2017-040 Interpretive Services Agreement with The County of SimcoeThe Corporation of the Township of Oro-Medonte
By -Law No. 2017-040
A By -Law to Authorize the Execution of
an Interpretive Services Agreement between
The Corporation of The County of Simcoe
and The Township of Oro-Medonte
Whereas Section 11 of the Municipal Act, 2001, S. 0. 2001, c.25, as amended,
authorizes a municipality to pass by-laws with respect to the culture, parks,
recreation and heritage;
And Whereas Section 20 of the Municipal Act, 2001, S. 0. 2001, c.25, as amended,
provides that a municipality may enter into an agreement with one or more
municipalities or local bodies, to jointly provide, for their joint benefit, any matter
which all of them have the power to provide within their own boundaries;
And Whereas Section 224 of the Municipal Act, 2001, S. 0. 2001, c.25, as
amended, states that it is the role of Council to ensure that the administrative
policies, practices and procedures are in place to implement the decisions of
Council;
And Whereas The Council of The Corporation of the Township of Oro-Medonte
deems it expedient to enter into an Interpretive Services Agreement with the
Corporation of The County of Simcoe to provide Museum Interpretative Services at
the Oro African Church;
Now Therefore the Council of The Corporation of the Township of Oro-Medonte
hereby enacts as follows:
That the Mayor and Clerk be authorized to execute the Oro African Church
Interpretive Services Agreement attached hereto as Schedule "A" and
forming part of this By-law.
2. That the Interpretive Services Agreement attached hereto as Schedule "A"
and forming part of this By-law shall commence on May 1, 2017 and
continue in full force and effect through October 31, 2017. The parties may
mutually agree to extend the term for one additional year.
3. And That this by-law shall take effect on the final passing thereof.
By -Law Read a First, Second and Third time, and Passed this 22nd day of
March, 2017.
The Corporation of the Township of Oro-Medonte
Schedule jl�,_ to By -Law No. �L-\ O
ORO AFRICAN CHURCH
INTERPRETIVE SERVICES AGREEMENT
Effective as of theme day of hgpL\,.2017
BETWEEN:
THE CORPORATION OF THE COUNTY OF SIMCOE
(the "County")
and
THE CORPORATION OF THE TOWNSHIP OF ORO MEDONTE
(the "Township")
WHEREAS:
A. Section 20 of the Municipal Act, 2001 authorizes the parties to enter into an agreement
to jointly provide, for their joint benefit, any matter which all of them have the power to
provide within their own boundaries.
B. The parties wish to work together co-operatively to provide Museum Interpretive
Services at the Oro African Church.
C. County Council passed Motion CCW -316-16 authorizing the County to enter into an
agreement with the Township to provide Museum Interpretative Services at the Oro
African Church.
D. Township Council passed Motion authorizing the Township to enter into an
agreement with Simcoe to permit Simcoe to provide Museum Interpretative Services at
the Oro African Church.
NOW THEREFORE, in consideration of the terms and conditions of this agreement and other
good and valuable consideration the parties agree as follows:
1. Purpose
The purpose of this Agreement is to identify the roles and responsibilities of each of the parties
in the delivery of Museum Interpretive Services at the Oro African Church.
2. Obligations of the County
The County will provide to the Township the following Museum Interpretive Services at the Oro
African Church:
a. Staff from the Simcoe County Museum will deliver 350 hours of interpretive services at
the Oro African Church between May and October, 2017.
b. The Simcoe County Museum Education Director will liaise with the Township's Director
of Operations and Community Services as the main point of contact to provide
interpretive services at the Oro African Church.
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c. The Simcoe County Museum will be responsible for the hiring, training, and scheduling
of staff and volunteers of the Oro African Church.
d. The County will be responsible for the booking of all tours at the Oro African Church
through the Simcoe County Museum.
e. The County will collect all donations for operations and tour fees. All operating
donations and tour fees will be retained by the County.
f. The County will abide by all mandatory municipal health and safety standards, plus the
Accessibility for Ontarians with Disabilities Act.
3. Obligations of the Township
The Township will:
a. Recruit additional volunteers to work with Museum staff during Oro African Church
operating hours. Volunteers will be scheduled by Museum staff.
b. Ensure regular maintenance and care of the Oro African Church, including the cleaning
and maintenance of the on-site portable toilets.
c. Provide keys for access to the Oro African Church for Museum staff.
4. Funding.
The County of Simcoe will provide the Museum Interpretive Services for the Oro African Church
at no cost to the Township to an upset value of $16,000.00. This will cover the wages of the
museum interpretive staff only. The Township will be responsible for all costs associated with
maintaining the Oro African Church and its site.
5. Term & Termination
This agreement shall commence on May 1, 2017 and continue in full force and effect through
October 31, 2017. The parties may mutually agree to extend the term for one additional year.
Each of the parties reserves the right to cancel this Agreement, by giving sixty (60) days prior
written notice to the other party of the cancellation.
6. Insurance, Indemnification, & Limitation of Liability
The County will maintain, at its sole expense, liability insurance on its activities related to
providing Museum Interpretive Services in an amount not less than five million dollars
($5,000,000.00) per occurrence with the Township being named as an additional insured.
The Township will insure, at its sole expense, the Oro African Church, its fixtures, and
equipment against fire and other unusual perils as well as obtaining liability insurance of not less
than five million dollars ($5,000,000.00) per occurrence with the County being named as an
additional insured.
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Each party will indemnify and save harmless the other and each of their respective councillors,
officers, employees and agents against any claims, demands, costs, expenses or liabilities
(including legal fees) arising out of, from or in connection with the breach or non-performance by
it or its respective councillors, officers, employees and agents of their respective obligations
under this agreement.
No party will be liable to the other party for special, incidental, indirect or consequential loss or
damage, lost business revenue, loss or reputation, loss of profits or failure to realize expected
profits or savings for any reason whatsoever including negligence.
7. Relationship
The County of Simcoe is an independent Municipality performing a service for the Township.
This Agreement does not nor will it be deemed to constitute either party as a partner, joint
venturer, servant, agent or employee of the other party.
8. General Provisions
Notices
All notices, consents, approvals, statements, authorizations, documents, or other
communications (collectively "notices") required or permitted to be given hereunder will be in
writing, and will be delivered personally, sent by fax or email, or mailed by registered mail,
postage prepaid, at the addresses set forth hereunder, namely:
if to the Township:
Attention:
Fax number:
email:
if to the County: Simcoe County Museum
1151 Highway 26, Minesing, Ontario L9X OZ7
Attention: Kelley Swift Jones
Fax number: 705-728-9130
email: kelley.swiftjones@simcoe.ca
or at any such other address or addresses as may be given by any of them to the other in
writing in accordance with this subsection from time to time. if sent by registered mail, such
notice will be deemed to have been given on the fifth business day following such mailing;
provided that if such notice will have been mailed and if regular mail service will be interrupted
by strike or other irregularity before the deemed receipt of such notice as aforesaid, then such
notice will not be effective unless delivered personally or sent by fax. If delivered personally or
sent by fax or email during regular business hours, such notice will be deemed to have been
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given on the day of delivery or transmission, if during regular business hours on a business day,
or if not, on the business day next following the day of delivery or transmission.
Severability
If for any reason whatsoever, any term or condition of this Agreement or the application thereof
to any party or circumstance is to any extent invalid or unenforceable, all other terms and
conditions of this Agreement and/or the application of such terms and conditions to parties or
circumstances will not be affected thereby and will be separately valid and enforceable to the
fullest extent permitted by law. The unenforceable provision(s) will be deemed to be amended
to the extent needed to render them enforceable, so as best to reflect the intentions of the
parties.
Waiver of Obligations/ Rights Cumulative
No waiver of any obligation, restriction or remedy under this Agreement will be valid unless
executed in writing by the party to be bound thereby. No failure, refusal or neglect to exercise
any right under this Agreement or to insist upon full compliance with the obligations hereunder,
will constitute a waiver of any other provision of this Agreement or any further or subsequent
non-compliance with the same or any other provision. No exercise or enforcement of any right
or remedy hereunder will preclude the exercise or enforcement of any other right or remedy to
which any party is entitled by law to enforce.
Interpretation
The words "hereof", "herein", "hereunder" and similar expressions used in any article, section,
subsection or paragraph of this Agreement relate to the whole of this Agreement (including any
Schedules attached hereto) and not to that article, section, subsection or paragraph only, unless
otherwise expressly provided for or the context clearly indicates the contrary. For the purposes
of this Agreement a "business day" means any day other than a Saturday, Sunday or other day
on which the County's primary bank is not open for business during its regular business hours at
its head office. In this Agreement, unless the context otherwise requires, words importing the
singular include the plural and vice versa and words importing gender include all genders.
Further Assurances
Each of the parties will execute and deliver such further and other agreements, assurances,
undertakings, acknowledgments or documents, exercise their vote and influence and do and
perform and cause to be done and performed any further and other acts and things as may be
necessary or desirable in order to give full effect to this Agreement and every part hereof.
Binding Agreement
Subject to the restrictions on assignment and transfer herein contained, this Agreement will
enure to the benefit of and be binding upon all of the parties hereto and their respective (as
applicable) heirs, executors, administrators, successors and permitted assigns.
Headings
The headings and section numbers appearing in this Agreement or any Schedule hereto are
inserted for convenience of reference only and will not in any way affect the construction or
interpretation of this Agreement.
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Applicable Law
This Agreement will be construed in accordance with and governed by the laws of Ontario.
Entire Agreement
This Agreement together with any Schedules hereto constitutes the entire agreement and
understanding between the parties relating to the subject matter hereof, and supersedes all
other agreements, oral or written, made between the parties with respect to such subject matter.
Except as provided herein, this Agreement may not be amended or modified in any way except
by a written instrument signed by all the parties.
Time of the Essence
Time will be of the essence of this Agreement and of each and every part hereof.
Counterparts
This Agreement may be signed in counterparts, each of which when signed and delivered will
be deemed to be an original, but all such counterparts will together constitute one and the same
instrument.
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed as
follows:
THE CORPQFI4T,ION OFTHE TOWNSHIP OF ORO-MEDONTE
ti A
Title:
We have authority to bind the corporation
THE CORPORATION OF THE COUNTY OF SIMCOE
By: --
Name: 4wr-� Martrw4j
Title: word*rN
AUTHORIZED BY BY-LAW NO. 6594 PASSED BY
By: THE COUNCIL OF THE CORPORATION OF THE
Name: n�� COUNTY OF SIMCOE ON OCTOBER 25, 2016.
Title: Ct�IL
We ave authority to bind the corporation
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