2016/07/01 Menifee Valley Historical Association FY17 Historical Monuments MEMORANDUM OF UNDERSTANDING
BETWEEN CITY OF MENIFEE AND
THE MENIFEE VALLEY HISTORICAL ASSOCIATION
This MEMORANDUM OF UNDERSTANDING is made and entered into this 17th
day of August, 2016, by and between City of Menifee, a municipal corporation ("City")
and the Menifee Valley Historical Association ("Historical Association"), a Non-Profit
Organization. The City and Historical Association occasionally herein are each
individually referred to as "Party" and collectively as the "Parties". The Parties hereto
agree as follows:
RECITALS
A. The City was incorporated effective October 1, 2008.
B. The Historical Association is a non-profit organization dedicated to preserving the
history of Menifee Valley for future generations.
C. The City has set aside funding for the purchase and installation of several historical
monuments as part of the City's five-year Capital Improvements Program.
D. The Historical Association and the City have met to discuss location sites for
several historical monuments throughout the city that will serve to memorialize
families, land owners, and historical points of interest in Menifee.
E. The Historical Association has secured a donation/sponsorship in the amount of
$10,000 in Fiscal Year 2015-2016 from the County of Riverside office of
Supervisor Marion Ashley and is anticipating an additional $10,000
donation/sponsorship in Fiscal Year 2016-2017 as a match to the City's $20,000
from the five-year Parks Capital Improvement Program.
F. The Parties desire to enter into an agreement to formalize the funding partnership
into a formal public/private partnership for the benefit of preserving the history of
Menifee Valley the residents and future generations of the City of Menifee.
NOW, THEREFORE, the Parties agree as follows:
I. General.
A. Recitals. All Recitals set out above are true and correct.
B. Purpose and Understanding of the Parties.
1. The purpose of this Agreement is to formalize the funding partnership
between the City and the Historical Association into a formal public/private
partnership for the purchase and installation of several historical
monuments throughout the City that will serve to memorialize past history
of the region.
C. Implementation.
1. Commitments. The City and Historical Association agree on the location
sites, style, and wording of twelve (12) historical monuments.
2. Organizational Responsibility. The City agrees to provide the Historical
Association with documentation of payment received into the City of
Menifee Finance Department for the sole purpose of purchasing the
historical monuments.
D. Term. This Agreement shall be in effect from July 1, 2016 to June 30, 2017.
E. Responsibilities.
1. The Historical Association has made a donation of $10,000 to the City of
Menifee, for 2015-2016 CIP Project No. CS027, to complete the purchase
and installation of six historical monuments through a sponsorship from
the County of Riverside office of Supervisor Marion Ashley; and
2. The Historical Association anticipates an additional sponsorship from the
County of Riverside office of Supervisor Marion Ashley toward the
expansion of the same project and will make a donation of $10,000 to the
City of Menifee, for 2016-2017 CIP Project No. CS027, to complete the
purchase and installation of six additional historical monuments; for a total
of twelve.
3. The City of Menifee will match the Historical Association's $20,000
donation in fiscal year 2016-2017, to complete the purchase and
installation of twelve historical monuments throughout the City; for a total
project budget of$40,000.
II. Termination
This Agreement may be terminated with or without cause by either Party upon 30
days written notice.
III. Representations, Warranties and Indemnification.
A. Indemnification. To the fullest extent provided by law, the Historical Association
shall indemnify, protect, defend, and hold harmless the City, its officers,
employees, and agents from and against any and all claims, liability, costs,
damages, penalties, losses and expenses, and any other actions, suits, legal or
Menifee Valley Historical Association MOU
August 2016 Page 2
administrative orders or proceedings, demands or other liabilities resulting at
any time from the activities set forth in Attachment A or this Agreement.
B. Survival. Notwithstanding any other provision of this Agreement, this Section II
shall survive the termination of this Agreement.
IV. Miscellaneous.
A. General Provisions. This Agreement and all terms and conditions hereof shall
be governed by and construed and enforced in accordance with the laws of the
State of California, with venue in any action in the Superior Court of Riverside
Chamber. Any term herein can be waived only by a written waiver signed by
the Party against whom such waiver is to be asserted. This Agreement may be
executed in counterparts, each of which when so executed shall be deemed an
original, and all of which, together, shall constitute one and the same
instrument.
B. Attorneys' Fees. In the event of litigation between the Parties hereto arising out
of or in connection with this Agreement, the prevailing party shall, in addition to
any other relief awarded by the court, be entitled to recover its costs and
reasonable attorneys' fees as determined by the court.
C. Notice. Any notice to be given hereunder shall be effective only when in writing
and delivered to the Party to whom notice is being given personally, by fax or
by mail, to the address set out below:
To City: City of Menifee
29714 Haun Road
Menifee, CA 92586
(951) 672-6777
(951) 679-3843 fax
Attn: Rob Johnson, City Manager
To MVHA: Menifee Valley Historical Association
33751 Zeiders Road
Menifee, CA 92584
Attn: Elinor Martin
Either Party may change the place of notice to any other location by giving
notice to the other.
D. Amendment. This Agreement may only be amended by a document in writing
signed by the Parties.
Menifee Valley Historical Association MOU
August 2016 Page 3
E. Further Action. The Parties agree to and shall take such further action and
execute and deliver such additional documents as may be reasonably required
to effectuate the terms and conditions of this Agreement and to the extent
consistent with the terms hereof.
F. Authority. The persons executing this Agreement on behalf of the Parties
hereto warrant that (i) such Party is duly organized and existing, (ii) they are
duly authorized to execute and deliver this Agreement on behalf of said Party,
(iii) by so executing this Agreement, such party is formally bound to the
provisions of this Agreement, and (iv) entering into this Agreement does not
violate any provision of any other agreement to which said party is bound.
Dated: '�j ZQl(0 CITY OF MENIFEE, a municipal
corporation
By:
Robe J hnson, City Manager
Attes
/jp
\,Salah Manwaring, City Clerk
AP P VED AS TO FORM:
e ey T. Melc n , City Attorney
Dated: MENIFEE VALLEY HISTORICAL
ASSOCIATION, a California corporation
By: � � �
Elinor Martin, President
Menifee Valley Historical Association MOU
August 2016 Page 4