Loading...
HomeMy WebLinkAbout03809 - PIRANHA SWIM TEAM MO 5963 Piranha Swim Team 3-yr Pool• '� AGREEMENT Rental Agr ENT #3809 AGREEMEN M05963, 6-4-97 This Agreement is made and entered into this _ day of 1996 between the City of Palm Springs, California, hereinafter referr � to as "City," and the Piranha Swim Team, hereinafter referred', to as "Swim Team." RECITALS WHEREAS, the City and the Swim Team are mutually interested in and concerned with providing quality recreational activities for the citizens of Palm Springs; and WHEREAS, it is recognized that through a cooperative agreement between the City and the Swim Team the community will be afforded the fulfillment of one of its recreational goals for citizens. NOW THEREFORE, the City and the Swim Team do hereby mutually agree as follows: 1. INTENT OF AGREEMENT 1.1. It is the intent of this Agreement to describe the responsibilities of the City and the Swim Team in their cooperative effort to effectively promote and provide competitive swimming for an average of one hundred (100) youth and adults. 1.2. It is the intent of this Agreement that the City endorse and recognize the Swim Team as its representative to United States swimming events and local/regional invitational swim events. It is also the intent of this agreement that the Swim Team identify the City's Swim Center pool as its "home' pool for all swim meets held for or on behalf of this Swim Team. 1.3. It is the intent of this Agreement to solidify a supportive and working relationship between the Swim Team and the City. 1.4. It is the intent of this Agreement that both the City and the Swim Team acknowledge and direct their efforts toward the development of quality swim programs at the City's Swim Center. 2. AREAS OF RESPONSIBILITY' 2.1. Fees and Charges 2.1.1. The Swim Team agrees to reimburse the City for pool rental quarterly. The quarterly payments shall be $1,200 for the term of this contract. Payment is due at the beginning of each quarter (starting with July). / 1st Quarter July - September Pa 2nd Quarter October - December 3rd Quarter January - March 4th Quarter April - June ORIMMAC BID AND/OR AGREEMENT, AGREEMENT City of Palm Springs & Piranha Swim "Ceam Page Two. 2.1.2. The City agrees to reduce the fee of pool rental by $100 per week as maintenance on the pool forces pool closure of the Swim Center pool for any part of the week thereof. 2.1.3. For swim meets that involve four or more teams, a $1.25-per- swimmer charge shall be paid to the City by the Swim Team within sixty (60) days following the meet. Extensions up to sixty (60) days will be granted if funds from U.S.S. swimming are not received. Requests for extensions must be made in writing. 2.1.4. Swim Tearn shall keep, and require subcontractors to keep, such books and records as shall be necessary to perform the services required by this Agreement and enable the Contract Officer, hereinafter defined, to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy and audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. 2.2. Pool Use and Scheduling 2.2.1. The City shall make the Swim Center available on a shared, non- exclusive basis, which does not interfere with the City's other recreation programs. Notwithstanding the foregoing, it is understood that the Swim Team shall be permitted to utilize the Swim Center in accordance with the schedule below. This schedule is subject to change with the approval of the Contract Officer and in accordance with Section 2.2.2. In the event of scheduling conflict, the City has sole discretion to resolve such conflicts, but the City shall act in a timely manner. During high school water sports season, the high school shall have priority use of Swim Center. TYPICAL SCHEDULE OF PRACTICE SESSIONS: 5:00 a.m. to 7:30 a.m. Monday - Friday 3:45 p.m. to 7:30 p.m. Monday - Friday 7:30 a.m. to 9:30 a.m. Saturday TYPICAL SHARED USES: Lap Swimming Diving Programs Lesson Programs Lifesaving Programs Water Polo Pool Parties Exercise Programs 40 AGREEMENT City of Palm Springs & Piranha Swim Team Page Three. 2.2.2. Written request by the Swim Team for seasonal practice schedules must be subrnitted at least thirty (30) days in advance of beginning date of schedule. 2.2.3. The Swim Team shall submit a Facility Use Application form at least thirty (30) days prior to swim meets. The City agrees to make the pool available if such use does not impact on scheduled City programs or facility closures. Whenever possible, the Swim Team shall try to accommodate joint use of the pool for dual meets that are held at the Swim Center. 2.2.4. The City agrees to make the Swim Center office available to the Swim Team at no cost to the Swim Team. The City agrees to rent, at a minimal rate, the Pavilion kitchen, if available. The Facility Use Application form shall be submitted by the Swim Team at least six (6) months prior to the swim meet. 2.2.5. The Swim Team agrees that the kitchen and Swim Center office will be used in an orderly fashion. The Swim Team takes full responsibility to see that the Swim Center office and kitchen are returned in the same condition found upon first day of rental. 2.2.6. Swim Team members shall not enter the Swim Center facility for meets or practices until a coach or designated Swim Team adult representative is on deck to supervise unless that Swim Team member has paid the public fee to use the pool. 2.2.7. When the Swim Center is closed for maintenance, efforts to secure ;Ills CUO the Boys Team for Swim Team's practices will be made. Rental fees for use of the Boys Ted\shall be absorbed by both the City and Swim Team based on usage. 2.3. Coaching Staff 2.3.1. The Swim Team shall have complete responsibility for the control and supervision of its coaching staff. 2.3.2. The Swim Team shall be responsible for the control and safety of its members and guests within the confines of the pool deck,locker rooms and pool. 2.3.3. It is the responsibility of the Swim Team to insure that all coaching staff is currently certified in C.P.R., First Aid and lifeguard training. The United States Swimming Coach's Certification in First Aid can.apply to this qualification. Proof of such certification must be presented by the Swim Team on a yearly basis. AGREEMENT City of Palm Springs & Piranha Swim Team Page Four. 2.4. Equipment and Storage 2.4.1. The City shall provide storage area on a joint-use basis for the Swim Team. The Swim Team shall not hold the City liable for damages for theft of equipment or materials stored on City property. 2.4.2. The Swim Team shall install equipment necessary to conduct practice and swim meets with the exception of starting blocks. In a like manner, the Swim Team shall remove, in a timely fashion, all equipment that is installed to conduct practice and swim meets (with the exception of starting blocks). 2.4.3. The Swim Team shall repair or replace, at its expense, damaged equipment :if damage occurred as a result of negligence by the Swim Team. or its officers, employees, members or invitees. 2.4.4. The City shall repair or replace damaged equipment, if damaged other than by the Swim Team, at City's expense and in a timely manner. 2.4.5. The Swim Team shall notify the City of any damaged equipment in need of repair. As non-performance of requested repairs occurs, the Swim Team shall be held harmless from any claim filed against the Swim Team for injury resulting from said damaged equipment. 2.4.6. If the rental of joint-use equipment is deemed appropriate, a charge of $40/day will be imposed. All proceeds will be donated back to the City for purchase of more joint-use equipment. 2.5. Swim Meets 2.5.1. The Swim Team shall clean up all areas in and around the Swim Center impacted by its use. The City shall coordinate with the Swim Team arrangements for trash pick-up and provide equipment/ supplies to maintain the cleanliness of the surrounding area if trash pick-up is not readily available during the time of the swim meet. 2.5.2. The Swim Center shall be closed to the public and to all City programs whenever the Swim Team utilizes the Swim Center for a meet. During this time, the Swim Team accepts full responsibility for the control and safety of the general public, as well as the Swim Team's members and guests. The Swim Team shall provide a first aid kit and sufficient supplies to render fast aid service during the time of the swim meet. The City shall provide access to back boards during the time of the scheduled swim meet. AGREEMENT City of Palm Springs & Piranha Swim Team Page Five. 2.5.3. The Swim 'Team shall notify the City of any dual meets that could allow safe access of the pool for joint use. The Swim Center staff and Swim 'Team are jointly responsible for the control and safety _ of swimmers as pool utilization is shared. 2.5.4. Following the completion of swim meets, the Swim Team remains responsible for the control and safety of its guests and general public until the Swim Center is cleaned and the admission gates are locked by a. Swim Team representative. 2.5.5. The Swim Team must maintain on file two (2) copies of its Articles of Incorporation, Bylaws, and Rules and Regulations with the City Clerk's office. Any revisions must be submitted to the Recreation Manager prior to action by the Swim Team's Board. 3. INSURANCE AND INDEMNWICATION 3.1. The Swim Team shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement, including any extension thereof, the following policies of insurance: a. Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance written on a per- occurrence basis with a combined single limit of $1,000,000. b. Worker's Compensation Insurance. A policy of worker's compensation insurance in such amount as will fully comply with the laws of the State of California and that shall indemnify, insure and provide legal defense for both the Swim Team and the City against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any person retavned by the Swim Team in the course of carrying out the work or services contemplated in this Agreement. C. Automotive Insurance. A policy of comprehensive automobile liability insurance written on a per-occurrence basis in an amount not less than either (i) bodily injury liability limit of $250,000 per person and $500,000 per occurrence and property damage liability limits of $100,000 per occurrence and $250,000 in the aggregate, ~ or (ii) combined single limit liability of $500,000. Said policy shall include coverage for owned, non-owned, leased and hired vehicles. AGREEMENT City of Palm Springs & Piranha Swim Team (p Page Six. �D All of the above policies of insurance shall be primary and shall name the City, its officers, employees and agents as additional insureds. The insurer shall waive all rights of its subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. All of said policies of insurance shall provide that said insurance may not be amended or canceled without providing thirty (30) days prior written notice by registered mail to the City. In the event any of said policies of insurance are canceled, the Swim Team shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 3.1 to the Contract Officer. No work or services under this Agreement shall commence until the Swim Team has provided the City with Certificates of Insurance or appropriate insurance binders evidencing the above insurance coverage; and said Certificates of Insurance or binders are approved by the City. The Swim Team agrees that the provisions of this Section 3.1 shall not be construed as limiting in any way the extent to which the Swim Team may be held responsible for the payment of damages to any persons or property resulting from the Swim Team's activities or the activities of any person or persons for which the Swim Team is otherwise responsible. In the event the Swim Team subcontracts any portion of the work or services, the contract between the Swim Team and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the Swim Team is required to maintain pursuant to this Section 3.1. 3.2. Indemnification. Swim Team agrees to indemnify the City, its officers, agents and employees against, and will hold and save them and each of them hamrless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein "claims or liabilities") that may be asserted or claimed by any persons, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities of the Swim Team, its agents, employees, subcontractors or invitees, provided for herein, or arising from the; negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, whether or not there is concurrent passive or active negligence on the part of the City, its officers, agents or employees, but excluding such claims or liabilities arising from the sole negligence or willful misconduct of the City, its officers, agents or employees who are directly responsible to the City and, in connection therewith: 40 AGREEMENT City of Palm Springs & Piranha Swim Team Page Seven. a. Swim Team will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees, incurred in connection therewith; b. Swim Team will promptly pay any judgment rendered against the City, its officers, agents or employees for any claim or liabilities arising out of or in connection with negligent performance of or failure to perform such work, operations or activities of Swim Team hereunder; and Swim Team agrees to save and hold the City, its officers, agents and employees harmless therefrom; C. In the event the City, its officers, agents or employees, is made a party to any action or proceeding filed or prosecuted against Swim Team for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Swim Team hereunder, Swim Team agrees to pay the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees, in such action or proceeding, including, but not limited to, legal costs and attorneys' fees. 3.3. Sufficiency of Insurer or Surety. Insurance or bonds required by the Agreement shall be satisfactory only if issued by companies qualified to do business in California rated "A" or betl:er in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are.of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City ("Risk Manager") due to unique circumstances. In the event the Risk Manager of the City determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Swim Team agrees that the minimum limits of the insurance policies and the performance bond required by this Section 3 may be changed accordingly upon receipt of written notice from the Risk Manager; provided that the Swim Team shall have the right to appeal a determination of increased coverage by the Risk Manager to the City Council of City within ten (10) days of receipt of notice from the Risk Manager. 4. WAIVER OF UTILITY FAILURE 4.1. The Swim Team expressly waives any and all claims to the City for compensation for any and all losses or damages sustained for any reason or any defect, deficiency or impairment of any utility system, water supply system, drainage system, electrical apparatus or wires serving the Swim Center. AGREEMENT City of Palm Springs & Piranha Swim Team �� y� Page Eight. /P e 5. ENFORCEMENT OF AGREEMENT 5.1. California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State; of California, or any other appropriate court in such county, and Swim Teams covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 5.2. Disputes. In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligations hereunder so long as the injuring party commences to cure such default within ten (10) days of service of such notice and completes the cure of such default within forty-five (45) days after service of the injured party; provided that if the default is an immediate danger to the health, safety and general welfare, such immediate action may be necessary. Compliance with the provisions of this section shall be a condition precedent to te,miination of this Agreement for cause and to any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's or Swim Team's right to terminate this Agreement without cause pursuant to Section 5.8. 5.3. Retention of Funds. Swim Team hereby authorizes City to deduct from any amount payable to Swim Team (whether or not arising out of this Agreement) (i) any amounts for which payment may be in dispute hereunder or are necessary to compensate City for any losses, costs, liabilities or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Swim Team's acts or omissions in performing or failing to perform Swim Team's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Swim Team, or any indebtedness shall exist which shall appear to be the basis for a claim or lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Swim Team to insure, indemnify and protect City as elsewhere provided herein. AGREEMENT City of Palm Springs & Piranha Swim Team Page Nine. 5.4. Waiver. No delay or omission in the exercise of any right or remedy by a non- defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 5.5. Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different time, of any other rights or remedies for the same default or any other default by the other party. 5.6. Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purpose of this Agreement. 5.7. Termination Prior to Expiration of Term. This section shall govern any termination of this Agreement. The City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days' written notice to Swim Team, except that where termination is due to the fault of the Swim Team, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Swim Team reserves the right to terminate this Agreement at any time, with or without cause,upon sixty (60) days' written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Swim Team may determine. 5.8. Attorneys' Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorneys' fees. Attorneys' fees shall include attorneys' fees on any appeal. In addition, a party entitled to attorneys' fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery, and all other necessary costs the court allows that are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. IMP • ID AGREEMENT City of Palm Springs & Piranha Swim Team Page Ten. 10412", 6. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 6.1. Non-liability of City Officers and Employees. No officer or employees of the City shall be personally liable to the Swim Team or any successor in interest in the event of any default or breach by the City or for any amount that may become due to the Swim Team or to its successor or for breach of any obligation of the terms of this Agreement. 6.2. Conflict of Interest. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement that affects his financial interest or the financial interest of any corporation, partnership or association in which he is directly or indirectly interested, in violation of any state statute or regulation. The Swim Team warrants that it has not paid or given and will not pay or give an), third party any money or other consideration for obtaining this Agreement. 6.3. Covenant Against Discrimination. Swan Team covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through them, there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the performance of this Agreement. 7. MISCELLANEOUS PROVISIONS 7.1. Notice. Any notice, demand, request, document, consent,. approval or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail, in the case of the City, to the City Manager, CITY OF PALM SPRINGS, P. O. Box 2743, Palm Springs, California 92263, and, in the case of the Swim Team, to the person at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this section. 7.2. Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction that might otherwise apply. • Ob AGREEMENT City of Palm Springs & Piranha Swim Team Page Eleven. 7.3. Integration; Amendment. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, be the parties and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 7.4. Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement that are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 7.5. Corporate 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) the entering into this Agreement does not violate any provision of any other agreement to which said party is bound. 8. COORDINATION OF WORK 8.1. Representatives of Swim Team. The following principals of Swim Team are hereby designated as being the principals and representatives of Swim Team, authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: President or Board of Directors' Designee P. O. Box 4643 Palm Springs, CA 92263 It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Swim Team and devoting sufficient time to personally supervise the services hereunder. However, if, through the course of this three- (3-) year contract, the representatives of the � � Swim Team change, written notice of such change shall be submitted to the City. A change in representatives shall not represent a change in the intent or direction of the contractual agreement between the City and the Swim Team. AGREEMENT City of Palm Springs & eha Swim Team Page Twelve. 0 8.2. Contract Officer. The Contract Officer shall be such person as may be designated by the City Manager of City. It shall be the Swan Teams responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Swim Team shall refer any decisions that must be made by the City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall need the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of City required hereunder to carry out the terms of this Agreement. 9. TERM 9.1. Unless earlier terminated in accordance with Section 5.7 of this Agreement, this Agreement shall continue in full force and effect for a period not exceeding three (3) years from the date hereof, except as otherwise provided. IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above. ATTEST: CITY O GS, am ipal corpora Ci y Clerk Citmanager APPROVED AS TO FORM: PIRANHA SWIM TEAM Rutan & Tucker By: If— By: David J leshire Board Member �^ City Attorney ,M^c�1SL 1_ / K",-\ v r� Board Memb r �lk cud. B and Me ber U 1 nbr; APPROVED yTP4FCITYCOUNCIL &Y NO �(p�a,/t'1 711711 Board Member �)'0, 3, `t3 i f�Address City State Zip I A4'7'7334 C7t aa tp y � SECRETARY OF STATE CORPORATION DIVISION I, BILL JONES, Secretary of State of the State of California, hereby certify: That the annexed transcript has been compared with the corporate record on file in this office, of which it purports to be a copy, and that same is full, true and correct. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this IJUN 1 41996 9 H ur g �b ,A u Secretary of State 5[c/Sini[Fovm CE-f0](REV 9/95) A 4'7'7334 ENDORSED FILED n the office of the Secretary of CERTIFICATE OF AMENDMENT of the State of California OF ARTICLES OF INCORPORATION JUN 3 1996 BILL JONES, Se: e ry of Stet- The undersigned certify that: 1. They are the President and the Secretary, respectively, of PIRANHA SWIM TEAM, INC. 2 . Article II of the Articles of Incorporation of this corporation is amended to read as follows: II "This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for charitable purposes. " 3 . The Articles of Incorporation of this corporation are further amended by adding the following Articles designatediV and V which read as follows: IV "A. This corporation is organized and operated exclusively for the purposes of fostering national and international amateur sports competition within the meaning of Section 501 (C) (3) of the Internal Revenue Code. B. No substantial part of the activities of this corporation shall consist of carrying on propaganda or otherwise attempting to influence legislation and the corporation shall not participate or intervene in any political campaign, (including the publishing or distribution of statements) , on behalf of any candidate for public office. " v "The property of this corporation is irrevocably dedicated to fostering national and international amateur sports competition and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person. Upon dissolution or winding up of the corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for the purposes of fostering national and international amateur sports competition, and which has established its tax exempt status under Section 501 (C) ( 3) of the Internal Revenue Code. " 4 . The foregoing amendment of Articles of Incorporation has been duly approved by the board of directors. 5. The foregoing amendment has been duly approved by all of the members. We further declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true and correct of our own knowledge. Dated: -� - I F' _ tii C �1•�iJ MOLLY DOWNS, President MICHELLE DUNPHY, Se r ary 1876311 State ' California OFFICE OF THE SECRETARY OF STATE CORPORATION DIVISION G. I, MARCH FONG E U, Secretary of State of the State of California, hereby certify: That the annexed transcript has been compared with the corporate record on file in this office, of which it purports to be a copy, and that same is full, true and correct. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this NOV 2 2 1993 . vn Y 1 U ' Secretary of State p 1FM a MS y` � r At � `I ♦ � _� h1 I j ' S IMGF_O;R;r �r ,��� ,144Xir�t' Sm/STAT FORM CE-107 Eb OBOE r i1 1876311 E 4DORsED FILED I^the utflice d 6,sxretmy-4 slvk ARTICLES OF INCORPORATION OF PIRANHA SWIM TEAM, INC. NOV - 81993 MARCH FONG K SP.uetary of State I The name of this corporation is PIRANHA SWIM TEAM, INC. II A. This corporation is a nonprofit mutual benefit corporation organized under the Nonprofit Mutual Benefit Corporation Law. The purpose of this corporation is to engage in any lawful act or activity for which a corporation may be organized under such law. B. The specific purposes for which this corporation is formed are as follows: ( 1) Specifically and primarily to provide educational instruction in swimming and lifesaving for the youth of Riverside County; (2 ) To consist of but not be limited to providing a competitive swim program; (3) Competitive swim training; (4) General information with regard to swim competition on local, state, regional, national, and international levels; (5) Sponsoring swim competitions at the local, state, regional, national, and international levels; and (6) No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office. i► 40 xxx The name and address in the State of California of this corporation's initial agent for service of process is Susan Chester, 43-700 Texas Avenue, Palm Desert, California 92211. Dated: SUSAN CHESTER, Incorporator I hereby declare that I am the person who executed the foregoing Articles of Incorporation, which execution is my act and deed. ) / 4,-6 --�SUSAN CHESTER 0 0 STATE P.O. BOX 420807, SAN FRANCISCO, CA 94142-0807 COMPENSATIONj- INSU RAN CE FUND ,CERTIFICATE OF WORKERS'COMPENSATION INSURANCE ' NOVE,P'IBER 6 , 1997 POLICY NUMBER:1424087 -" 97 ^CERTIFICATE EXPIRES: "�-•��--'�}u itCEI'VEL CITY OF PALPI SPRINGS rlrY cLrlu: 40V 199� P .O, BOX 2743 PALM SPRIhIGS CALIFORNIA 313263 �,n i �➢ " L_ This is to certify that we have issued a valid Workers' Compensation_insurance_policy In-a form approved..by the California - - Insurance-Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon ten days'advance written notice to the employer. We will also give you TEN days'advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance Is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policies described herein Is subject to all the,terms,•;exclusions and conditions,of such,policies. AUTHORIZED REPR ESC-NTATIUC - - PRESIDENT EMPLOYER 'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000 ,000 PER OCCURRENCE; EMPLOYER. PIRANHA STJIM TEAM P O BOX 4643 PALM SPRINGS CA 92263 L .; DOCUMENTTHIS AC CAD„ CEyR'1IFIC IgOF LIABILITY INSUe ♦ CRSR TB DATE(MMIDDIVV) SSW294 09/03/98 PRODUCER THIS CERTIFICATE IS IS-SUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Peak Insurance Group Inc HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 2800 N Central Ave Suite 500 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Phoenix AZ 85004 COMPANIES AFFORDING COVERAGE Traci Bowlin CISR COMPANY Phone No. 602-274-1111 Fti 602-274-1117 A Lexington Insurance Company INSURED COMPANY U S Swimming Inc, Local Swim B Committees & Member Clubs Including Piranha Swim Team COMPANY c/o Chris Duncan C PO Box 4643 COMPANY Palm Springs CA 92263 D COVERAGES THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR DATE(MMIDDIYV) DATE(MMIDDIYY) GENERAL LIABILITY GENERAL AGGREGATE $ 2,000,000 X COMMERCIAL GENERAL LIABILITY 8648660 12/31/97 12/31/98 PRODUCTS-COMP/OP AGG $ 2,000,000 CLAIMS MADE 1XI OCCUR PERSONAL&ADV INJURY $ 1,000,000 OWNER'S&CONTRACTOR'S PROT EACH OCCURRENCE $ 1,000,000 X Participant Liab. FIRE DAMAGE(Any one fire) $ 100,000 Included MED EXP(Anyoneperson) $ Excluded AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) HIRED AUTOS BODILY INJURY $ NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE S GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN AUTO ONLY. EACH ACCIDENT $ AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ 2,000,000 A UMBRELLAFORM 8786565 12/31/97 12/31/98 AGGREGATE $ 6,000,000 X OTHER THAN UMBRELLA FORM Following Form Excess _ $ WORKERS COMPENSATION AND TO STATU- OTH- RV LIMITS ER EMPLOYERS'LIABILITY EL EACH ACCIDENT $ THE PROPRIETORI ROL EL DISEASE-POLICY LIMIT $ PARTNERS/EXECUTIVE OFFIGERS ARE. EXCL EL DISEASE-EA EMPLOYEE $ OTHER DESCRIPTION OF OPERATIONSILOCATIONSNEHICLES/SPECIAL ITEMS Verification of General Liability & Excess Liability. See attached for insured activities. Certificate Holder is included as Additional Insured per attached Additional Insured Endorsement:. CERTIFICATE HOLDER CANCELLATION PA114002 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL MAIL Palm Springs Swim Center 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, Attn Vicki Oltean SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY 401 S. Pavilion Way Palm Springs CA 92262 OF ANY KIND UPON THE COMPANY', AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE / �� Traci Bowlin CISR. I, N'��;ul�, ''✓� �g ACORD 78-S(1/96) OAC0,R6'FORPORATION 1988