Historical Society - MarketsCONTRACT
CITE' OF EDMOIN-DS, WASHINGTON AND
EDMONDS-SOUTH SNOHOMISH COUNT' HISTORICAL SOCIETY
May 5 -October 6, 2018
The following is an agreement ("Agreement") between the CITY OF EDMONDS (hereinafter
referred to as the "City"), and the EDMONDS-SOUTH SNOHOMISH COUNTY HISTORICAL
SOCIETY (hereinafter referred to as the "Historical Society") (collectively, the "Parties").
WHEREAS, the Edmonds South County Historical Society has operated in the past a spring and
summer market, providing a marketplace for Edmonds residents to display their wares, which
uniquely promotes artists and other sinal] business persons and their products;
WHEREAS, the City Council finds that in addition to providing an opportunity for economic
development and a recreational resource to the citizens of Edmonds, the event promotes tourism to
the community and could provide an initial springboard for the development of a small business: and
WHEREAS, the City Council finds that the considerations the City provides are more than
adequately recompensed by the promises of the Historical Society and the public benefit to be
derived from this Agreement:
NOW, THEREFORE, in consideration of the promises, covenants, conditions and performances set
forth below, the Parties hereto agree as follows:
Res PL:ii9i°cEiSiii'ls0S 'L.1y«'" CiL1.
1.1 Garden Market (May 5 through June 9): The City shall provide use of the right of
way. Bell Street between 5th and 6th Avenues for farmer/producer based vendors each Saturday.
1.2 Summer Market (June 16 through October 6):
R The City shall provide use of the right of way, Bell Street between 5`h and 6`h Avenues and 51h
Avenue between Bei 1' _ ark Mah1 Streets, by tiie Hisior cal Soc e?y fol' the
event, each Saturday (Exception.' No Summer Market August 12 during Taste of Edmonds).
r The City shall allow vendor parking, on the south, east and west sides of the police parking lot
each Saturday (Exception: No Summer Market August 11 during Taste of Edmonds).
All use and configuration of tents and other temporary facilities used in this event shall be
icSjn'C L' . ntid 'i-ti'v' ��lv'e'u Ir iiJr w '&.e :Sri 1Jy Edrnol.ids tic Mari i Oi d`v5iciiiated
representative, in accordance with the provisions of the Open Air Market Ordinance. Tarps,
tents, canopies and covers shall be tested and labeled for fire resistance. Also, all participants
shall be required to adhere to all provisions of State and local law to insure that no lasting or
permanent damage. is done to any public facility or property. The Fire Marshal or the City, in
accordance with its lawful authority under statute and ordinance, may use their discretion to
cancel this event or to prohibit the attendance of the general public in certain areas when
doing so would be a violation of state law or local ordinance.
CQIV- 5- 32-5'
mm
The City shall install Summer Market banners as provided by Historical Society at approved
sites. Historical Society shall obtain a Street Banner Permit and pay the rewired fee.
_, :in ,c) Mny 4 i, a - -
the Market.
a The City shall install appropriate "No Parking Saturdays" signage on Bell Street by May 1
and on 5`?' Avenue South by June 12.
1.3 The City shall supply a list of acceptable compostable and recycl:abl€ food ware items
-d of supp fbr .+lie compostable i+erns to 5> r ofIgiV 1's'Tlie (*t1V sh.Mil; Provide
sianaae for the on-site collection containers: and any additional containers, if needed.
2. Responsibilities of the Historical Society.
2.1 Garden Market (May 5 through June 9) and Summer Market (June 16 through
October 6):
se- 1, , , s beg:, y, z } 6 ,100, p r.,Tcl ,` 5tll r , u 1 '^.(!d'1 y `e - :rcl r�
.. i?? ,+':/d,-�.-�}r�t,.�.. s �. e..'t"li. ��� 5.�'fila. c,�a 's C?i� A� �e4.ta. 2i1�E /.. ?3. i7i. �,���-t1i'ti., a =a� �� oon
Bell Street.
■ During the Summer Market, the sections of the Police parking lot not used by the Market will
be reserved for police parking only. Parking restrictions will be posted and vendor and
c-ustomer panich3g shall -not be allowed In tl3ls area. Violators may be towed at their own
expense.
■ For Garden Market and Summer Market. parking restrictions shall be posted indicating
violators will be towed. Police Department will attempt to notify owners. If not located by
6:30 a.m. police will proceed to have violating vehicles towed.
■ For Garden Market and Summer Market, street barricades are in place at 6:00 a.m. on
Saturday and removed by 5:00 p.m. Exception: During the Summer Market, the street
barricade at 5th Avenue and Main Street will not be placed, until atter Sound Disposal_ en..ters
4tll i t^ nr�^� n,il }.. +j -e R �. F i. t+t�.r .e,.,1 m -y -i -r"
Aver =_e _.-+ _1.- _.ss ihR alley ey n x` o �__ _lf :;Is- :l .'m3 _,) 3 -_day ____,1r,!jio s- +:�kp . �� .
Disposal will enter 5th Avenue from Main Street and access the alley_ by 8:00 a.m. at the
latest.
■ Historical Society shall obtain necessary Street Use Permits for Summer Market.
2.2 The Historical Society shall provide a Certificate of Insurance evidencing commercial
oche -1 lithility insoir?nce tolitten on 9.1 occurrence b?S'c WOt)l 1"m4s nn lass tl ar, S1 11TT1 f)OO
combined single limit per occurrence and $5,000,000 aggregate for personal injury, bodily injury and
property damage. The City shall be named as an additional insured on the Commercial General
Liability insurance policy and a copy of the endorsement naming the City as additional insured shall
be attached to the Certificate of Insurance. The insurance policy shall contain a clause stating that
coverage shall apply separately to each insured against whom claim is made or suit is brought, except
with respects to the limits of the insurer's liability. The City shall be named as an insured on the
Historical Soc1etv's General i lability insurance policy. The insurance 13,D1.cv shall conrain. or be
endorsed to provide that the Historical Society's insurance coverage shall be primary insurance. Any
insurance, self-insurance, or insurance pool coverage maintained by the City shall be in excess of the
Historical Society's insurance and shall not contribute to it. The Historical Society shall provide a
certificate of insurance evidencing the required insurance before using the property described herein.
Insurance shall be placed with 'insurers with a current A.M. Best rating of not less than A: VII.
2.3 The Historical Society agrees that the Market is a° public event. The Historical Society
further agrees that areas constituting the City -Provided Site that are covered under this Agreement,
including but not limited to public right of way, streets, sidewalks, parks, parking lots, gardens,
meeting halls and squares, are traditional public forums. As a result, the Historical Society shall
permit citizens attending events open to the general public at a City -Provided Site during the Market
to exercise therein their protected constitutional right to free speech without interference.
2.4 The City has enacted Ordinance 3749 restricting the use of single -use plastic
checkout bags. The restrictions do not apply to plastic bags used to carry out cooked food or
provided solely for .produce, bulk food or .meat. The Historical Society will encourage its
vendors to comply with the purposes of the ordinance by utilizing paper bags or encouraging the
use of reusable totes whenever practicable.
2.5 RC W 70.9}3.093 concerning event recycling became effective in Washington on July 22,
2007. The Historical Society will place clearly marked recycling containers dwoughout the Event aTca for
the collection of aluminum cans, glass or plastic bottles from event participants, and arrange for recycling
services.
2.6 Pursuant to the City's Resolution 1357, the goal of which is to promote the use of
C+CTii iai7lC CvTiipOi,'Ee1 Jye TOvQ SciV1Ce wares uiCi paCh%�it g, fo(itl vlndois at this purinc ev'enL arc strongly
encouraged to provide certifiable coraprstab.le food service; wares to package and present food to event
participants. In anticipation of future City restrictions vendors are also encouraged to reduce or eliminate
the automatic provision of beverage straws. Aluminum and steel cans, plastic bottles and certain plastic
cups that are accepted as recyclable, can continue to be acceptable for vendor use. When certifiable
compostable food service wares and packaging are used, and recyclable containers are offered, event
organizers will provide for the on-site collection of compostable and recyclable materials fi°om event
participants, using designated color -coded collection containers. Event organizers shall ensure that on-
site collection containers are serviced properly and continually during the event. The Historical Society
representative shall meet with the City's Recycling; Coordinator or representative prior to May 1, 20'1 R, in
order to be educated on the 3 -container system to maximize diversion of compostable and recyclable
materials from the garbage.
2.7 The Historical Society shall defend, indemnify and hold the City, its officers,
officials, employees and volunteers harmless frorn any and all claims, injuries, damages, losses or
suits, including attorney fees, arising from or in connection with the Historical Society's
performance, or nonperformance, of this Agreement, except to the extent that claims, injuries,
damages, losses or suits are caused by the sole negligence of the City, its officers, officials,
employees or volunteers. This promise to indemnify and hold harmless shall include a waiver by the
Historical Society of the immunity provided under Title 51 RCW, but only to the extent necessary to
fully effectuate this promise. This provision shall survive the termination and/or expiration of this
Agreement.
3•
2.8 Neither the Historical 'Society nor any of its officers, agents, or employees shall
discriminate in the 'provision of services under this Ap-eement against any individual, partnership, or
corporation based upon race, religion, segs, creed, place of origin, nor any other form of discrimination
;, ^ ?�-to •y f -d -r-1, State ,- loca1 law.
r �_..,
2.9 In addition, the Parties acknowledge that pursuant to the provisions of Initiative 901
as codified in Chapter 70.160 RCW (hereinafter the "smoking ban"), smoking is prohibited in indoor
areas, within 25 feet of vents or entrances and in outdoor areas where public employees of the City,
and employees of any vendor at the event or of the contracting organization are required to be. This
general description of the provisions of the initiative is included for the purpose of reference and is
not intended to expand or contract the obligations created by the smoking ban. The Historical Society
warrat-its that it will comply With, the snnoktvzg bwi aurid will loil'ze the ser-w'^es :Rr.d adv!ce of th-e
Snohomish County Health District in assuring compliance during the event described in this
Agreement.
2.10 Historical Society agrees to the following Market days:
Garden MarJQ& Saturdays, May 5 through :lune 9, 2018
Sum m- er Market: Saturdays, June 1.6 through lOctober -6, 201,8 (No Market August I 1
during Taste of Edmonds).
Historical Society agrees to the following Market hours of operation:
Garden Market open: 9:00 a.m.-2:00 p.m.
Set up: 7:00 a.m.-9:00 a.m.
Takedown: 2:00 p.m. -3:30 p.m.
Summer Market open: 9:00 a.m.-3:00 p.m.
Set up: 6:00 a.m.-9:00 a.m. (6:00 a.m. start on 5th Avenue; 7:00 a.m. start on Bell
Street)
Takedown: 3.00 p.m. -4:30 p.m.
2.11 The 'City shall have no responsibility or liability for the provision of security services
no
s1i li it Me liable for n.y loss .orclanaage i.nc,rred ??y,tl^e l-? stori_eal Soci I.h or the .pariic;.pants in
this event.
2.12 Historical Society shall provide fire watch for all times in and around the booths and
displays open to the general public as part of this event.
2.13 Historical Society shall provide a portable sani-can on Bell Street at a location. to be
agreed upon by the City and the Historical Society.
2.14 Individual vendors are responsible for packing out all of their own garbage. Historical
Society may deposit up to twelve (12) thirty-three gallon bags of garbage generated in their area in
the dumpster located in the Public Safety Center's trash enclosure that abuts Fire Station 17.
2.15 Historical Society shall arrange for and pay for a recycling container(s) from Sound
Disposal. Container(s) shall be stored and serviced in the Public Safety Center's trash enclosure that
abuts Fire Station 17.
2.16 Upon the completion of the event, historical Society shall make adequate provisions
for the cleanup, and restoration of all sites rented or provided_ under terms of this Agreement.
2.17 Historical Society shall pay the City all permit fees, in accordance with provisions of
open air market, Ordinance 43015, for the above-mentioned facilities use and services at least ten
(10) days prior to the event.
2.18 Colored flags or banners may not be placed in the existing holes in the public
sidewalk ..designated for the American flag program, .
2.19 No ground penetrations are allowed unless authorized first by the City electrician and City Parks
Department. Any unauthorized ground penetrations may be subject to fine and/or damage cost recovery
from the Historical Society. It is not allowed to fasten anything to the buildings, structures or trees, doing
so may result in damage cost recovery and /or fine.
3. Miscellaneous.
3.1 Entire Agreement, integration and amendment. This Agreement contains the entire
agreement and understanding between the Parties relating to the rights and obligations created
hereby, and supersedes all prior and contemporaneous negotiations, understandings, and agreements,
written or oral, between the Parties. Any prior discussions or understandings are deemed merged
with the provia.ions herein. This Agreement shah not 'tae amended, assigned or otherwise changed or
transferred except in writing with the express written consent of the Parties hereto. Any action to
interpret or enforce this Agreement shall be brought before the Superior Court of Snohomish County,
Washington, and the Parties agree that, as between thetas, all matters shall be resolved in that venue.
3.2 Force majeure. The Parties shall not be liable for failure to perform or delay in
performance due to fire, flood, strike or other labor difficulty, act of God, act of any governmental
authority,
,th^ m s'l~lo^
ority, rlu4 , e111b rgo, fuel energy aage, War slid cage, wracks or delays in transpor-cation, or
due to any other cause beyond the Parties' reasonable control. In the event of delay in perfonnance
due to any such cause, the date of delivery or time for completion will be extended by a period of
time reasonably necessary to overcome the effect of such delay.
3.3 Relationship between the Parties. Nothing in this Agreement shall be interpreted to
or in fact create an agency or employment relationship between the Parties. No officer, official,
,Cl,g�ii�, z' ip':i'�;y� �3� �'��Scilis`e�l`Jv %.f �i L ia%Vi icaiv��tY S[tii 'be %i'el%.�a iv be file SAri'c' Of file
City for any purpose. The Historical Society alone shall be solely responsible far all acts of its
officers, officials, agents, -employees, representatives and subcontractors dining the performance of
this Agreement.
DATED this t= flay of 2018.
0TY
ATT UT TED:
Sca ssey, ,City°Cterk
APFRo TO i U
RR
n4r�.
Office of the City Attorney
EDN4, 0\?TD'S-SOU T H'SNOHOMI'SH
COUNTY HISTORICAL, SOCIETY:
Its: -
Date:
;/-o-�7 4-
- Z,01 V
t f C ev
0-019