R07-062
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2 RESOLUTION NO. R07- Oloa...
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4 A RESOLUTION OF THE CITY COMMISSION OF
5 THE CITY OF BOYNTON BEACH, FLORIDA,
6 AUTHORIZING THE CITY MANAGER AND CITY
7 CLERK TO EXECUTE A REGISTRATION
8 AGREEMENT WITH BOUNDLESS PLAYGROUNDS,
9 INC., WHICH ALLOWS BOUNDLESS
10 PLAYGROUNDS, INC., TO PROVIDE MATERIALS
11 AND SERVICES TO SUPPORT THE DEVELOPMENT
12 OF A CONFIGURATION OF PLAYGROUND
13 EQUIPMENT; AND PROVIDING AN EFFECTIVE
14 DATE.
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16 WHEREAS, Boundless Playgrounds, Inc., is a non-profit company that assists
17 public and private entities in the development of playgrounds that are barrier-free and
18 accessible to all; and
19 WHEREAS, the City of Boynton Beach desires to include a Boundless Playground
20 as part of the development at Congress A venue Community Park; and
21 WHEREAS, the Registration Agreement will allow the City to move forward with
22 development of construction drawings for the Boundless Playground and park.
23 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
24 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
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Section 1.
The foregoing "Whereas" clauses are hereby ratified and confirmed as
26 being true and correct and are hereby made a specific part of this Resolution upon adoption
27 hereof.
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Section 2.
The City Commission of the City of Boynton Beach, Florida does
29 hereby authorize and direct the City Manager and City Clerk to execute the Registration
30 Agreement with Boundless Playgrounds, Inc., which will allow Boundless Playgrounds, Inc.,
S:\CA\RESO\Agreements\Boundless Playground Registration Agmt.doc
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to provide materials and servIces to support the development of a configuration of
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playground equipment and surfacing that engables children with and without disabilities to
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interact and play together, a copy of which is attached hereto as Exhibit "A", and
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incorporated herein by reference.
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Section 3.
That this Resolution shall take effect immediately upon passage.
PASSED AND ADOPTED this ~ day of June, 2007.
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ATTEST:
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S:\CA\RESO\Agreements\Boundless Playground Registration Agmt.doc
BOUNDLESS PLAYGROUNDS
GO PLAYTM
REGISTRATION AGREEMENT
K07 -ofof)....
This Agreement made this _ day of , 20_, between the City of Boynton Beach, a
Florida municipal corporation ( "the Client") and Boundless Playgrounds, Inc. (hereinafter "Boundless
Playgrounds") to provide materials and services as defined below for a playground project to be located
at Congress Avenue Community Park, 3111 S. Congress Avenue, Boynton Beach, FL (the "Project").
1. Purpose of Aareement:
The Client desires to construct a playground that supports child development and is barrier-free
allowing all children - those without disabilities as well as those with physical, sensory and
developmental disabilities - to play together.
The sole purpose of this Agreement is to provide certain materials and services to support the
development of a configuration of playground equipment and surfacing that enables children with and
without disabilities to interact and play together. These materials and services, which are set forth in
greater detail below, will be provided upon execution of this agreement and receipt by Boundless
Playgrounds of the fee described below.
It is expressly understood that Boundless Playgrounds does not manufacture or install
playground equipment or surfacing. The Client further acknowledges that Boundless Playgrounds is not
retained as a safety expert and does not perform the services of a Certified Playground Safety Inspector
(CPSI).
2. Fee:
A fee of One Thousand Seven Hundred Ninety Five Dollars ($1,795) is required for the materials
and services described below and must accompany or precede this signed Agreement. The materials
and services to be provided in this Agreement shall commence upon receipt by Boundless Playgrounds
of this signed Agreement and the related fee.
3. Services to be Rendered bv Boundless Plavarounds:
Boundless Playgrounds will provide the Client with tools and materials intended to assist in the
design, development, and construction of a Boundless Playground barrier-free playground (the "Go Play
Materials" or "Materials"). The use of said Materials is restricted to those individuals directly involved in
the development of the Project specified in this agreement, and shall be used solely for the design,
development and construction of the Project.
Boundless Playgrounds will present the Client's project to potential sponsors for funding
consideration. It is the sole responsibility of any potential sponsors to select projects and make specific
awards based on their funding requirements. Boundless Playgrounds makes no representation that
funding will become available.
Boundless Playgrounds, or its authorized representative, shall assess the playground installation
to confirm that such installation meets the Boundless Playgrounds Performance Criteria. Boundless
Playgrounds will prepare an assessment report for the Client identifying any modifications necessary to
conform with Boundless Playgrounds Performance Criteria.
Boundless Playgrounds grants the Client a limited, non-exclusive license to use the names
"Boundless TM" and "Boundless Playgrounds@" and the Boundless Playgrounds logo in association with
the Project in accordance with Boundless Playgrounds' current usage standards which will be provided to
the Client from time to time. Boundless Playgrounds reserves the right to modify such usage standards
at any time and without prior notice. Such license is granted solely for use in promoting, financing,
HARTl-1387651-2
constructing, using and maintaining the Project, provided that the Client is in compliance with all its
obligations under this Agreement.
Notwithstanding the foregoing, use of the names ''Boundless™'' and "Boundless Playgrounds@,',
the Boundless Playgrounds logo and/or the words "A Boundless Playground" on signage at, near or about
the playground site requires specific written approval from Boundless Playgrounds. It is understood that
such approval may be withheld if the completed installation or the maintenance of the playground does
not meet Boundless Playgrounds Performance Criteria.
4. Client Responsibilities:
The Client agrees that it shall:
a) Include in its Request for Proposal or other bid documents a requirement that the playground
equipment purchased for this project be a Boundless Playgrounds@ Certified Model.
b) install a Boundless Playgroullds@ Certified rlllodel and equipment and safety surfacing in
accordance with Boundless Playgrounds Performance Criteria, the plan provided by the
manufacturer's representative and all the manufacturer's guidelines.
c) arrange for the required assessment of the playground installation to confirm that it meets the
Boundless Playgrounds Performance Criteria and make all necessary modifications identified in the
report.
The Client agrees to have any playground that it constructs inspected by a Certified Playground
Safety Inspector (CPSI) certified and currently licensed by the National Recreation and Parks
Association, Ashburn, Virginia, and to take any necessary corrective actions to ensure compliance with all
current safety standards. Boundless Playgrounds makes no representations as to whether any products
offered by any of the manufacturers listed above comply with the applicable safety standards.
The Client acknowledges that it is solely responsible for ensuring that all aspects of the Project
are compliant with any and all applicable federal, state, municipal and lor other accessibility standards
including but not limited to the Americans with Disabilities Act.
5. Tools and Materials:
Client acknowledges that the Materials, including all drawings, specifications and other
documents and tools, including those in electronic form, and the Boundless Playgrounds Performance
Criteria, are the exclusive property of Boundless Playgrounds and are provided to Client for use solely in
conjunction with the Project. Boundless Playgrounds shall be deemed the author and owner of all such
Materials and shall retain all common law, statutory and other reserved rights, including all rights of
copyright. Such Materials are the sole and exclusive property of Boundless Playgrounds and, subject to
the requirements of the Florida Public Records Law, Section 119.07, Florida Statutes, may not be used,
reproduced or displayed without the express prior written permission of Boundless Playgrounds.
The use of the Materials is restricted to those individuals directly involved in the development of
the Project specified in this agreement. The Client acknowledges that the Boundless Playgrounds
Performance Criteria is proprietary and confidential, subject to the requirements of the Florida Public
Records Law, Section 119.07, Florida Statutes and agrees that it shall not disclose such materials unless
required by law.
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6. Term of Commitment:
Subject to budgetary appropriations, this Agreement will remain valid through the completion of
the Project, or for a term of three years from the date on which this Agreement is executed, whichever
comes first. If, for some reason agreeable to the parties of this Agreement, an extension beyond the
terms described above is required, it shall be negotiated and agreed to in writing by the parties. If the
Client fails to comply with any of the terms of this Agreement, Boundless Playgrounds may, at its sole
option, elect to terminate this Agreement. Boundless Playgrounds will provide written notification to the
Client thirty (30) days prior to such termination of such services. In the event of a termination of services,
Boundless Playgrounds shall not be responsible for any delay or damage caused by the termination of
this Agreement. It is expressly understood that the facilitation of the construction of a playground meeting
the Boundless Playgrounds Performance Criteria is the essence of this Agreement. The Client has the
right to terminate this Agreement at any time by providing Boundless Playgrounds with ten (10) days
written notice.
7. Safety:
Boundless Playgrounds is not acting as a Safety Consultant, and the Client specifically agrees
that it assumes responsibility for the playground equipment and surfacing that it purchases from its
vendors as well as the installation, inspection and maintenance of that equipment and surfacing on the
playground. The Client agrees that it does not rely on any representation of Boundless Playgrounds
regarding safety issues, but will make its own independent determinations regarding the safety of the
Project. Boundless Playgrounds relies upon the Client to comply with any and all applicable municipal,
state, federal or other recognized safety standards relative to the Project.
8. Hold Harmless:
To the extent permitted by law, and subject to the statutory limitations as provided in Section
768.28, Florida Statutes, the Client agrees to indemnify and hold harmless Boundless Playgrounds, its
officers, directors, agents, servants and employees from and against any and all claims for damage or
injury to property or person (including death) resulting from the design, construction, installation or use of
a playground and further from and against any and all loss, cost, expense, liability, damage, penalties,
fines or injury, including legal fees and disbursements, that Boundless Playgrounds, its officers, directors,
agents, servants or employees may directly or indirectly sustain, suffer or incur as a result thereof and the
Client agrees to and does hereby assume, on behalf of Boundless Playgrounds, its officers, directors,
agents, servants, and employees, the defense of any action at law or in equity which may be brought
against Boundless Playgrounds, its officers. directors, agents, servants or employees upon or by reason
of such claims and to pay on behalf of Boundless Playgrounds, its officers, directors, agents, servants
and employees, upon demand, the amount of any judgment that may be entered against Boundless
Playgrounds, its officers, agents, servants or employees in any such action. The indemnification
specifically excludes any liability for gross negligence by Boundless Playgrounds, its officers, agents,
servants or employees. The terms of this clause shall remain in force and effect until such time as the
equipment is removed from use.
9. Disputes:
Any claim brought pursuant to this Agreement shall be brought in the Florida Court Palm Beach
County. This Agreement shall be interpreted pursuant to the laws of the State of Florida, without giving
effect to any principles of conflicts of law, and the law of any other jurisdiction shall not apply.
10. Written Communications:
Written communications as required herein shall be addressed to the appropriate party as follows:
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Deborah Midford
Senior Director of Service Delivery
Boundless Playgrounds, Inc.
45 Wintonbury Avenue
Bloomfield, CT 06002.
Kurt Bressner
City Manager
100 E. Boynton Beach Blvd.
Boynton Beach, FL 33425
11. Invalidation:
In the event that any provision or any part of a provision of this Agreement shall be finally
determined to be super ceded, invalid, illegal or otherwise unenforceable pursuant to applicable laws by
an authority having jurisdiction, such determination shall not impair or otherwise affect the validity, legality
or enforceability of the remaining provisions or parts of provisions of this Agreement, which shall remain in
full force and effect as if the unenforceable provision or part were deleted.
12. Entire Aareement:
This Agreement constitutes the entire Agreement between the parties, and it cannot be altered
other than by written consent of all parties to this Agreement.
'zed/Fiduciary Signatory:
Title: KURT BRESSNER
CITY MANAGER
BOYNTON ljtACH, Fl
Date:
ATTEST:
APPROVED AS TO FORM:
~lk
CITY ATTORNEY'S OFFICE
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