040-24 - Port Orchard Rotary Foundation - Contract MOUDocuSign Envelope ID: A07E8730-561C-41324-A71D-ABCFC54F578B
Contract No. 040-24
MEMORANDUM OF UNDERSTANDING
REGARDING FUNDING FOR GIVENS PARK IMPROVEMENTS
THIS AGREEMENT (this "Agreement") is made on the date of mutual execution set
forth herein, by and between the Port Orchard Rotary Foundation, a Washington nonprofit
corporation ("Rotary" and "Donor") and the City of Port Orchard, a Washington municipal
corporation (the "City") (collectively, the "Parties").
RECITALS
A. The City owns a public park located at the intersection of Sroufe Street and Tacoma
Avenue in the City called "Givens Park" (the "Park").
B. The City has obtained grant funding from the Washington State Recreation Conservation
Office (RCO) for a portion of the funding necessary to renovate the Park to expand the
recreational facilities for the community, including sports fencing, lighting, goals/hoops,
accessible routes, sport court surfacing, hillside viewing/seating, futsal, tennis, pickleball, and
basketball (the "Project").
C. Rotary initiated a fundraising campaign in an attempt to match the City's RCO grant for
the Project, and the City desires to accept such funding from Rotary.
C. The Parties desire to set forth the terms and conditions of the Donation in this Agreement.
NOW THEREFORE, for and in good and valuable consideration, the receipt of which is
hereby acknowledged, the parties hereto agree as follows:
1. The Donation. Rotary agrees to donate to the City, and the City agrees to accept from
Donor, monetary payment in the amount of $53,366.00 payable on June 3, 2024, provided, as the
fundraising call is ongoing, Rotary may supplement this donation with an additional payment on
or before August 1, 2024 without further action by the City Council (the "Donation"). Payment
shall be made to the City in the manner acceptable to the City's Finance Director. If Donor elects
to claim tax benefits associated with the Donation, the City agrees, upon request, to provide
Donor reasonable written verification of the City's receipt of the Donation and the value thereof;
provided, that the City makes no representations, warranties or guarantees relating to the tax
implications of such Donation.
The City shall utilize the Donation for any purpose so long as it is in furtherance of the
Project's completion, including but not limited to design, engineering, materials, and labor. The
City retains control over the Project and may determine a construction schedule for Project at its
sole discretion.
3. Signage. In exchange for the Donation, the City agrees that a portion of the Donation
shall be used for the design, purchase and installation of a commemorative sign acknowledging
the Donation installed at the Park upon completion of the Project in a location selected at the
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discretion of the City with input from Rotary, provided the metal sign shall not exceed 3' in
diameter and shall include copy that is mutually agreed upon by the City and Rotary.
4. No Assumption of Liability. By providing the funds set forth herein, Donor does not
assume liability for claims, actions, and damages relating to the operation and use of the City's
Park and the improvements and work funded pursuant to this Agreement.
5. Counterparts. This Agreement may be executed in one or more counterparts, each of
which will be deemed to be an original, and all of which together will constitute one and the
same instrument.
6. Governing Law. This Agreement is governed by and shall be construed according to the
laws of the State of Washington. Venue for any dispute arising hereunder shall be Kitsap
County, Washington.
7. Binding Effect. This Agreement is binding on the City, Donor, and their respective
successors, assigns and legal representatives.
8. Assignment. This Agreement may not be assigned without the express written consent of
the parties, which consent shall not be unreasonably withheld.
9. Entire Agreement; Amendment. This Agreement sets forth the final and entire
Agreement between the parties hereto and neither they nor their agents shall be bound by any
terms, conditions, statements, warranties or representations, oral or written, not herein contained.
No amendment or modification of this Agreement will be effective unless in writing and signed
by the City and Donor.
10. Notices. All notices required or allowed to be given pursuant to this Agreement shall be
in writing, and either (i) delivered in person to the party, or (ii) delivered by U.S. mail or private
courier, postage prepaid, or (iii) transmitted by facsimile machine to the facsimile number of the
receiving party (if any) stated in this Agreement. Notices will be deemed received the earlier of:
(a) when actually delivered, if personally delivered, (b) when transmitted if sent by facsimile or
email, or (c) three days after placement in the U.S. Mail or delivery to private courier, properly
addressed to the recipient.
If to Donor: If to the City:
PO Box 616
Port Orchard, WA 98366
Attn: Wayne Wright
City of Port Orchard, Washington
Attn:
Port Orchard, Washington 98366
Either parry may, by like written notice, designate a new address and/or addresses to which such
notices shall be directed.
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WHEREFORE, the parties have executed this Agreement as of the date stated above.
DONOR:
By Wayne S. Wright
Port Orchard Rotary Foundation
Its President 2023/2024
THE CITY:
City of Port Orchard, Washington, a
municipal corporation
DocuSigned by:
By�ln MIGSWA,
__8 li'_
Its Mayor 5/15/2024
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