Attachment B Draft Contract 25-PRF 16.PDF

CITY OF SUN PRAIRIE

CONTRACT FOR

NON-CONSTRUCTION SERVICES

Contract #: 25-PRF16

Title: Family Aquatic Center Concessionaire

Department: Parks, Recreation & Forestry

Start Date: Thursday, January 1, 2026

End Date: Wednesday, September 30, 2026

Table of Contents

CONTRACT FOR PURCHASE OF SERVICES

I. NOTICE TO CONTRACTORS

A. PARTIES

B. PURPOSE

C. SCOPE OF SERVICES AND SCHEDULE OF PAYMENTS

D. TERM AND EFFECTIVE DATE

E. ENTIRE AGREEMENT

F. ASSIGNABILITY/SUBCONTRACTING

G. DESIGNATED REPRESENTATIVE

H. PROSECUTION AND PROGRESS

I. AMENDMENT

J. NO WAIVER

K. NON-DISCRIMINATION

L. AFFIRMATIVE ACTION

M. SEVERABILITY

N. NOTICES

O. STATUS OF CONTRACTOR/INDEPENDENT/TAX FILING

P. GOODWILL

Q. THIRD PARTY RIGHTS

R. AUDIT AND RETAINING OF DOCUMENTS

S. CHOICE OF LAW AND FORUM SELECTION

T. COMPLIANCE WITH APPLICABLE LAWS

U. CONFLICT OF INTEREST

V. COMPENSATION

W. BASIS FOR PAYMENT

X. DEFAULT/TERMINATION

Y. INDEMNIFICATION

Z. LAWS, REGULATIONS AND PERMITS

AA. SAFETY AND SECURITY

BB. INSURANCE

CC. OWNERSHIP OF CONTRACT PRODUCT

DD. LIVING WAGE (Applicable to contracts exceeding $5000)

EE. WEAPONS PROHIBITION

FF. IT NETWORK CONNECTION POLICY

GG. AUTHORITY

HH. COUNTERPARTS, CONTRACT DELIVERY

II. SPECIAL CONDITION OF USE

II. SCOPE OF SERVICES

III. REQUIRED FORMS FROM CONTRACTOR

CONTRACT FOR PURCHASE OF SERVICES

I. NOTICE TO CONTRACTORS

A. PARTIES

This is a contract between the City of Sun Prairie, located in Dane County, Wisconsin, hereinafter referred to as “City”, and Click or tap here to enter text. of Click or tap here to enter text., Click or tap here to enter text. hereinafter referred to as “Contractor”.

The Contractor is a:

(To be completed by Contractor and copy of Contractor’s W9 shall be given to the City of Sun Prairie Finance Department)

☐Corporation ☐General Partnership ☐Limited Liability Company

☐LLP

☐Sole Proprietor ☐Unincorporated Association ☐Other: _______________________

B. PURPOSE

The purpose of this contract is as set forth in Section 3.

C. SCOPE OF SERVICES AND SCHEDULE OF PAYMENTS

Contractor will perform the following services and pay the City of Sun Prairie according to the following schedule(s) or attachment(s): See Section II: Scope of Services and Section W: Compensation

D. TERM AND EFFECTIVE DATE

This contract shall become effective upon execution by the Mayor, on behalf of the City of Sun Prairie, unless another effective date is specified in the attachment(s) incorporated in Section 3, however in no case shall work commence before execution by the City of Sun Prairie. The term of this contract shall be from Thursday, January 1, 2026 to Wednesday, September 30, 2026 with the option to extend for two (2) additional year periods upon the same or more favorable terms and conditions, and under mutual agreement of both parties.

E. ENTIRE AGREEMENT

This contract for purchase of services, including any and all attachments, exhibits and other documents referenced in Section 3 (hereafter, “Agreement” or “Contract”) is the entire agreement of the parties and supersedes any and all oral contracts and negotiations between the parties.

F. ASSIGNABILITY/SUBCONTRACTING

Contractor shall not assign or subcontract any interest of obligation under this contract without the City’s prior written approval. All of the services required hereunder will be performed by the Contractor and employees of the Contractor.

G. DESIGNATED REPRESENTATIVE

Contractor designates Click or tap here to enter text. as contract agent with primary responsibility for the performance of this contract. In case this contract agent is replaced by another for any reason, the Contractor will designate another contract agent within seven (&) calendar days of the time the first terminates his or her employment or responsibility using the procedure set for in Section O, Notices.

In the event of the death, disability, removal or resignation of the person designated above as the contract agent, the City may accept another person as the contract agent or may terminate this agreement under Section Y, at its option.

H. PROSECUTION AND PROGRESS

Services under this agreement shall commence upon written order from the City to the contractor. This order will constitute authorization to proceed.

The Contractor shall complete the services under this agreement within the Family Aquatic Center’s operating season as specified in the Scope of Services, including any amendments.

I. AMENDMENT

This contract shall be binding on the parties hereto, their respective heirs, devisees, and successors, and cannot be varied or waived by any oral representations or promise of any agent or other person of the parties hereto. Any other change in any provision of this contract may only be made by a written amendment, signed by the duly authorized agent or agents who executed this contract.

J. NO WAIVER

No failure to exercise and no delay in exercising any right, power or remedy hereunder on the part of the City or Contractor shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy. No express waiver shall affect any event or default other than the event or default specified in such waiver, and any such waiver, to be effective, must be in writing and shall be operative only for the time and to the extent expressly provided by the City or Contractor therein. A waiver of any covenant, term or condition contained herein shall not be construed as a waiver of any subsequent breach of the same covenant, term or condition.

K. NON-DISCRIMINATION

In the performance of work under this contract, the Contractor agrees not to discriminate against any employee or applicant for employment regardless of age, ancestry, arrest and conviction record, color, creed, disability, genetic testing, honest testing, marital status, membership in the National Guard, State Defense Force or any reserve component of the military forces of the United States or this state, national origin, pregnancy or childbirth, race, religion, sex (including sexual harassment), sexual orientation, and use or nonuse of lawful products off of the employer’s premises during nonworking hours.

L. AFFIRMATIVE ACTION

The following language applies to all contractors employing fifteen (15) or more employees:

The Contractor agrees that, within thirty (30) days after the effective date of this contract, the Contractor will provide to the City of Sun Prairie Finance Department, certain workforce utilization statistics, using a form provided by the City.

If the contract is still in effect, or if the City enters into a new agreement with the Contractor, within one year after the date on which the form was required to be provided, the Contractor will provide updated workforce information using a second form, also to be furnished by the City. The second form will be submitted to the City of Sun Prairie Finance Department no later than one year after the date on which the first form was required to be provided.

Articles of Agreement, Request for Exemption, and Release of Payment The Articles of Agreement beginning on the next page apply to all Contractors, unless determined to be exempt under the following table and procedures:

Number of Employees

Less than $25,000 Aggregate Annual Business with the City*

$25,000 or More Aggregate Annual Business with the City*

14 or less Exempt** Exempt** 15 or more Exempt** Not Exempt

*As determined by the Finance Director **As determined by the Department of Civil Rights

Exempt Status: In this section, “Exempt” means the Contractor is exempt from the Articles of Agreement in Section M (5) shall apply and contractor shall select option A or B under Article 4 therein and file an Affirmative Action Plan.

Request for Exemption – Fewer than 15 Employees: Contractors who believe they are exempt based on number of employees shall submit a Request for Exemption on a form provided by the City of Sun Prairie Finance Department within thirty (30) days of the effective date of this contract.

Exemption – Annual Aggregate Business: The City of Sun Prairie Finance Department will determine, at the time this contract is presented for signature, if the Contractor is exempt because it will have less than $25,000 in annual aggregate business with the City in the calendar year. Contractors with 15 or more employees will lose this exemption and become subject to Section M (5) upon reaching $25,000 or more annual aggregate business with the City within the calendar year.

Release of Payment: All non-exempt contractors must have an approved Affirmative Action plan meeting the requirements of Article 4 below on file with the City of Sun Prairie Finance Department within thirty (30) days of the effective date of this contract and prior to release of payment by the City. Contractors that are exempt based on number of employees agree to file a Request for Exemption with the City of Sun Prairie Finance Department within thirty (30) days of the effective date and prior to release of payment by the City.

Articles of Agreement

ARTICLE I

The Contractor shall take affirmative action in accordance with the provisions of this contract to insure that all applicants are employed, and that employees are treated during employment without regard to age, ancestry, arrest and conviction record, color, creed, disability, genetic testing, honest testing, marital status, membership in the National Guard, State Defense Force or any reserve component of the military forces of the United States or this state, national origin, pregnancy or childbirth, race, religion, sex (including sexual harassment), sexual orientation, and use or nonuse of lawful products off of the employer’s premises during nonworking hours and that the employer shall provide harassment-free work environment for the realization of the potential of each employee. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training including apprenticeship insofar as it is within the control of the Contractor. The Contractor agrees to post in conspicuous places available to employees and applicants notices of the nondiscrimination clauses in this contract.

ARTICLE II

The Contractor shall in all solicitations or advertisements for employee placed on or behalf of the Contractors state that all qualified applicants will be employed without regard to race, religion, color, age, marital status, disability, sex, sexual orientation, gender identity or nation origin.

ARTICLE III

The Contractor shall send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding a notice advising the labor union or workers representative of the Contractor’s equal employment opportunity and affirmative action commitments. Such notices shall be posted in conspicuous places available to employees and applicants for employment.

ARTICLE IV

The Contractor agrees that it will comply with all provisions of the Affirmative Action Ordinance of the City of Sun Prairie including the contract compliance requirements.

The Contractor warrants and certifies that one of the following paragraphs is true (check one):

Contractor has prepared and has on file an affirmative action plan that meets the format requirements of Federal Revised Order No. 4, 41 CFR part 60-2, as established by 43 FR 51400 November 3, 1978, including appendices required b y City of Sun Prairie ordinances or it has prepared and has on file a model affirmative action plan approved by the City of Sun Prairie Finance Department.

Within thirty (30) days after the effective date of this contract, contractor will complete an affirmative action plan that meets the format requirements of Federal Revised Order No. 4, 41 CFR Part 60-2, as established by 43 FR 51400, November 3, 1978, including appendices required by the City of Sun Prairie within thirty (30) days after the effective date of this contract, it will complete a model affirmative action plan approved by the City of Sun Prairie Finance Department.

Contractor believes it is exempt from filing an affirmative action plan because it has fewer than fifteen (15) employees and has filed, or will file within thirty (30) days after the effective date of this contract, a form required by the City to confirm exempt status based on number of employees. If the City determines that the Contractor is not exempt, the Articles of Agreement will apply.

ARTICLE V

(This Article applies only to Public Works contracts.)

The Contractor agrees that it will comply with all provisions of the Affirmative Action policy of the City of Sun Prairie, including the contract compliance requirements. The Contractor agrees to submit the model affirmative action plan for Public Works Contractors in a form approved by the City of Sun Prairie Finance Department.

ARTICLE VI

The Contractor will maintain records as required by the City of Sun Prairie and will provide the City of Sun Prairie Finance Department with access to such records and to persons who have relevant and necessary information. The City agrees to keep all such records confidential, except to the extent that public inspection is required by law.

ARTICLE VII

In the event of the Contractor or subcontractor’s failure to comply with the Equal Employment Opportunity and Affirmative Action provisions of this contract, it is agreed that the City at its option may do any or all of the following:

Cancel, terminate or suspend this contract in whole or part.

Declare the Contractor ineligible for further City contracts until the Affirmative Action requirements are met.

Recover on behalf of the City from the Contractor 0.5 percent of the contract award price for each week that such party fails or refuses to comply, in the nature of liquidated damages, but not to exceed five percent (5%) of the contract price, or five thousand dollars ($5,000), whichever is less. Under Public Works contracts, if a subcontractor is in noncompliance, the City may recover liquidated damages from the prime Contractor in the manner described above. The preceding sentence shall not be construed to prohibit a prime Contractor from recovering the amount of such damage from the noncomplying subcontractor.

ARTICLE VIII

(This Article applies to Public Works contracts only.)

The Contractor shall include the above provisions of this Contract in every subcontract so that such provisions will be binding upon each subcontractor. The Contractor shall take such action with respect to any subcontractor as necessary to enforce such provisions, including sanctions provided for noncompliance.

ARTICLE IX

The Contractor shall allow the maximum feasible opportunity to small business enterprises to compete for any subcontracts entered into pursuant to this contract.

M. SEVERABILITY

It is mutually agreed that in case any provision of this contract is determined by any court of law to be unconstitutional, illegal or unenforceable, it is the intention of the parties that all other provisions of this contract remain in full force and effect.

N. NOTICES

All notices to be given under the terms of this contract shall be in writing and signed by the person serving the notice and shall be sent registered or certified mail, return receipt requested, postage prepaid, to the addresses of the parties listed below:

FOR THE CITY: Chad Shelton, Recreation Director

2598 W Main St

Sun Prairie, WI 53590

FOR THE CONTRACTOR:

Click or tap here to enter text.

Click or tap here to enter text.

Click or tap here to enter text.

O. STATUS OF CONTRACTOR/INDEPENDENT/TAX FILING

It is agreed that the Contractor is an independent Contractor and not an employee of the City, and that any persons who the Contractor utilizes and provides services under this contract are employees of the Contractor and are not employees of the City of Sun Prairie.

Contractor shall provide its taxpayer identification number (or social security number) to the City of Sun Prairie Finance Department, 300 East Main Street, Sun Prairie, WI.

53590, prior to payment. The Contractor is informed that as an independent contractor, s/he may have a responsibility to make estimated tax returns, file tax returns, and pay income taxes and make social security payments on the amounts received under this contract and that no amounts will be withheld from payments made to this Contractor for these purposes and that payment of taxes and making social security payments are solely the responsibility and obligation of the Contractor. The Contractor is further informed that s/he may be subject to civil and/or criminal penalties if she/he fails to properly report income and pay taxes and social security taxes on the amount received under this contract.

P. GOODWILL

Any and all goodwill arising out of this contract insures solely to the benefit of the City;

Contractor waives all claims to benefit of such goodwill.

Q. THIRD PARTY RIGHTS

This contract is intended to be solely between the parties hereto. No part of this contract shall be construed to add, supplement, amend, abridge or repeal existing rights, benefits or privileges of any third party or parties, including but not limited to employees of either of the parties.

R. AUDIT AND RETAINING OF DOCUMENTS

The Contractor agrees to provide all reports requested by the City including, but not limited to, financial statements and reports, reports and accounting of services rendered, and any other reports or documents requested. Financial and service reports shall be provided according to a schedule (when applicable) to be included in this contract. Any other reports or documents shall be provided within five (5) working days after the Contractor receives the City’s written requests, unless the parties agree in writing on a longer period. Payroll records and any other documents relating to the performance of service under the terms of this contract shall be retained by the Contractor for a period of three (3) years after completion of all work under this contract, in order to be available for audit by the City or its designee.

S. CHOICE OF LAW AND FORUM SELECTION

This contract shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of Wisconsin. The parties agree, for any claim or suite or other dispute relating to this contract that cannot be mutually resolved, the venue shall be a court of competent jurisdiction within the State of Wisconsin and the parties agree to submit themselves to the jurisdiction of said court, to the exclusion of any other judicial district that may have jurisdiction over such a dispute according to any law.

T. COMPLIANCE WITH APPLICABLE LAWS

The Contractor shall become familiar with, and shall at all times comply with and observe all federal, state, and local laws, ordinances, and regulations, which in any manner affect the services or conduct of the Contractor and its agents and employees.

This includes, but is not limited to obtaining and maintaining Food Safety Manager Certifications, scheduling and passing health inspections from Public Health Madison and Dane County, obtaining a Wisconsin Seller’s permit, and any additional local and state food establishment regulations.

U. CONFLICT OF INTEREST

The Contractor warrants that it and its agents and employees have no public or private interest, and will not acquire directly or indirectly any such interest, which would conflict in any manner with the performance of the services under this Agreement.

The Contractor shall not employ or contract with any person currently employed by the City for any services included under the provisions of this Agreement.

V. COMPENSATION

It is expressly understood and agreed that the total compensation to the City for services under this contract shall be $ Click or tap here to enter text..

W. BASIS FOR PAYMENT

GENERAL

The Contractor will pay the City on the agreed basis and compensation terms set forth in Section V of this contract.

The City shall submit invoices; the Contractor will pay the City in accordance with the schedule set forth in the Scope of Services.

X. DEFAULT/TERMINATION

In the event the Contractor shall default in any of the covenants, agreements, commitments, or conditions herein contained, and any such default shall continue unresolved for a period of ten (10) days after written notice thereof to Contractor, the City may, at its option and in addition to all other rights and remedies which it may have at law or in equity against contractor, including expressly the specific enforcement hereof, forthwith have the cumulative right to immediately terminate this contract and all rights of Contractor under this contract.

Notwithstanding paragraph A., above, the City may in its sole discretion and without any reason terminate this Agreement at any time by furnishing the Contractor within ten (10) days’ written notice of termination. In the event of termination under this subsection, the Contractor will pay the City for a portion of revenues collected up to the termination. The portion of revenues to be paid by the City will be determined by (to be completed once known).

Y. INDEMNIFICATION

To the fullest extent allowable by law, Contractor hereby indemnifies and shall defend and hold harmless City of Sun Prairie, its elected and appointed officials, officers, employees, or authorized representatives or volunteers and each of them from and against any and all suits, actions, legal or administrative proceedings, claims, demands, damages, liabilities, interest, attorneys’ fees, costs, and expenses of whatsoever kind or nature whether arising before, during, or after completion of the work hereunder and in any manner directly or indirectly caused, occasioned, or contributed to in whole or in part or claimed to be caused, occasioned, or contributed to in whole or in part, by reason of any act, omission, fault, or negligence, whether active or passive, of Contractor or of anyone acting under its direction or control or on its behalf in connection with or incident to the performance of this Agreement regardless if liability without fault is sought to be imposed on City of Sun Prairie. Contractor’s aforesaid indemnity and hold harmless agreement shall not be applicable to any liability caused by the sole fault, sole negligence, or willful misconduct of the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers.

This indemnity provision shall survive the termination or expiration of this Agreement.

In any and all claims against the City of Sun Prairie, or any of its directors, officers, employees, or authorized representatives or volunteers by an employee of the Consultant, any subcontractor, or anyone for whose acts any of them may be liable, the indemnification obligation under this paragraph shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the Consultant or any subcontractor under Worker’s Compensation Acts, Disability Benefit Acts, or other employee benefit acts.

No provision of this Indemnification clause shall give rise to any duties not otherwise provided for by this Agreement or by operation of law. No provision of this Indemnity clause shall be construed to negate, abridge, or otherwise reduce and other right or obligation of indemnity that would otherwise exist as to the City of Sun Prairie under this or any other contract. This clause is to be read in conjunction with all other indemnity provisions contained in this Agreement. Any conflict or ambiguity arising between any indemnity provisions in this Agreement shall be construed in favor of indemnified parties except when such interpretation would violate the laws of the state in which the job site is located.

Contractor shall reimburse City of Sun Prairie, its elected and appointed officials, officers, employees, or authorized representatives or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City of Sun Prairie, or any of its elected and appointed officials, officers, employees or authorized representatives or volunteers.

Z. LAWS, REGULATIONS AND PERMITS

The Contractor shall give all notices required by law and comply with all laws, ordinances, rules and regulations pertaining to the services rendered. The Contractor shall also be liable for all violations of the law in connection with work furnished by the Contractor.

AA. SAFETY AND SECURITY

The Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. The Contractor shall comply with the requirements of the specifications relating to safety measures applicable in particular operations or kids of work.

In carrying out its work, the Contractor shall at all times exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under with the work is to be performed, and be in compliance with all applicable federal, state and local stator and regulatory requirements including Wisconsin labor Code. Safety precautions, as applicable, shall include but not be limited to: instructions in accident prevention for all employees, wearing apparel as are necessary or lawfully required to prevent accidents, injuries, or illnesses; and adequate facilities for the proper inspection and maintenance of safety measures.

The telephone number of the local ambulance service shall be prominently displayed adjacent to telephones.

BB. INSURANCE

INSURANCE REQUIREMENTS

(Non-Construction) Unless otherwise specified in this Agreement, the Contractor shall, at its sole expense, maintain in effect at all times during the performance of the Work, insurance coverage with limits not less than those set forth below with insurers and under forms of policies set forth below.

Worker’s Compensation and Employers Liability Insurance – The Contractor shall cover or insure under the applicable Wisconsin labor laws relating to worker’s compensation insurance, all of their employees in accordance with the law in the State of Wisconsin.

The Contractor/Consultant shall provide statutory covers for work related injuries and employer’s liability insurance with limits of $1,000,00 each accident, $1,000,000 disease policy limit, and $1,000,000 disease each employee.

Commercial General Liability and Automobile Liability Insurance – The Contractor/Consultant shall provide and maintain the following commercial general liability and automobile liability insurance:

Coverage – Coverage for commercial general liability and automobile liability insurance shall be at least as broad as the following:

1. Insurance Services Office (ISO) Commercial General Liability Coverage (Occurrence Form CG 0001) or equivalent forms for endorsement.

2. Insurance Services Office (ISO) Business Auto Coverage (Form CA 0001), covering Symbol 1 (any vehicle) or equivalent forms for endorsement.

Limits – The Contractor/Consultant shall maintain limits no less than the following:

1. General Liability – One million dollars ($1,000,000) per occurrence ($2,000,000 general aggregate if applicable) for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the project/location (with the ISO CG 2503, ISO CG 2504, or equivalent forms for endorsement provided to the City of Sun Prairie) or the general aggregate including product-completed operations aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability – One million dollars ($1,000,000) for bodily injury and property damage per occurrence limit covering all vehicles to be used in relationship to the Agreement.

3. Umbrella Liability – Two million dollars ($2,000,000) for bodily injury, personal injury and property damage per occurrence in excess of coverage carried for Employers’ Liability, Commercial General Liability and Automobile Liability as described above.

Required Provisions – The general liability and automotive liability policies are to contain or be endorsed to contain the following provisions:

1. The City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers are to be given additional insured status (via ISO endorsement CG 2010, CG 2033, or equivalent forms for endorsement for general liability coverage) as respects: liability arising out of activities performed by or on behalf of the Contractor(s); products and completed operations of the Contractor(s); premises occupied or used by the Contractor(s); and vehicles owned, leased, hired or borrowed by the Contractor(s).

2. The coverage shall contain no special limitations on the scope of protection afforded to the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers.

3. For any claims related to this project, the Contractor’s insurance shall be primary insurance as respects the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers. Any insurance, self-insurance, or other coverage maintained by the City of Sun Prairie, its directors, officers, employees, or authorized representatives or volunteers shall not contribute to it.

4. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers.

5. The Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

6. Each insurance policy required by this agreement shall state, or be endorsed to state, that coverage shall not be canceled by the insurance carrier or the Contractor, except after sixty ((60) days) (10 days for non-payment of premium) prior written notice by U.S. mail has been given to the City of Sun Prairie.

7. Such liability insurance shall indemnify the City of Sun Prairie, its elected and appointed officials, officers, employees or authorized representatives or volunteers against loss from liability imposed by law upon, or assumed under contract by, the Contractor for damages on account of such bodily injury (including death), property damage, personal injury, completed operations, and products liability.

8. The general liability policy shall cover bodily injury and property damage liability, owned and non-owned equipment, blanket contractual liability, completed operations liability with a minimum of a 24 month policy extension, explosion, collapse, underground excavation, and removal of lateral support, and shall not contain an exclusion for what is commonly referred to by the insurers as the “XCU” hazards. The automobile liability policy shall cover all owned, non-owned, and hired vehicles. All of the insurance shall be provided on policy forms and through companies satisfactory to the City of Sun Prairie, and shall have a minimum A.M. Best’s rating of

A- VII.

Deductibles and Self-Insured Retentions – Any deductible or self-insured retention must be declared to and approved by the City of Sun Prairie. At the option of the City of Sun Prairie, its elected and appointed officials, officers, employees, or authorized representatives or volunteers, the insurer shall either reduce or eliminate such deductibles or self-insured retentions.

Evidences of Insurance – Prior to execution of the agreement, the Contractor shall file with the City of Sun Prairie, a certificate of insurance (Acord Form 25-S) signed by the insurer’s representative as well as endorsements evidencing the coverage required by this agreement. CG 20 10 11 85 covers all bases OR Form CG 20 10 07 04 for ongoing work exposure and Form CG 20 37 07 04 for products-completed operations exposure.

Contractor will also provide form CG 28 04 10 93, Earlier Notice of Cancellation with 30 days’ notice. The City will accept equivalent forms for endorsement.

Such evidence shall include an additional insured endorsement signed by the insurer’s representative. Such evidence shall also include confirmation that coverage includes or has been modified to include all required provisions 1-8.

Responsibility for Work – Until the completion and final acceptance by the City of Sun Prairie of all the work under and implied by this agreement, the work shall be under the Contractor’s responsibility care and control. The Contractor shall rebuild, repair, restore and make good all injuries, damages, re-erections, and repairs occasioned or rendered necessary by causes of any nature whatsoever.

Sub-Contractors – In the event that the Contractor employs other contractors (sub-contractors) as part of the work covered by this agreement, it shall be the Contractor’s responsibility to require and confirm that each sub-contractor meets the minimum insurance requirements specified above.

CC. OWNERSHIP OF CONTRACT PRODUCT

All of the work product, including, but not limited to, documents, materials, files, reports, data, including magnetic tapes, disks of computer-aided designs or other electronically stored data or information (the “Documents”), which the Contractor prepares pursuant to the terms and conditions of this contract are the sole property of the City. The Contractor will not publish any such materials or use them for any research or publication, other than as expressly required or permitted by this contract, without the prior written permission of the City. The grant or denial of such permission shall be at the City’s sole discretion.

The Contractor intends that the copyright to the Documents shall be owned by the City, whether as author (as a Work Made for Hire), or by assignment from Contractor to City.

The parties expressly agree that the Documents shall be considered a Work Made for Hire as defined by Title 17, United States Code, Section 101(2).

As further consideration for the City entering into this contract, the Contractor hereby assigns to the City all of the Contractor’s rights, title, interest and ownership in the Documents, including the right to procure the copyright therein and the right to secure any renewals, reissues and extensions of any such copyright in any foreign country. The City shall be entitled to the sole and exclusive benefit of the Documents, including the copyright thereto, and whenever required by the City, the Contractor shall at no additional compensation, execute all documents of assignment of the full and exclusive benefit and copyright thereof to the City. Any subcontractors and other independent Contractors who prepare portions of the Documents shall be required by the Contractor to execute an assignment of ownership in favor of the City before commencing work.

DD. LIVING WAGE (Applicable to contracts exceeding $5000)

Unless exempt, the Contractor agrees to pay all employees employed by the Contractor in the performance of this contract, whether on a full-time or part-time basis, a base wage of not less than minimum hourly wage.

EE. WEAPONS PROHIBITION

Contractor shall prohibit, and shall require its subcontractors to prohibit, its employees from carrying weapons, including concealed weapons, in the course of performance of work under this contract, other than while at the Contractor’s or subcontractor’s own business premises. The requirement shall apply to vehicles used at any City work site and vehicles used to perform any work under this contract, except vehicles that are employee’s “own motor vehicle” pursuant to Wis. Stat. sec. 175.60(15m).

FF. IT NETWORK CONNECTION POLICY

If this Contract includes services such as software support, software maintenance, network services, system development services and/or will require a network connection to the City network, is hereby incorporated and made a part of this contract and Contractor agrees to comply with the City’s computer use policy.

GG. AUTHORITY

Contractor represents that it has the authority to enter into this contract. If the Contractor is not an individual, the person signing on behalf of the Contractor represents and warrants that she/he has been duly authorized to bind the Contractor and sign this contract on the Contractor’s behalf.

HH. COUNTERPARTS, CONTRACT DELIVERY

This contract may be signed in counterparts, each of which shall be taken together as a whole to comprise a single document. Executed copies of the originally signed contract must be delivered or mailed to the City of Sun Prairie Clerk’s Office. Copies of the contract exchanged by facsimile, electronic scanned copy or similar technology shall not be considered a valid signed contract.

II. SPECIAL CONDITION OF USE

By entering into this Agreement, Contractor agrees to the following special terms and conditions regarding Contractor’s use of City Property:

i. Schedule for Use of Concession Stand

1. Contractor shall be entitled to the use of the Family Aquatic

Center Concessions Stand beginning May 1 and ending September 30 each year that this Agreement is in effect.

2. Contractor agrees to operate Concession Stand during all open swim hours of the Family Aquatic Center. Each year of this Agreement, the season’s operating dates and times with be provided to the Contractor no later than April 1.

3. City will provide written notice to Contractor in the event that open swim is canceled. Cancelations can occur prior to the start of open swim or during open swim for a variety of reasons including, but not limited to, inclement weather, low attendance, fecal incidents, etc. City will make every reasonable effort to provide earliest notice possible in the event of cancelations.

ii. Maintenance

1. Contractor shall maintain the Concession Stand Building during the months of May, June, July, August, and September. Said maintenance of the Concession Stand Building shall include maintaining the concession stand equipment, cleaning of the concession stand equipment, cleaning of picnic tables and concrete pads in seating area, picking up all litter and debris, and disposing of trash.

2. The City shall maintain the Concession Stand building during the months of October, November, December, January, February, March and April. The scope of maintenance activities shall be defined by the Recreation Director after meeting and confirming facility needs with the Contractor prior to October 31 of each subsequent year of this Agreement.

3. The Contractor is solely responsible for the maintenance and repair costs of its equipment.

iii. Equipment Safety Contractor shall maintain its own equipment in a safe working order at all times.

iv. Additional Conditions

1. Contractor assumes all risk and liability for personal injuries and for damage to real or personal property, or loss arising out of Contractor’s operations under this Agreement. Contractor will promptly pay any charges the City incurs in repairing damage to City Property, including reimbursement of any property insurance deductibles.

2. Contractor agrees that the City shall not be held responsible for any personal injuries or for damage to real or personal property, or loss to any of Contractor’s property, or any of its employees', volunteers' or participants' property, while engaging in activities covered by this Agreement, whether the damage is caused by the City, its employees, contractors or others.

3. Contractor will promptly notify the City in the event of any incident, whether or not the incident causes bodily injury or property damage.

4. The City shall not be responsible for any operating costs incurred by the Contractor as a result of this Agreement.

5. Contractor will ensure that all employees, volunteers and/or contractors accessing and working on City Property pass a DOJ national clearinghouse and local criminal background check prior to working the program. Contractor is fully responsible for any costs incurred for criminal background checking of Contractor employees, volunteers, and/or contractors that are Contractor will provide documentation of criminal background checks as requested by City.

6. City will provide Contractor’s employees, volunteers, and contractors with ID badges that will provide them access to the Family Aquatic Center in which those assigned staff, volunteers, and/or contractors are working at the Family Aquatic Center Concessions Stand. In no case may Contractor’s employees, volunteers, and contractors use ID badge access to the Family Aquatic Center for any purpose other than operations related to the Scope of Services outlined in this Agreement.

v. Modifications and Improvements to Premises Contractor shall not make any modifications or changes to City Property without the prior written approval of the Director of Parks and Recreation.

vi. Parking and Access This Agreement does not convey any special right to Contractor, or Contractor’s employees, volunteers, contractors, agents, customers, invitees, or any other third party, to use City parking spaces, driveways, delivery areas, bike paths, pedestrian walkways or other locations to park vehicles and/or access the City's Property. Any such use must be pursuant to the rules and regulations otherwise in place at the Family Aquatic Center, or as provided for in a separate agreement.

II. SCOPE OF SERVICES

The City of Sun Prairie is seeking potential concession services from individuals, businesses, or organizations to manage and operate the concession stand at the Sun Prairie Family Aquatic Center for the 2026 swim season. The selected Concessionaire will be responsible for all aspects of the concession operation, including staffing, food and beverage sales, inventory management, daily cleaning, customer service, and basic maintenance and upkeep of City-owned equipment.

The primary goal of this RFP is to provide dependable, family-friendly concession services that enhance the visitor experience at the Aquatic Center while offering reasonable pricing and quality products. The City seeks a vendor who will operate responsibly and professionally, maintaining compliance with health and safety standards and providing a fair return to the City in the form of a flat lease fee or percentage of gross sales.

Prior year, the Aquatics Center estimated about 24,000 visitors during the summer period with the concession’s potential to generate around $17,000 in gross sales.

The Aquatic Center operates seven days a week during the summer and would prefer concession hours match public swim hours but can be adjusted upon mutual agreement. The Concessionaire is expected to develop a complete operational plan, including a proposed menu, staffing structure, food handling procedures, pricing strategy, and compensation terms.

City-owned concession equipment available for purchase includes:

Large refrigerator Stand-up freezer Ice freezer Hot dog roller Pizza oven Popcorn machine Mini donut machine Nacho cheese warmer Microwave

Vendors may propose to bring in equipment, subject to prior written approval from the City of Sun Prairie.

Facility Modifications:

Concessionaires are strictly prohibited from making any physical improvements, alterations, or permanent changes to the concession stand or surrounding facility without written approval from the Recreation Director. This includes, but is not limited to, installing fixtures, modifying plumbing or electrical systems, painting, drilling, or structural changes of any kind.

Opening and Closing Dates:

Based on a typical swim season, the Family Aquatic Center will open on Saturday, June 13, 2025, and close on Sunday, August 23, 2026. Due to the facility renovation, the opening date may be delayed.

Hours of Operation:

Preference for concession hours to match public swim hours below would be preferred but hours can be adjusted based on mutual agreement:

Monday, Wednesday, Friday: 12:30 PM – 4:30 PM & 6:00 PM – 8:00 PM Tuesday & Thursday: 12:30 PM – 4:30 PM Saturday & Sunday: 12:30 PM – 5:30 PM

Qualification Requirements include:

Business information and relevant experience Proposed operating hours (must fall within facility open hours stated above) Sample menu with pricing Financial proposal (lease fee or percentage of sales) References from past clients or facilities, if applicable

Term of Compensation: TBD

III. REQUIRED FORMS FROM CONTRACTOR

RFQ and Forms A-F Receipt of Forms and Submittal Checklist Certificate of Insurance: Insurance and Indemnification, including Endorsements Vendors Proposal as Accepted by the City

IN WITNESS WHEREOF, the parties hereto have set their hands at Sun Prairie, Wisconsin.

CITY OF SUN PRAIRIE

A municipal government

By: _________________________________ Steve Stockton, Mayor

Date: _______________________________

By: ________________________________ Elena Hilby, City Clerk

Date: _______________________________

Approved as to Form:

By: ________________________________ Kathleen McDaniel, City Attorney

Date: _______________________________

CONTRACTOR

(Name of Contracting Entity)

By: ________________________________ (Signature) (Print Name and Title of Person Signing)

Date: _______________________________

By: ________________________________ (Signature)

(Print Name and Title of Person Signing)

Date: _______________________________

By: ________________________________ Caitlin Stene, Director of Admin Services

Date: _______________________________