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CCR2007057. COMMON COUNCIL - CITY OF MUSKEGO RESOLUTION #057-2007 RESOLUTION TO ACKNOWLEDGE TRANSMITTAL OF FINAL WRITTEN RECOMMENDATION SUBMITTED BY THE CITIZEN STUDY COMMITTEE ON THE FUTURE OF CITY OWNED SETTLEMENT CENTER PROPERTY WHEREAS, On June 27,2006, the Common Council adopted Resolution #139- 2006 which further established and defined a citizen committee to study and make recommendations to the Common Council concerning the future of the City owned settlement center property, and; WHEREAS, On February 27,2007 the Citizen Study Committee unanimously adopted Resolution #1-2007 which formally transmitted the "City of Muskego/Muskego Historical Society Old Muskego Settlement Centre Agreement" to the Common Council as called for in Council Resolution #139- 2006. . NOW, THEREFORE, BE IT RESOLVED That the Common Council of the City of Muskego hereby acknowledges receipt of the Citizen Study Committee's adopted Resolution #1-2007 which transmits the Committee's proposed Agreement. BE IT FURTHER RESOLVED That the Common Council hereby refers the proposed Agreement on to the Parks and Recreation Board for review and recommendation to the City's Finance Committee. BE IT FURTHER RESOLVED That the Common Council acknowledges the efforts of the Citizen Study Committee on the Future of City Owned Settlement Center Property and thanks its members for their service to the Common Council. DATED THIS 13th DAY OF March ,2007. This is to certify that this is a true and accurate copy of Resolution #057-2007 which was adopted by the Common Council Q the City of Muskego. " L . 3/07jmb . CITIZEN STUDY COMMITTEE ON THE FUTURE OF CITY OWNED SETTLEMENT CENTER PROPERTY RESOLUTION #1-2007 RESOLUTION TRANSMITTING FINAL WRITTEN RECOMMENDATION TO COMMON COUNCIL AS REQUIRED BY COMMON COUNCIL RESOLUTION #139-2006 WHEREAS, on June 27,2006, the Common Council adopted resolution #139-2006 which further established and defined a citizen committee to study and make recommendations to the Common Council concerning the future of the City owned settlement center property, and; WHEREAS, the resolution called for the Citizen Committee to study and make a written recommendation to the Common Council within six (6) months of their first Committee meeting addressing the following issues: . · the creation of a draft document that provides for a working relationship between the City of Muskego, the Muskego Historical Society and the other users of the Settlement Center which shall address the ability of all users to co-exist positively and productively in the best interests of the community at large · the protection of the Old Settlement Center (which is a community asset) by identifying the entity(s) responsible for managing and funding operations for the site, and · the protection of the Old Settlement Center (which is a community asset) by identifying the entity(s) responsible for managing and funding capital improvements for the site. WHEREAS, the Citizen Committee, following an extensive and intensive effort to develop and structure an Agreement which it believes appropriately addresses the issues defined above, has as of this date completed the work they were charged by the Coinmon Council to do. NOW, THEREFORE, BE IT RESOLVED, that the Citizen Study Committee on the Future of the City Owned Settlement Center Property hereby transmits to the Common Council the attached Agreement, which is recommended by the Committee for use and is titled "City of Muskego/Muskego Historical Society Old Muskego Settlement Centre Agreement." . BE IT FURTHER RESOLVED, that the Citizen Study Committee is available to meet jointly with the Common Councilor other City Committees to answer questions and or discuss the Citizen Cormnittee recommendation as deemed appropriate by the Common Council. Citizen Study Committee on the Future of City Owned Settlement Center Property Reso. #1-2007 Page 2 . BE IT FURTHER RESOLVED, the Committee thanks the Common Council for the opportunity to be of service to the Common Council and the City and strongly urges that the Common Council adopt and utilize this Agreement as presented by the Citizen Study Committee on the Future of the City Owned Settlement Center Property. DATED THIS 27TH DAY OF FEBRUARY, 2007. SPONSORED BY: CITIZEN STUDY COMMITTEE ON THE FUTURE OF THE CITY OWNED SETTLEMENT CENTER PROPERTY . Ald. Tracy Snead Council Representative to Parks & Recreation Board Ald. Robert Melcher Council Liaison to the Muskego Historical Society Joseph Roman Muskego Historical Society Member Kathy Chiaverotti Muskego Chamber of Commerce Member Sandra Kurka Member with Museum/Historical Background Suzi Link Citizen Member Diane Ruehle Citizen Member ~~!::rm~ . 2/23/2007 . CITY OF MUSKEGO/MUSKEGO HISTORICAL SOCIETY OLD MUSKEGO SETTLEMENT CENTRE AGREEMENT This agreement is made and effective as of the day of 20XX, and runs thru the day of 2ÜXX, by and between the Muskego Historical Society (the "Society") and the City of Muskego (the "City"). (5-year duration recommended) SECTION ONE: INTRODUCTION I. MISSION STATEMENT - The Old Muskego Settlement Centre (known as "Settlement Centre") is a special use park that will showcase Muskego's historical assets. II. VISION STATEMENT - The Settlement Centre will be available for public use for educational, recreational, and other such activities as deemed appropriate by the governing bodies. The Settlement Centre will use any money generated to offset overhead costs that come with day-to-day uses of the facilities and grounds. . III. PURPOSE A. This agreement identifies specific and non-specific responsibilities related to facilities and grounds guidelines and procedures for joint use by the City and the Society. These guidelines and procedures include facility responsibility guidelines, priority levels for facility usage, maintenance and operation, scheduling, usage fees and charges, a general description for facility usage request procedures, contact persons, and consequences for not complying with agreement. B. It is the intention of the City and the Society to coordinate facilities and collaborate in order to deliver educational, social, recreational, and cultural services to all members of the community. SECTION TWO: FACILITY RESPONSIBILITIES 1. DESCRIPTION The property covered by this agreement is that property know11 as the Old Muskego Settlement Centre (See Appendix A). . Put legal description of land here/map from Adam 1 . . . II. PRIORITY LEVELS FOR USAGE BY BUILDING/AREA A. Town Hall Upper Level, Settlement Centre Grounds, boardwalk, well building, and parking lot 1st Priority - City of Muskego A. Parks & Recreation activities, programs and meetings; B. Other official city functions 2nd Priority - Historical Society (Events, Programs & Meetings) 3rd Priority - City of Muskego-based clubs/associations, individuals, groups, and affiliations (private or otherwise); 4th Priority - Non-resident B. Town Hall Lower Level Museum, Barn, Machine Shed, School House, Wohlman House, Log House, Kerney Log Cabin, Church, and any future building that meet criteria for historical purposes. 1st Priority - Historical Society (Events, Programs & Meetings) 2nd Priority - City of Muskego A. Parks & Recreation activities, programs and meetings; B. Other official city functions 3rd Priority - City of Muskego-based clubs/associations, individuals, groups, and affiliations (private or otherwise). 4th Priority - Non-resident (See Appendix B for definition of groups) III. OPERA TIONS & MAINTENANCE OF SETTLEMENT CENTRE 2 A. Settlement Centre Areas Include: 1. Town Hall Upper Floor/Settlement Centre Grounds !Boardwalk/Parking! Well Pump Building- - A Master Facility Schedule will be kept and maintained by the Parks & Recreation . . . Department. Anyone wanting to reserve the Settlement Centre must fill out a Rental Application form for approval by Parks & Recreation. Duties for this area include but are not limited to scheduling, supervision, cleaning, maintenance, etc. during City events/programs. The City will work with the Society on scheduling. At no time shall any persons be able to use the lower floor while using the upper floor (main floor) for recreational purposes under this agreement, unless agreed upon by both parties. 2. Town Hall Lower Floor- - Duties for this area include but are not limited to scheduling, supervision, cleaning, maintenance, etc. during Society events/programs. Schedule of activities for this floor as well as all other Society events shall be forwarded to the Parks & Recreation Department so a Master Facility Schedule of the entire building exists. 3. All Other Historical Buildings - This includes Barn, Machine Shed, School House, Wohlman House, Log House, Kerney Log Cabin, Church, and any future buildings that meet criteria for historical purposes. Anyone wanting to reserve these buildings must fill out a reservation form for approval by the Historical Society. A Master Facilities Schedule for these buildings will be kept and maintained by the Parks & Recreation Department. Duties for this area include but are not limited to scheduling, supervision, cleaning, maintenance, etc. during Society events/programs. B. Responsibilities for the Settlement Centre Areas: 1. Responsibility - The Parks & Recreation Board will be the liaison from the City to the Society. It is understood between the parties that the City assigns this agreement to its Parks & Recreation Board for the purposes of allowing the Parks & Recreation Board ofthe City to manage and control the property pursuant to the terms of this agreement. 2. Improvements/Additions - Any improvements to be made for recreational purposes shall be made by and at the sole expense of the City. Any improvements to be made for historical purposes shall be made by and at the sole expense of the Society unless otherwise agreed upon by both parties in support of the site's mission and vision. All proposed improvements must be previously authorized via the NotificationJRequisition Form (1/11/07). Any substantial change which otherwise interferes with the historical significance of the buildings must first be approved by the Society and Common Council. All buildings and grounds, as well as any future buildings or structures, are and remain the 3 . . . 4 property of the City regardless of the party(s) involved in adding, maintaining or improving such property. 3. Inspections/Structural Repairs -The City reserves the right to enter buildings for structural inspection purposes, accompanied by a representative from the Historical Society. The City is responsible for assurance of the structural safety of buildings located on the Settlement Centre grounds. a. The City will either repair or remove any buildings containing major structural defects. b. Should the City not elect to repair a major structural defect, prior to removing the building, the Society will be given the option of having the defect repaired. c. If the Society elects to repair, the City and Society must agree upon and enforce a reasonable timeline for completion of the repair(s). 4. Annual Reports - Five-year maintenance plans and capital budgets shall be submitted by the Society, in August for the following year's budget, to the Parks & Recreation Board. A minimum of one time per year, the Society shall ask to be placed on the Committee of the Whole agenda to inform them on their current status/progress. Annual Information to be provided by Society to City: a. Annual financial report, b. One year and 5 year plan, c. General maintenance report for past year, d. Asset Inventory and list of current year acquisitions, and e. Notification of annual By-Law changes. 5. Repairs and Maintenance - The City shall be responsible for the repairs/maintenance to the Town Hall exterior, upper level of Town Hall, boardwalk, Pump House (well maintenance and repair), parking lot, and grounds (mowing and snow removal) while the Society is responsible for the repairs/maintenance for all other buildings and lower level of Town Hall. The City shall provide an adequate outside dumpster for litter and trash removal. 6. Supervision - The City through its Parks and Recreation Board or authorized users shall provide and be responsible for adequate supervision of the area at all times that it shall be used as a recreational program area and the Society for sponsored events/programming. 7. Sales - It shall be unlawful to sell or offer for sale food and/or refreshment or any other merchandise unless any required permit or license is obtained from the City of Muskego Clerk/Treasurer's office or Waukesha County. Alcoholic Beverages are subject to the provisions of Chapter 26.02 (l)(d) of the City's Municipal Code. . 8. Usage fees for the Town Hall and Old Muskego Settlement Centre grounds for yd and 4th priority group (as described in section three) are to be collected by the Parks & Recreation Department for overhead costs. Usage fees for the other buildings for 3rd and 4th priority group are to be collected by the Parks & Recreation Department but designated for Society use. 9. Cleaning and bathroom supplies and professional cleaning contract will be the responsibility of the City for the upper level of Town Hall. Cleaning of all other buildings and the lower level of Town Hall is the responsibility ofthe Society. 10. Yearly dumpster charge (1 pick-up per week) will be the responsibility of the City. All other pick-ups will be the responsibility of the site users responsible for the extra pick-up. . 11. The Parks and Recreation Department will pay 75% of the electrical, sewer, water, and gas costs for Town Hall. The Society will pay the remaining 25% of the electrical, sewer, water, and gas costs for Town Hall. This formula will be reviewed again during the city budget process in 2007. The City will bill the Society monthly for their expense portion. Each will be responsible for its own telephone related expenses. 12. The Society will agree not to allow any person to live or sleep on the premises without the permission of the duly authorized official of the City. 13. The Society agrees that they will, at their own expense, cause all damage or injury to the property of the City to be repaired if the Society, their agents or employees cause such damage. 14. The Society shall not, without written consent of the City, sublet the premises or any part thereof, nor assign, hypothecate or mortgage the agreement. 15. If the premises are destroyed by fire, flood, casualty, war, or any other purpose, then the agreement at the option of either party shall cease and come to an end. But in case of any partial damage, the City and/or the Society may restore the premises to the previous condition. . 16. The Society must provide the City with a copy of the Articles of Incorporation and a copy of the By- Laws and a complete catalog of all artifacts. Said list will become part of this agreement. The City and the Society agree that no artifacts of value can be sold or altered except to improve or restore the artifact(s) without the other's approval. If the 5 . Society becomes inactive or defunct, the City has first right of refusal for all artifacts owned by the society. This must be reflected in the Society's By-Laws and represented to the State of Wisconsin Historical Society. (Note... would require omendmerlÎ 01 [he Society.s by-lmvs.) 17. The Society agrees that all records shall be made available to the City and Common Council for inspection at any time during this agreement upon ten (10) business days notice. 18. The Society's interests are subordinate to that of the use by the City and/or its representatives in conducting the Muskego Community Festival on the Settlement Centre grounds and during the term of this agreement, the City and/or its representatives may construct any temporary structure it deems necessary in the conduct of such festivals or special events. SECTION THREE: SCHEDULING I. Non-City Hall/Society reservations will be taken on a first come, first served basis during the time the Parks & Recreation Department's program guide is current. All approvals will be based on priority levels as written in Section Two (II) of this agreement. All groups/individuals are required to complete a Rental Application form through the Muskego Parks & Recreation Department. The Muskego Parks & Recreation Board and the Society will approve special reservation requests. . II. The Society will decide all rental approvals for buildings other than the Town Hall upper level and the grounds. The Master Facility Schedule for all sites will be handled by the Parks & Recreation Department. III. Park hours are designated as 5 a.m. to 10 p.m. Any individual/organization wanting to extend these usage times must get approval from the Parks & Recreation Board. The general public is allowed on the park grounds during non-reserved dates dúring the designated park hours. SECTION FOUR: USAGE FEES & DEPOSITS/CHARGES h Usage Fees - Usage fees are exempt for City Hall use and Society use while usage fees will be explained within the Rental Policy and Rental Application form for all other individuals/groups. . 6 II. Deposits/Charges - Building deposits/charges for the facilities are exempt for City Hall and Society use, or as determined by the Parks & Recreation Board. Key deposit and security deposit (for facility equipment and cleaning) will be collected at time of reservation for all other groups/individuals. All setup, takedown, light cleaning, and garbage removal from building to dumpster will be the responsibility of the individual/group reserving the facilities under the supervision of the City or the Society. . SECTION FIVE: GENERAL FACILITY USAGE REQUEST PROCEDURES I. Facility Request Procedure - A Rental Application form must be on file with the Parks and Recreation Department office. Ifbeer is going to be consumed, a permit must also be on file with the Parks & Recreation Department office. City ordinance 26.02(d) stipulates that the consumption of beer will be allowed in any City park by permit only. II. A Master Facility Schedule for the Settlement Centre will be kept and maintained by the Parks & Recreation Department. Copies will be distributed to the Society, as needed. SECTION SIX: CONTACT PERSONS . I. The contact person for the Society will be the Muskego Historical Society President. The Society will also be responsible for listing two alternate contact persons. These names will be submitted to the Parks & Recreation Board. II. The Parks and Recreation Board's contact person will be the Parks and Recreation Director. If circumstances arise not covered by this agreement, the Society must contact the above person for a decision. III. _ There will be a Liaison between the Common Council and the Society. SECTION SEVEN: CONSEQUENCES FOR NOT COMPLYING WITH AGREEMENT The Parks and Recreation Board will annually review Settlement Centre use by the Society in regards to the agreed upon responsibilities set forth in this agreement. In the event of a breach of this agreement, a written notification shall be delivered to the second party, allowing 60 days to resolve the breach or present an acceptable timeline for resolving the breach. For continued breach of agreement, either party shall terminate agreement by doing so in writing to the other. Upon such notice, the agreement will terminate 60 days from the date of said notice. . 7 . . . SECTION EIGHT: LEGAL PROVISIONS Other Governmental Regulations. This agreement is subject to any and aìl governmental regulations as they may be amended from time to time over the term of this agreement. If the agreement is in conflict with said regulations, the regulations must be followed. Assignment. Neither the Society nor the City may assign its interest under this Agreement without the other party's prior written consent, which may be granted or withheld in such party's sole reasonable discretion. Notices. All notices permitted or required by this Agreement shall be given in writing and shall be considered given upon receipt if hand delivered to the party or person intended, or upon facsimile transmission to the fax numbers set forth herein, or one business day after deposit with a nationally recognized overnight commercial courier service, air bill prepaid, or five (5) business days after deposit in the United States mail, postage prepaid, by certified mail, return receipt requested, addressed by name and address to the party or person intended as follows: To the Muskego Historical Society: Muskego Historical Society P.O. Box 137 Muskego, VVI 53150 Attn: President To the City: City of Muskego VVl82 S8200 Racine Avenue Muskego, VVI 53150-0749 Attn: City Clerk-Treasurer Fax No.: 262-679-4106 Governing Law. This Agreement concerns real property located in the State of VVisconsin, and shall be interpreted and construed according to the laws of the State of VVisconsin. Severability of Provisions. If any of the terms or conditions contained herein shall be declared to be invalid.or unenforceable by a court of competent jurisdiction, then the remaining provisions and conditions of this Agreement, or the application of such to persons or circumstances other than those to which it is declared invalid or unenforceable, shall not be affected thereby and shall remain in full force and effect and shall be valid and enforceable to the full extent permitted by law. Captions. The captions in this Agreement are inserted only as matters of convenience and for reference and in no way define or limit the scope or intent of the various provisions, terms or conditions hereof. Binding Effect. The terms and conditions of this Agreement shall be binding upon and benefit the parties hereto and their respective successors and permitted assigns. Entire Agreement. This writing constitutes the entire agreement between the parties hereto, and all prior statements, letters of intent, representations and offers, if any, are hereby terminated. This Agreement may be modified or amended only by written instrument signed by both parties Counterparts. This Agreement may be executed in one or more counterparts, each of which will be deemed an original. 8 . Representations as to Authority. Each party to this Agreement represents and warrants that: (a) it has the power and authority to consummate the transactions contemplated by this Agreement; (b) all proceedings necessary for it to consummate the transactions contemplated by this Agreement have been duly taken in accordance with law; and (c) the persons executing this Agreement on behalf of it have been duly authorized to execute this Agreement. Termination. The Society agrees that at the termination of this lease they will promptly surrender the premises to the City and will have removed there from all of its appliances and equipment, placed thereon, and maintained by the Society in the operation of the kitchen area in the lower level of Town Hall. Any appliances or equipment remaining on the premises 60 days after expiration or other termination of this lease shall be deemed abandoned and shall become property of the City. The Society agrees that they will peaceably vacate all premises occupied by them and deliver to the City in good condition all premises used by them, ordinary wear and tear, damage by fire and by the elements excepted. Fax Signatures. The parties agree that fax signatures shall be binding on. the parties hereto. SECTION NINE: INSURANCE The City shall maintain sufficient insurance for both the City and Society from all claims for personal injury or death and all risk insurance for physical damage for the buildings. The City shall be held harmless for any loss or damage to the contents of the buildings or any artifacts held by the Society. . The City shall not be liable to the Society, their agents, employees, servants, customers, visitors, guests or to any person who may be damaged or injured including, but not by way of limitation, loss of life or damage to property by reason or arising by, through or out of the Society's right to use and improve the premises as herein provided. The Society shall hold harmless and indemnify the City from any such costs, claims, damages, expenses and liabilitie~ and shall further maintain in force at all times during the term hereof, a policy of public liability insurance insuring itself and the City against injury to property, person or loss oflife arising out of use and occupancy of the premises and the Society shall furnish to the City, as requested annually, a certificate of said insurance. (Levels/Dollar ,ml(nm1~: ;;nd cbss'..'s of insurancc" required \0 he dctcnnincd by lhe C:ornll1on C:ouneil (Jl' C:ily /\If.()l'ney.l . Dispute Resolution.. In the event of a dispute between the Society and the City arising out of this Agreement or the use of the Facilities, the Society and the City agree to attempt to resolve such dispute through mediation. In the event that the Society and the City cannot agree upon a mediator, they shall each propose a qualified mediator, and such qualified mediators shall choose a qualified third-party who will mediate the dispute. In the event that mediation does not resolve the dispute, the Society and the City agree to submit the matter to binding arbitration. Such arbitration shall be conducted in accordance with the then-current rules for commercial arbitration of the American Arbitration Association. The arbitration shall be before one arbitrator who is chosen in accordance with the American 9 Arbitration Association procedures. The arbitrator's decision in the dispute shall . be binding. I have reviewed these rules and fully understand the implications of them to the Muskego Historical Society. IN WITNESS WHEREOF, the parties have executed this agreement. CONCLUSION A. CHANGE: This Agreement is subject to change with joint approval from the City (Parks and Recreation Board and Common Council) and the Society. B. RENEWAL: This Agreement may be renewed between the City and the Society for a term of five (5) years upon three (3) months notice given in writing by either organization. This shall be contingent upon mutually satisfactory resolution for continued cooperative efforts by both organizations. It is understood between the parties that this agreement may be assigned by the City to its Parks & Recreation Board for the purposes of allowing the Parks & Recreation Board of the City to manage and control the property pursuant to the terms of this agreement. . Muskego Historical Society, Inc. President Secretary Pursuant to a resolution no. passed and approved on the day of , 20_, by the Common Council of the City of Muskego, this agreement is hereby executed. Assignment of Agreement This agreement is hereby assigned by the City of Muskego to the Parks & Recreation Board of the City for the purposes of allowing said Board to manage and control the properties that are the subject hereof pursuant to the terms of this agreement and subject to the ordinances and statutes of the State of Wisconsin relative thereto. Mayor, City of Muskego City Clerk/Treasurer . 10 . PiJl~,/\;~_;t~ iNS!' f{-l' ,\1 Dl:SCRIPTI i TliNI: \'f 15( !);\RDl !~S AS /\!>PI.:ND1X ;\ --- ....._-,._.._--~----~----_.__._._.- APPENDIXB Definitions: For the purpose of clarification in these policies, the following definitions apply for priority levels for usage: . Club/association-A Muskego-based, organized group of persons, banded together through a common activity interest, with officers elected from the membership. It has a written statement of purpose and a constitution or by-laws. The membership must be made up of at least 50% of Muskego residents. Individual or Group--Activity centered, but has little.or no organization, officers, statement of purpose, or by-laws. The applicant must live in the City of Muskego. Affiliations-A club or group that is affiliated with the Parks & Recreation Department and associated insofar as its interest is recreational in nature and it seeks only the use of recreational facilities. The membership of an affiliated club or group must be made up of at least 50% Muskego residents. Non-resident---Applicants who do not live in the City of Muskego. Recreational purposes - Improvements which are used for the benefit of recreation programming or are deemed necessary by the Parks & Recreation Board. Historical purposes - Improvements which are used for the benefit of Society events or are deemed necessary by the Historical Society Board. . Usage Fee-Fees that are paid for use of the facility. 11 . . . Key Deposit-Deposit fee that is received from the renter for keyes) to gain access to the facility. Deposit fee retumed when key is returned, Security Deposit-Deposit fee that is received from the renter to pay for any damages to the facility caused by the renter. Deposit fee is returned if no damage is done. Cleaning Fee-Fee that is charged to the renter in the event a special cleaning will need to be scheduled. PLEASE ATTACH CO'vlPLX:TFLfST ell :\R rfFi\C'TS AS APPENDIX C PI Sf. /\1 i :\C1l ( Y fiÌ' ARTIell>; UF fNCORPORÞ,TiON Of, I\H:St~.TGO HISTORICAL SOCIETY AS APPENDiX D PLEASE ATtA('!1 COj";' ur' i~Y-L\ \\is UF \.niSKFGO lljSTO!~i( /\í. snCll"! ~ AS :\PPEND1X PLEASE ATTA('I! RI UIRlD PR001 01. INSLiRANCE FR()\:l 'viUSKFGC) HTSTCJRiCAL SCK'lET'{ 1~.jS[ 'RiNG BOTl! iTSELF AND TIB. ury /\P\Tl\j!)f~\ F 12