2021-10 - Metroparks Agreement - Laserfiche WebLink

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have such responsibility. Utilities shall include, but not be limited to, storm sewers serving catchment areas off of the Premises. Prior to the Municipality performing any installation, maintenance, repair or replacement or any such utility if such work blocks the all-purpose trail for a period greater than 12 hours, Municipality shall give Manager at least ten days' prior written notice of the work and shall schedule its work in a commercially reasonable manner unless the repair is deemed an "emergency" that has direct impact to public health, safety, and welfare whereby notice cannot be provided within the allotted time. 5. Repair and Maintenance; Cgpital Repair. Municipality shall be responsible for all repair, maintenance and capital repair of the Premises except for the Services. Prior to the Municipality performing any repair, maintenance and capital repair of the Premises that may impact Manager's provision of the Services if such work blocks the all-purpose trail for a period greater than 12 hours, Municipality shall give Manager at least ten days' prior written notice of the work and shall schedule its work in a commercially reasonable manner unless the repair is deemed an "emergency" that has direct impact to public health, safety, and welfare whereby notice cannot be provided within the allotted time. 6. Representations, Acknowledgments, and Additional Covenants. 6.1 Municipality's Representations. Municipality represents that: (a) Municipality is a municipal corporation duly formed and validly existing under the laws of the State of Ohio; (b) the execution, delivery, and performance by Municipality of this Agreement are within the power of Municipality and have been authorized by all necessary action; (c) this Agreement has been duly executed and delivered by Municipality; (d) this Agreement and the documents referred to herein constitute valid and binding obligations of Municipality; and (e) commencing on the Effective Date and continuing thereafter throughout the Term, Municipality shall give notice to Manager with respect to all matters of which Municipality obtains notice or knowledge affecting the performance of the ,Services on the Premises. 6.2 Manager's Representations. Manager represents that: (a) Manager is a political subdivision of the State of Ohio duly formed and validly existing under the laws of the State of Ohio and has or will obtain all material governmental licenses, authorizations, consents, approvals, and other qualifications required to carry on its business as now conducted and to be conducted pursuant to the terms of this Agreement; (b) the execution, delivery, and performance by Manager of this Agreement are within the power of Manager and have been authorized by all necessary action; (c) this Agreement has been duly executed and delivered by Manager; and (d) this Agreement and documents referred to herein constitute valid and binding obligations of Manager. 7. Insurance. 7.1 Kinds and Amounts of Insurance. Manager shall, at its sole cost and expense, take out and maintain during the Term such general liability and automobile insurance as it customarily carries, with limits of liability or coverage not less than those Manager customarily carries, with respect to similar activities conducted by Manager. Municipality shall, at its sole cost and expense, take out and maintain during the Term such liability and property insurance as it customarily carries, with limits of liability or coverage not less than those Municipality customarily carries, with respect to similar facilities owned or operated by Municipality. M