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Temp Use Agreement Oak Brook SoccerTEMPORARY USE AGREEMENT Temporary Use Agreement ("Agreement') is made and entered into as of the ==t4_ day of February, 2019 ("Effective DateJ by and between the VTLLAGE oF oAKBRooK, an lllinois municipal corporation l"w age\,'anlthe oak Brook soccer club an lllinoiscorporation ("User'). SECTION '. RECITALS. . A. . . The Village owns a soccer field located in the village,s sports core in oak Brook,lllinois, and known as Field 3 ("Soccer Fierd"). . .B' ^ The Village desires to permit the user to use the soccer Field, and User desiresto use the soccer Field, for its_"soccer club rournament,' (a youth soccer tournameniy, on nugust30th through September 1sr, 2o1g in accordance with and'pursuant to the terms, conditions, andrestrictions of this Agreement. SECTION 2. GRANT OF LICENSES. . A. Qqent of License. subject to the terms and conditions set forth in thisAgreement, the Village hereby grants user, and User hereby accepts, a license to use the soccerField exclusively for the purpose of hosting a youth soccei tournament pursuant to and in strictaccordance with the terms . and. provisions of this Agreem enl (,'Fielct License,). useracknowledges and agrees that nothing in this Agreement shall be inteipreted to provide a licenseto user to use or alter the soccer Field in any wiy other than as speciied in this Agreement. . B. . . Limitation o, lnterest. Except for the Field License granted pursuant to thisAgreement, User shall have no legal, beneficial, or equitable intereit, wtret'he, uy .ou"rr"possession or prescription or othenivise, in the Soccer Field. . .q. as ls. user shail accept the soccer Fierd wHERE-rs and AS-rs, and subject toapplicable requirements of law. user acknowledges and agrees that: (1) lhe Viilage his madeno representation or warranty as to the suitability of the Sbccer Field for User's -youth soccertournament, and (2) the Village shall have no responsibility to maintain the Soccei Field in anyparticular condition or manner. User waives any implied warranty that the Soccer Field is or willbe suitable for User's intended purposes. This'Agreement shall apply, and user shall have noright to terminate this Agreement, if the Soccer Fieid is unable to ue usi:d for User's yorth ,o""";tournament due to inclement weather conditions. . .9. &p!!E!!on A special event apprication is required when a community event islocated in whole,or in part on p-ublic property or on private property within the Village when it mayhave a direct effect upon public property, traffic flow, or public health or satety, ino *nicr, mavrequire the use of special Village services SECTION 3. TERM OF LICENSE AND TERMINATION. A. ぐ'rermり Term. The Field License shall be from August 30th through September 1"r, 2019 B. Earlv Termination. . I Unilateral Termination -. Breach. ln the event that either party violates anymaterial provision of this Agreemenl,. the non-breaching party shall have the option and the rightto terminate the Field License and this Agreement prioito ttri expiration of the'Term - 2. rmmedi?te Ter.mination. Notwithstanding section 3.8.'r to the contrary, theVillag.e shall have the right to immediately t,erminate the Field iicense anO tnis-ntLement it: 1ayit delivers to User a Termination Notice that advises User of a breach that;onstitutes animmediate and significant risk^to the_well-being and safety of the soccer rieh, any vittageemployees, or any user of th9 -Soccel Field; andlb) user fails to immediately cur" ine 6reach ina manner satisfactory to the Village Manager. .. .C:. . Surrender of thg Premises. Upon the expiration or termination of this Agreement,User shall, at its sole cost and expense, iemove from ihe Soccer Field all of its matEriats andequipment and restore the Soccer Field to the condition existing at the commencement of thisA-greement, notwithstanding any ordinary wear and tear, in accordance with terms of Section S.C of this Agreement. SECTION4, FEES FOR LICENSE. ln consideration for the Soccer Field License and other good and valuable consideration, User agrees to pay to the Village a use fee of $5,250.00. SECTION 5. CONDITIONS. User and the Village agree that use the soccer Field is conditioned on the following: Permitted Ac“vnies and usesi Compliance wtth Laws. 1. User shal use and occupy the soccer Fierd sorery for the youth soccertournament. 2. User shafl not do or permit anything to be done upon the soccer Fierd oron any Village property which in any way may create a nuisance, or injure the reputation of theSports Core or the Village. 3 User's use and occupancy of the soccer Fierd shafl at aI times compry withall applicable federal, state of lllinois, and Village codes, ordinances, statutes, and regulaiions. B. Alterations' User shall not make any modifications to the Soccer Field withoutprior written approval from the Sports Core Director. C. Maintenance Bond: Clean Up and Repair. a user sharr post a cash bond with the Viflage in the amount of $1,500.00 as amainlenance and clean-up bond by August 1sth, 2019 ("Bond,). The Village shall refund the User the Bond within seven days upon ihe satisiactory reviewof the Soccer Field by the Director of the sports core unress the viflage draws upon the Bond in accordance with section 5.E.b of this Agreement. ll -2- unless the vilage draws upon the Bond in accordance with section 5.E.b of this Agreement. b. User sharr be responsibre to fufly restore the soccer Fierd to the same condition as it was prior to the commencement of the Term, notwithstanding ordinary wear and tear, by 12:00 p.m. on Tuesday, September 3'd, 2015 including, but not limited to: i. The removal of all equipment; ii. the removal and or cleahing of all portable toilet facilities; iii. the removal of all equipment, structures, or other similar items provided to seat or hold spectators; and iv. the removal of all trash, debris, and personal property. Should any of the items required to be removed by this Section 5.E.b remain on the Soccer Field, or the Soccer Field is not restored to same condition as it was prior to the commencement of the Term, by 12:00 p.m. on September 3'd, 2019, User shall pay the Village an additional fee of $.1,000.00 per day until such items are removed and the Soccer Field is fully restored. The Village shall have the right to draw upon the Bond to collect the first $1,500 charged to the User pursuant to this Section 5.E.b. D. Traffic and Parkinq control. lf determined necessary by the vilrage, user shall provide traffic and parking control to the satisfaction of the Village. lf necessary, thi Village may assign special duty police service to control traffic and parking. The User agrees to reimburse the Village for all such special duty police service at the rate set by the Village for special duty police officers. user also agrees to provide all necessary temporary directionai signs for regulating parking and traffic control as direcled and approved by the Village. E, Prohibited Fees. Unless otherwise agreed to by the Village in writing, User is prohibited from charging or collecting: (i) admission fees or selling tickets the activities on the soccer Field; (ii) sponsorship fees and revenues; (iii) and any and all other revenue of any kind and nature, other than the fees charged by User to its participants for participating in the youth soccer tournament. F. Sueer,visiol. User shall be solely responsible for supervising and monitoring the use and occupancy of the Soccer Field and the activities conducted by Use/s agents, employles, volunteers, contractors, invitees, guests, and participants while on village property. User acknowledges and agrees that the Village and its employees, officers, members, officialj, agents, attorneys, and representatives shall have no responsibilities, duties, or obligations whatsoever to supervise or monitor the soccer Field during User's, or any person permitted by User, use of the Soccer Field. G' . lnsurance' User shall at all times carry liability and property damage insurance at le_vels required by the Village (including $2,OOO,OOO of general aggregatL tiabili{r), naming the Village as an additional insured. All such policies shall contain a wiiveiof the coniiactual liability exclusion, if any, contained in such policies. User shall provide the Village with a certificate of the aforesaid insurance for the villag.e's approval by May 31, 2019. The village shall have the right to terminate the Agreement if the User fails to provide insurance coverages, amounts of coverage,or carriers that are approved by the village, which such approvils the village shall notunreasonably withhold. The insurance required herein may not be canceled until a thirty (30) day prior notice is given tothe -Village or until this Agreement terminates. Cancellation oi tapse oithe insurance requiredshall result in the termination of User's rights under this Agreement to utilize the Soccer Field. H' hqer!4ilicatign- User shall, without regard to the availability or unavaitability ofany insurance of the Village, indemnify the Village, and its respective officers, members, officials,employees, agents, attorneys, gld representatives againit, and hold the Village, and itsrespective officers, members, officials, employees, agents, attorneys, and reprEsentatives, harmless from, any and all lawsuits, claims, demands, damages, liabilities, losses, and expenses(including attorneys'fees and administrative expenses), thai may be susiained or incurred as aresult of or in connection with Use/s use or occupancy of the Socclr Field or with the performance of, or failure to perform, its obligations under this Agreement, whether or not due or ilaimed to bedue in whole or in part to the active, passive, or concurrent negligence of the Village, but notincluding lawsuits, claims, demands, damages, liabilities, losiei, and expenses- (including attorneys'fees and administrative expenses) sustained or incurred solely as a result of the negligence or due to the willful misconduct of the Village. User's obligations required pursuant tothis Section 5.H shall survive the termination of this Agreement. l. ..Assumption of Risk. User agrees to assume the full risk of any injuries, includingdealh, and all costs, damages, and losses that user or its members, employees, agents-, contractors, officers, representatives, and participants in its programs may susiain while on the soccer f ield or while participating in any program sponsored or administLred by User, or as aresult of the reasonable condition, reasonable maintenance, and use of the soccir Field. Waiyer. qf Liabilitv. User shall, and does hereby, waive, release, and relinquish all_claims of every kind, known and unknown, present and future, that User may have against thevillage and its officers, agents, servants, employees, and attorneys arising out of, .onnJded *ith or in any way related to the use of the Soccer Field, or as a resuit of the iondition, maintenance, and use of the Soccer Field. SECTION 6. ENFORCETIENT. .. A. Gener.al. The Parties may, in law or in equity, by suit, action, mandamus, or any other proceeding, enforce this Agreement. User agrees thit it will not seek, and does not havethe right to seek, to recover a judgment for monetary damages against the village or any elected or appointed officials, officers, employees, agents, represenlative!, engineers, o-r aftorneys oftheVillage, on account of the negotiation, execution or breach of any of tie terms and conj1ions ofthis Agreement. . B: Prevailinq Party. rn. the event of a iudiciar proceeding brought by one party against the other Party, the prevailing Party in such judiciat proceeding stritt U6 entiled toreimbursement from the unsuccessful Party of all cosis and expenses, -including reasonableattorneys' fees, incurred in connection with such judicial proceeding. `‐ c. Force Maieure. lf the Virlage is delayed or hindered in or prevented from the performance of any act required hereunder because of strikes, lockouts, inability to procure labor or materials, failure of power, restrictive laws, riots, insurrection, war, fire, inclement weather or other casualty or other reason of a similar or dissimilar nature beyond the reasonable control of the village, financial inability excepted (each, a "Force Majeure Event'), performance of such act shall be excused for the period of delay caused by the Force Majeure Event. SECTION 7. USER WARRANTIES. user hereby represents and warrants to the village, to the best of its knowledge and information as of the date of this Agreement, as follows: A. User has the authority and the legal right to make, deliver, and perform this Agreement, and has taken or will take all necessary actions and obtain all required consents and approvals to authorize the execution, delivery, and performance of this Agreement. B. This Agreement constitutes the legal, valid, and binding obligation of User and is enforceable against User in accordance with its terms. C. The parties executing this Agreemenl on behalf of User have full authority to bind User to those obligations and lo act on behalf of User. SECTION 8. GENERAL PROVISIONS. A. Notices, All notices and payments required or permitted to be given under this Agreement shall be given by the Parties by (i) personal delivery, (ii) deposit in the united states mail, enclosed in a sealed envelope with first class postage thereon, or (iii) deposit with a nationally recognized overnight delivery service, addressed as stated in this Section 8.A. The address of either Party may be changed by written notice to the other Party. Any mailed notice shall be deemed to have been given and received within three days after the same has been mailed and any notice given by overnight courier shall be deemed to have been given and received within 24 hours after deposit. Notices and communications to the Village shall be addressed to, and delivered at, the following address: lf to the Village: lf to User: Village of Oak Brook '1200 Oak Brook Road Oak Brook, lL 60523 Attention: Sean Creed, Golf Club Superintendent/Manager Oak Brook Soccer Club, lnc. 700 Oak Brook Rd. Oak Brook , lllinois 60521 Att: Chris Karabatsis ‐5- ^ B. . . amenc.ments and Modifications. No amendment or modification to thisAgreement shall be effective unless and until illETeduced to writing and approveo-anJ execureoby the parties to this Agreement in accordance with ail appricabte siatutory il"J;;. - ^ C'. Asfionment' User shall not assign its rights or responsibilities under thisAgreement excepl upon the express prior written c6nsent of-the Village. N9 J.gint venturp. rt is hereby understood and agreed that nothing contained inthis Agreement shall be deemed or construed as creating the reljtionship ot princiiai ano agent,partnership, or joint venture between the parties to this Agreement, ii uefig ;g;"0 ln"t noprovision of this Agreement and no acts of the parties to this A!reement shall Ueiee'meo to createany relationship between the parties olher lhan the relationship set forth speciticatiy uylne termsof this Agreement. E. . No. ProDertv lnterest. lt is specifically agreed and understood that this Aqreementrs.ror permlssive, temporary use only and that the exercise of the rights and privileges g-ranted inthis Agreement shall not operate to create or vest any property rignt'in and to the FiopJrtv o. "nvpart thereof in User. No Third'Partv Beneficiaries. This Agreement is for the sole benefit of User andthe.Village, and no.other party shafl oe deemeo a thirJ-party beneficiary hereof, and accoroingry,no third-party shall have the right to enforce the provisions of this Agreement, fl'o "fri, ". " tnirO-party beneficiary under this Agreement by any person, firm, or coiporation shall be made or bevalid against the Village and its employees, officers, members, officials, agents, attorneys, anorepresentatives. lN wrNEss WHEREOF, the parties have caused this Agreement to be executed by theirduly authorized representatives as of the date first above written. ATTEST: V∥lage Clerk V:LLAGE OF OAK BR00K,an i∥nOis municipai corporation -6‐ 囃 BRO10K SOCCER CLU3,lNC. ani騎 薩 … ATTEST: