CITY OF MONTICELLO PIATT COUNTY, ILLINOIS RESOLUTION NO

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1 CITY OF MONTICELLO PIATT COUNTY, ILLINOIS RESOLUTION NO A RESOLUTION APPROVING AN INDEMNIFICATION AND HOLD HARLMESS AGREEMENT WITH EAST END TAVERN, LLC. ADOPTED BY THE CITY COUNCIL CITY OF MONTICELLO THIS 22ND DAY OF AUGUST, 2016 Published in pamphlet form by authority of the City Council of the City of Monticello, Piatt County, Illinois, this 23 rd day of August, 2016.

2 CITY OF MONTICELLO PIATT COUNTY, ILLINOIS RESOLUTION NO A RESOLUTION APPROVING AN INDEMNIFICATION AND HOLD HARMLESS AGREEMENT WITH EAST END TAVERN, LLC. WHEREAS, the City of Monticello is an Illinois municipal corporation operating pursuant to and in accordance with the Constitution of the State of Illinois and the Illinois Municipal Code (65 ILCS 5/1-1-1, et seq.); and WHEREAS, on August 22, 2016, the City Council approved Ordinance (the Ordinance ) authorizing East End Tavern, LLC. ( East End ) to conduct a special event on certain publicly owned property; and WHEREAS, the Ordinance required East End to enter into an Indemnification and Hold Harmless Agreement, which is attached as Exhibit A to this Resolution (the Agreement ); and WHEREAS, the City Council of the City of Monticello has reviewed the Agreement, concurs with its terms, finds that it is in the best interests of the City to enter into the agreement, and wishes to enter into the same; NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Monticello, Piatt County, Illinois, as follows: 1. The Indemnification and Hold Harmless Agreement attached hereto as Exhibit A is hereby approved and the Mayor is hereby authorized and directed to execute, and the Clerk to attest, said Agreement. 2. Effective Date. This Resolution shall be effective forthwith upon its passage and its approval, and a copy hereof shall be published in pamphlet form by the City Clerk. 2

3 Passed by the City Council of the City of Monticello, Piatt County, this 22 nd day of August, 2016, by the following roll-call vote: AYES: NAYS: ABSENT: Approved by the City of Monticello this 22 nd day of August, ATTEST: Larry Stoner, Mayor Pamela Harlan, City Clerk City of Monticello, Piatt County, Illinois 3

4 EXHIBIT A INDEMNIFICATION AND HOLD HARMLESS AGREEMENT [attached] INDEMNIFICATION AND HOLD HARMLESS AGREEMENT THIS AGREEEMENT (the Agreement ) is entered into this 22nd day of August, 2016 (the Effective Date ) between the City of Monticello, an Illinois municipal corporation organized and operating under the laws and Constitution of the State of Illinois (the City ), and East End Tavern, LLC., an Illinois corporation with offices at 306 N. Buchanan Street, Monticello, Illinois (the Licensee ). WITNESSETH THAT: WHEREAS, Licensee operates a business known as East End Tavern on the property commonly known as 116 East Washington Street, Monticello, Illinois (the Licensee s Property ); and WHEREAS, Licensee proposes to temporarily use the portion of the Washington Street Right of Way depicted on Exhibit A (the License Area ) for a special event beginning at 6:00 p.m. on September 17, 2016 and concluding at 1:00 a.m. on September 18, 2016 (the Special Event ); and WHEREAS, alcoholic liquor will be sold and consumed at the Special Event; and WHEREAS, City of Monticello City Code Section authorizes the City Council to approve Licensee s Special Event request; and WHEREAS, on August 22, 2016, the City Council approved Ordinance approving the Licensee s Special Event request (the Ordinance ); and 4

5 WHEREAS, Ordinance Section 2(e) requires the Licensee to sign this indemnification and hold harmless agreement, consideration for which is hereby acknowledged by the Licensee and the City; and NOW, THEREFORE, in consideration of and subject to the mutual covenants and agreements contained herein, the parties hereto agree as follows: 1. Recitals Incorporated. The foregoing Recitals are hereby incorporated herein and made part hereof as though fully set forth herein. 2. As Is Condition. Licensee accepts License Area in its present condition. 3. Restoration. Licensee shall, upon completion of Special Event and at Licensee s sole cost, restore the License Area to the same or better condition than that which existed prior to the beginning of Special Event, ordinary wear and tear excepted. 4. Damage or Destruction of Encroachment(s). The City shall not be responsible for any costs incurred by Licensee to repair or replace the License Area (if replacement is permitted hereunder). 5. Defense and Indemnification. Licensee assumes all liability and shall defend, indemnify, hold harmless, and compensate the City, and its officials, officers, agents, employees, and volunteers for any injury or damage to person or property occasioned by or arising in connection with the use of the License Area or the Special Event, excepting matters caused by willful and wanton misconduct of the City or its officers and employees. Licensee further agrees to defend, indemnify, and hold harmless the City, its officials, officers, agents, employees, and volunteers against (i) any action pertaining to repair of the License Area as provided herein, and against any other action which may be brought against the City, its officials, officers, agents, employees, and volunteers arising out of the Special Event, the Licensee s business, the condition of License Area, or any act or omission of Licensee, Licensee's agents or assigns, or any independent contractor acting on Licensee's behalf; (ii) any claim or expenses, including reasonable attorneys' fees, incurred by the City in enforcing the terms and provisions of this Agreement, the Ordinance, or the City of Monticello City Code; and (iii) for any damage to License Area alleged to have been caused by the City or its employees, franchisees, contractors, or consultants for work performed associated with License Area or the Special Event. The City shall have the right to approve legal counsel selected to represent it (or its officers, agents, and employees) which approval shall not be unreasonably withheld. 6. Binding Effect. The provisions and conditions of this License Agreement shall bind and inure to the benefit of the legal representatives, successors and assigns of the respective parties hereto. 5

6 7. Entirety of Agreement. This Agreement sets forth all of the agreements, conditions, covenants, representations, warranties and understandings between the parties with respect to the subject matter hereof. No subsequent amendment, modification or waiver of any of the provisions of this Agreement shall be effective unless in writing and executed by the parties hereto. 8. Choice of Law and Venue. The laws of the State of Illinois shall govern the terms of this Agreement both as to interpretation and performance. Venue for any action arising out of the terms or conditions of this Agreement shall be in the Sixth Judicial Circuit Court of Illinois, Piatt County. 9. Ambiguity. If any term of this Agreement is ambiguous, it shall not be construed for or against any party on the basis that the party did or did not draft it. Any caption or title herein shall have no substantive effect. 10. Authorization. The undersigned warrant and represent that they are authorized to execute this Agreement. Licensee warrants, represents and affirms that it has received all necessary consents and permission to enter into this Agreement from all necessary parties, including the owner of the Licensee s Property. 11. Severability. If any section, paragraph, or provision of this Agreement shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph, or provision shall not affect any of the remaining provisions of this Agreement. 12. Survival. The following provisions shall survive the voluntary or involuntary termination of this Agreement: Sections 3, 4, 5, 9, 11, and 12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of Effective Date set forth on Page 1. [SIGNATURE PAGE FOLLOWS] 6

7 CITY OF MONTICELLO, an Illinois municipal corporation EAST END TAVERN, LLC. an Illinois corporation By: Larry Stoner, Mayor By: Attest: Pamela Harlan, City Clerk Attest: 7

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