250.flU.
SECTI N v. CdNDlTIONS.
User and the Village agres that use the Soccer Field is condi#it ned an #he fallcswir g:
A. Permitted Activitfes and Uses; Comatiance with laws.
1. User shall use and oceupy the Soccer Fiefd solely for the yuuti saccer
tournament.
2. User shall not do ar permit anytt ing to be done upan the Soccer Field or
on any Viilage property whicfi in any way may create a nuisance, or injure the reputatian of the
Spo ts Core or the Village.
3. User's use and occupancy of the Soccer Field shall at all times comply with
all applicabls federal, state of illinais, and Village co es, ordinances, sta#utes, and regulations.
B. Alterations. User shali not make any modiflcations to #he Soccer Field without
prior written approval from the 5po ts Core Director.
C. Maintenanc+e 8ond; Clean Ua and Repalr.
a. User shall post a cash bond with the Village in the amoun#of$'1,504.00 as a
rnaintenance and clean-up bond by April 15, 2018 {"Bond`. fihe Viilage
shal(re#und the User the Bond within seven days upan the satisfactory review
ofi the 5c cc r Field by #he Direc#or of the Sports Gare unless #he Viliage
draw upon the Bond in accardance with Section 5.E,b of this Agreement.
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b. User shali be responsibie #o fuliy res#are the S ccer Field to #he same
eondation as it was prior#o the commencement of the Term, notwifhstanding
ordinary wear and tear, by 12:{?0 p.m. on Monday May 1st, 2018 inctuding,but not limited to.
i. The remova4 of all equipment;
ii. the removai and or cieaning of ai! portable talet faci{ities;
iii. the removai of aN equipment, strvctures, or other similar items
provided to eat or ho(d spectators; and
iv. the removal of aH frash, debris, and personal property.
Should any,f#he items require!to be removed by this Sec#ion 5.E.b remain
on the Soccer Fieid, or the Soccer F eld is not restored to same candition as
it was prior to the commencement ofi the Term, by 12:00 p.m. on May 9 st,
2018, User shait pay the Village an additional#ee of$'l,QOO.QO per day until
such items are removed and the Saccer Field is fiuNy restored. The Viilage
shall have the right to draw upon the Bond to coilect ths rs#$1,500 charged
to the User pursuant to this Section S.E.b.
D. Traff c and Parkins Controi. if determined necessary by the Village, User shali
provide tra c and parking contro!to the satisfaction of the Village. If necessary, the Village may
assign special duty police service ta controi tra c and pasking. The User agrees to reimburse
the ilage for ail such specia! duty police service at the rate set by the Vi(lage for special duty
police o cers. User also agrees to provide all necessary #emporary directianai signs for
regulating parking and tra c control as directed and approved by the Viliage.
E. Prohibited Fees. Unless otherwise agreed to by the Ilage in writing, User is
prohibited from charging or collecting: (i) admission fees or seiling tickets the activities on the
Soccer Field; (ii) sponsarship #ees and revenues, (iii)and any and all other revenue of any kind
and nature, other than the fees charged by User ta its participants fior participating in the youth
soccer toumament.
F. Supervlsion. User shalf be solely responsibie for supervising and monitoring the
use and occupancy of the Soccer Fieid and the activities conducted by User's agents,employees,
volunteers, contractors, invitees, guests, and par#icipants while an Ilage property. User
acknowledges and agrees that the Village and its emplayees, officers,members,afficiais,agents,
attomeys, and representa#ives shatl have no responsibilities, duties, or obliga#ions whatsosver ta
Msuperviseormonitor#he Soccer Fie1d during User's, or any person permitted by User, use of the
Soccer Field.
G. Insurance. User shatl at all times carry liability and property dannage insurance at
levels required by #he Vilfage (ir cluding $2,UOU,ODO of generat aggregate liability), naming #he
Viliage as an additiona{insured. All such policies sha#I contain a waiver of the con#rackual liability
exc(usian, if any, con#ained in such policiss. User shaU pravide the Village with a certificate of the
aforesaid insurance fior the Villa e's approval by Aprii 15, 2018. The Village shall have the right
to tenninate the Agreemen#if the User fails tQ provide insurance c verages,am unts of cove age,
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or carriers that are approv c4 by the Viilage, which such approvals the Nage shat{ not
unreasonabiy withhold.
The insurance required herein may not be canceisd untit a tMi ty (3fl)day prior nofice is given to
the Village or until this Agreement terminates. CanceNa#ion car lapse of the insurance required
shali result in the termination of User's righ#s under#his Agreement#o uti(ize the Soccer Field.
H. lndemn ca#ion. User shali, wi#hout regard #o the availabiHty or unavailability of
any insurance of the Village, indemnify the Viilage, and its respective o cers, memt r, offcials,
employees, agents, attomeys, ar d representatives agair st, and hold the Ilage, and its
r spective officers, members, o cials, empfoyess, agents, attorneys, and represen#atives,
harmless from, any and ali lawsuits, ciaims, demands, damages, liabilities, lasses, and e enses
including attorneys' fees and administrative expenses), fhat may be sustained or incurred as a
rssult of or in connection with User's use or occupancy of the Saccer Fieid or with the perfarmance
af, or failure ta perform, its abligations under this Agreement,whether or not due or cla med to be
due in whole or in part to the ae#i re, passive, or concurrent negligence of the Village, but not
including {awsuits, claims, demands, damages, liabilitiss, iflsses, and expenses (including
attomeys' fees and administrative expenses) sus#ained or incurred soiely as a result af the
negligence or due#o the willfu# misconduct ofi the Village. Use's obligatians required pursuant to
this Section 5,H sha{I suruive the termination af this Agreement.
I.Assumpticn of Risk. User agrees to assume the fulf risk af any injuries, inctuding
dea#h, and a!i cosfs, damages, and iosses that User or its members, employees, agen#s,
contractors, officers, representa#ives, and participants in its programs may sustain while on #he
Soccer Fieid or while participating in any program sponsared or administered by User, ar as a
resuit of the reasonable condition, reasonable rnain#enant, and use of the S ccer Field.
J. Waiver of Liability. User shail, artd daes fisreby, waive, r#ease, and relinquish
all claims of every kind, known and unknown, present and future,tha#User may have against the
Viilage and its officers, agenfs, servants,employees, and attomeys arising out vf, connected with
or in any way r lated to#he use of#he Soccer Fisld, ar as a result#the cor dition, main#enance,
and use of the Soccer Field,
SECTlON 6. ENFORCEMENT.
A. General. The Parties may, in la w or in equity, by suit, actian, mandamus, or any
other proceeding, enfarce this Agreement. User agrees that it wiil not seek, and does not have
the right to seek, to recover a judgment for monetary damages against the Viilage or any elected
ar appointed officials, o cers, employees, agents, represent#ives, engineers, or attorneys of the
V+llage, an accoun# of the negotiation, execution or breach of any of the terms and canditions of
this Agreement.
B. Prevailin Partv. 1n the event o# a judicial prt ceeding brought by one Party
against the other Party, the prevailing Party in such judicial praceeding shall be entitled to
reimbursement from the unsuecessful Party f all costs and e enses, including reasonable
attorneys'fees, incurred in connection wit such judicial proceeding,
C. Force Maieure. lf the Village is tlelayed or hindered in or preven#ed firom the
performance of any act required hereunder because of strikes, lockouts, inability to procure labor
or materials, failure of power, restrictive iaws, rivts, insunec#ion, war, fire, inclement weather or
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othef casualty or other reason ofi a simila or dissimilar nature beyond the roas nable control of
the Viliage, financial inabiii#y excepted {each, a "Force Majeure Event"}, perfcarmance of such ac#
shail be excused for the periad of deiay caused by the Force Majeure Event.
SEGTION 7. USER WAitRANT1ES.
User hereby represents and warrants to the Viflage, to the best of i#s knowledge and
information as of the date of this Agreement, as foltows:
A. User has the authori#y and the legal right #o make, deliver, and perform this
Agreement, and has taken or wil!take ail necessary ctions and obtain alf required ct>nsents and
approvals to authori2e the execution, defivery, and performance of#his Agreemen#.
B. This Agreement constitutes ths legal, valid, and binding obligation of User and is
enforceabis against User in accordance with its terms.
C. The parties execu#ing this Agreement on behaif of User have fuli authority to bind
User to those obiigations and to act'on behalf of User.
SECTION 8. GENERAt..PROVISIONS.
A. Notices. Rli notices and payments required or permitted to be given under this
Agreement shail be given by the Parties by(i) personal delivery, (iij deposit in tfie United Sta#es
mail, enciosed in a sealed envelope with f+rst class postage therean, or (iii) deposit with a
nationaily recognized ovemight dslivery service, addressed as s#at d in this Section 8.A. The
address of either Party may be changed by written notice to the other Party. Any maiied notice
shal{ be deemed to have been given and received with'rn three days after the same has been
mailed and any notice given by overnight courier sha11 bs deemed to have been given and
recefved within 24 hourr after deposit.
Natices and communications to the Village shall be addressed to, and delivered at, the
foliowing address:
If to the Village: Viilage o#ak Brook
1200 Oak Brook Road
Oak Brook, IL 60523
Attention: Sean Creed, Golf Ciub
Superintendent/Manger
If to User: Eclipse Setect Soccer Ciub, 1nc.
7Q0 ak Brook Rd.
Qak Brook , N(inois 60521
Att: Lau Reina
B. Arnendments and Mod ications. Nv amendment or modi cation #o this
Agreement shall be effective uniess and until it is reduced ta writing and approved and executed
by the parties#o this Agreement in accordance with aA applicabie statutory procedures.
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C. Assis nment. User shall not assign i#s rights or responsibilities under fhis
Agreement except upan#he express prior wr tten ccyn ent of the!{age.
D. filo Jt nt Venture. It is hereby understood and agreed tF at nothing cantairted in
this Agreemen#shal! be deemed or construed as crea#Ing the relationship vf principa{and agent,
partnership or joint venture betureen #he parties to this Agreement, it being agreed that no
pravision of tfiis Agr ement and n a ts ofi the parties to this Agre ment shali be deemed t ereate
any refatianship befin+een the partiea other#han the relationship set forth s ci catly by th terms
of this Agreemen#.
E. No Propech interest. 1#is spec cally agreed and understoati that this Agreement
is for permissive, tempofary use only and that the exercise of the righ#s and privileges gcanted in
this Agreement shal( not operate to crea#e or ves#any property right in and to#he Property or any
part#he eof in User.
F. No Third-Partv Beneficiariss. This Ac reement is for#he soie beneftt of User and
the Village, and no other party sha!{be desmed a third-party benefi i ry hereof, and accordingly,
no third-party shall have the right#o enforce the pravisions ef this Agr emen#. Na claim as a third-
party beneficiary under this Agreement by any p rson, ftrm, or corporation shall be made or be
valid against the Viltage and its employees, officers, members, o cials, agenfs, attorneys, and
represerrtatives.
IN WtTNESS WHERE4,the parties have caused this Agreement to be sxecuted by#heir
duly authorized representatives as of the d te firs#above written,
ATTEST: VtI.LAGE DF OAK BRt?OK an flNnois
municipal corpora#ion
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By: i f,''' gY:
Village Clerk Village Manager
ATTEST: ECLIPSE SELEGT SOCGER Ci.UB, lNC.
an illinais corpora#ion
By: e-_ BY
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Title:0 Q Y- 1
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