3534 To enter into an agreement with the Tillsonburg Skate ShopBY-LAW NUMBER 3534
OF
THE CORPORATION OF THE TOWN OF TILLSONBURG
To enter into an agreement with the Tillsonburg Skate Shop.
WHEREAS The Town of Tillsonburg is desirous of entering into an agreement with the
Tillsonburg Skate Shop
AND WHEREAS the operator submitted a written proposal to the Town of Tillsonburg to
provide Skate Shop Services to the Tillsonburg Community Centre
AND WHEREAS Council passed a resolution to award the Skate Shop Operation to Tillsonburg Skate
Shop for a period of three years commencing September 1, 2011.
THEREFORE the Council of the Town of Tillsonburg enacts as follows:
1. THAT the Town of Tillsonburg enter into an agreement with the Tillsonburg Skate Shop
for the purposes of providing skate shop services to the users of the arena at the
Tillsonburg Community Centre.
2. THAT the Mayor and Clerk be hereby authorized to execute the attached agreement
marked as Schedule "A" on behalf of the Corporation of the Town of Tillsonburg
READ A FIRST AND SECOND TIME THIS 8th DAY OF August 2011.
READ A THIRD AND FINAL TIME AND PASSED THIS 8th DAY OF August 2011.
7
MAYOR-John Lessif
CLERK-Donna Hemeryck
SKATE SHOP OPERATIONS TERMS OF AGREEMENT
THIS AGREEMENT made in TRIPLICATE ON the day of J^,s in the
year Two Thousand and Eleven by and between: ^
THE CORPORATION OF THE TOWN OF TILLSONBURG,
OF THE FIRST PART
And
TILLSONBURG SKATE SHOP
OF THE SECOND PART
[Hereinafter called the "Operator"]
WITNESSETH: that the Tillsonburg Community Centre owns the Arena, and for the
purposes of providing skate shop services to the users of the arena requires and
operator to offer such services;
AND WHEREAS the Operator submitted a written proposal to the Tillsonburg
Community Center offering Skate Shop services;
Resolution No. 8;
Moved by: Councillor Klein
Seconded by: Deputy Mayor Renaud AND RESOLVE THAT Council receive
Report CSD 2011-10 Request for Proposal Results Skate Shop and
Concession Operations, as information;
FURTHER RESOLVE THAT Council award the Skate Shop Operation to
Tillsonburg Skate Shop for a period of three years commencing September 1,
2011
AND FURTHER RESOLVE THAT Council awards the Concession Operation to
Beres Catering for a period of three years commencing October 1, 2011.
"Carried"
NOW THEREFORE THE PARTIES, in consideration of the mutual covenants and
agreements hereinafter set out, hereby agree as follows:
1. DEFINITIONS:
Whenever in this Agreement the following words or phrases are used, they shall
have the following meanings:
a. "Business Premises" shall mean the Tillsonburg Community Centre Skate
Shop to which this Agreement applies.
b. "Facility" shall mean the Tillsonburg Community Centre in its entirety
2. Right to Sell At Business Premises
The Tillsonburg Community Centre grants the Operator exclusive rights to sell skate
sharpening, hockey supplies, figure skating supplies and clothing.
3. Terms of Agreement
The Agreement is effective from the Term, beginning October 1, 2011 and ending
August 31, 2014, unless terminated under the provisions of Articles 11 or 12, as
applicable.
Option for re-negotiation of payment and further renewal.
Payment for future years to be negotiated on a percentage of sales based on
operator's financial statements submitted.
4. Scope of Service
The Operator hereby agrees, as part of this Agreement, to be bound by and abide
by all of the terms and conditions contained herein.
The Operator will operate the Skate Shop for the visitors within the Business
Premises. Both parties agree that the skate shop hours will be based on the activity
level or events within the Facility. Operator shall post hours of operation in a
conspicuous location and provide a copy to Tillsonburg Community Centre Customer
Service Desk. The skate shop shall be available to the operator during posted
Tillsonburg Community Centre business hours as attached in Appendix A.
5. Financial Terms
During the term of this Agreement the Operator shall pay a monthly rental fee as
agreed of $275.00 plus applicable taxes. Installments shall be paid to the
Tillsonburg Community Centre by the Skate Shop Operator the first day of each
month.
The Tillsonburg Community Centre shall in no case be required to cover operational
losses in whole or in part at any time during the Agreement regardless of any
circumstances that may be presented in the operation of the facility.
The Operator shall also keep such other records as are necessary to perform its
duties efficiently and in accordance to the laws of Canada and the Province of
Ontario and shall produce these records for inspection when requested by
authorized representatives.
6. Skate Shop Operator's Responsibilities
• Post hours of operation near the entrance of the leased space
• Provide copy of WSIB Certificate 2011
• Provide copy of Proof of Insurance under a commercial policy with Dominion
Insurance with the Town of Tillsonburg co insured
• Operations would be from October until April of the following year or into the
summer season for special events and circumstances
• Skate Shop staff will be available to receive and accept all orders and
services
• Skate shop operator to provide cell phones to concession staff on duty
• Skate shop operator to rekey business lock and provide emergency key for
Tillsonburg Community Centre's key box.
• Skate shop operator to comply with all Ontario Occupational Health & Safety
Act
• Commence the Contract on October 1, 2011 and execution of all contract
documents and complete substantially all work by April 1, 2014
7. Provisions and Indemnities
The Operator agrees to not permit any liens or encumbrances to be placed against
the property of the Tillsonburg Community Centre as a result of its failure to make
all payments or perform all obligations as required and will take all necessary steps
at the Operator's expense to remove such liens.
The Operator agrees to be fully responsible for all actions or omissions of its
agents, employees, servants and invitees, and hereby agrees to indemnify and save
harmless the Tillsonburg Community Centre regulations, by-laws and procedures,
including, and without limiting the generality of the foregoing, those regulations by-
laws and procedures pertaining to safety and security.
The above provisions and indemnities shall survive the termination or cassation of
this Agreement.
8. Successor and Assigns
This Agreement shall extend to and be binding upon the parties hereto, and their
respective successors and assigns provided that neither party shall be entitled to
assign its interest in this Agreement or any portion thereof without the prior written
consent if the other party, which consent shall not be unreasonably withheld.
9. Interpretation
The terms and provisions if this Agreement shall be interpreted and construed in
accordance with the provisions of the laws of the Province of Ontario.
10. Termination of Contract For Cause
In the event of any material default in this Agreement by the Operator that is
within the reasonable control of the Operator, the Tillsonburg Community Centre
shall have the right to provide written notice of such default to the Operator and
demand that the deficiency or problem be rectified or a plan submitted by the
Operator to the Tillsonburg Community Centre to have the problem or deficiency
rectified within five (5) working days or such longer period as may be agreed to by
the Tillsonburg Community Centre. If the said default is not rectified or steps are
not taken to rectify the situation according to the agreed to plan, the Tillsonburg
Community Centre shall be entitled to issue a written notice of termination for
cause with no less than thirty (30) days notice and all commissions outstanding
shall be payable to the Tillsonburg Community Centre within thirty (30) days from
termination.
If the Agreement is terminated immediately, all outstanding monies shall be
payable to the Tillsonburg Community Centre within ten (10) days of termination.
11. Termination for Convenience
The Operator or the Tillsonburg Community Centre shall have the right to terminate
this Agreement within ninety (90) days written notice without cause. If this cause is
invoked, all outstanding monies shall be payable to the Tillsonburg Community
Centre within ninety (90) days of termination.
12. Loss or Damage
It is the Operator's responsibility to maintain appropriate controls over the storage
and safekeeping of property belonging to the operator and or their staff (including
but not limited to inventory and money) maintained on the premises. The
Tillsonburg Community Centre will not be liable for any loss or damage to the
Operator's property stored on the premises, for any reason.
13. Force Majeure and Limitation of Liability
Neither party shall be held liable for non-performance or damages if caused by
events of Force Majeure. Without limiting the generality thereof, events of Force
Majeure include events such as fire, flood, unusually severe wither and Act of God,
which events in every case are beyond the reasonable control of a party, provided
the same shall not apply to delay or excuse any financial obligation.
In no event shall either party be liable for any indirect, special, compensatory or
contingent damages or for the loss of opportunity, revenue or profit howsoever
caused.
Acceptance
SIGNED
Dated at Tillsonburg Community Centre this &9 day of VJ/UA^/ 2011//
yo
Skate S^lTJ&p Operator TilJ^6nburg Community Cer^reManager
Michael Papaioannau Janet McCurdy
The Operator shall:
• Provide a promise of performance for operating hours as listed in the
proposal from the proponent dated April 28, 2011 as follows,
The store will be open from September 1 - March 31 of each year, closing
from April to August. If the store wishes to extend their operating season or
open in the summer then a prorated fee will be charged based on operating
days.
Monday-Friday 5-9 p.m.
Saturday -9-8 p.m.
Sunday 10-4 p.m.
• Do and fulfill everything indicated by this Agreement; and ensure the
following,
• That all employees are trained in WHMIS and all MSDS binders are
kept up to date in all locations.
• That all facilities are secure and attended during posted work hours
• That all employees are sufficiently trained by the contractor to ensure
they are aware of their duties and all applicable Health and Safety
regulations pertaining to the work.
• Public Liability Insurance - The Contractor covenants and agrees that they
will carry public liability insurance for the operation of their equipment and
the carrying out of their work under their equipment and the carrying out of
their work under this contract to the extent of $2,000,000.00. The Contractor
covenants and agrees to name the municipality as co- insurer for the extent
of the contract.
• Workplace Safety Insurance Board certificate to be submitted upon signing or
on an annually basis or as required by law.
• Commence the Contract on September 1, 2011 and execution of all
contract documents and complete substantially all work by March 31, 2014
The Owner shall:
• Ensure that the owner has exclusive rights to sharpen skates and sell
merchandise related to their business on the grounds of the Tillsonburg
Community Centre
• Provide permission for the operator to place small signs in the dressing
rooms and main entrances to promote their business
• The Town of Tillsonburg reserves the right to cancel this
agreement within (15) days written notice for non performance.
General
In case of any inconsistency or conflict between the provisions of this
Agreement and the Specifications, or General Conditions, Information for
Bidders, or Special Conditions or Form of RFQ or any other document or
writing, the provisions of such documents shall take precedence and
govern in the following order, namely:
Form of Agreement
All communications in writing between the parties shall be deemed to
have been received by the addressee if delivered to the individual or to a
member of the firm or to an officer of the Corporation for whom they are
intended or if sent by post addressed as follows:
The Town of Tillsonburg
Department of Community Services
45 Hardy Avenue
Tillsonburg, Ontario
N4G 3W9
All terms and conditions of this agreement shall be for a three year period.
IN WITNESS WHEREOF the parties hereto have executed this agreement the day
and year first above written,
signing officers in that behalf.
SIGNEDAND DELIVERED
In the Presence of
CONTRACTOR
TILLSONBURG SKATE SHOP
TOWN OF TILLSONBURG
Clerk - Donna Hemeryck