SCHEDULE “B”
SKETCH OF PARK
Document 2
Agriculture and Rural Affairs Committee
Comité de l'agriculture et des affaires rurales
and Council / et au Conseil
8 July 2010 / le 8 juillet 2010
Kent Kirkpatrick, City Manager/Directeur municipal
and/et
Steve Kanellakos, Deputy City Manager/Directeur municipal adjoint
City Operations/Opérations municipales
Contact Person/Personne-ressource : Gordon MacNair, Director
Real Estate Partnerships and Development Office/Directeur, Partenariats et Développement en
immobilier (613) 580-2424 x21217, Gordon.MacNair@ottawa.ca
Dan Chenier,General Manager Parks, Recreation and Cultural Services/Services des parcs, du loisir et de la culture (613)580-2424 ext.24295, Dan.Chenier@ottawa.ca
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Ref N°: ACS2010-CMR-REP-0038 |
SUBJECT: |
LAND ACQUISITION AND AGREEMENT, GEORGE NELMS SPORTS PARK - 5650 MITCH OWENS DRIVE |
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OBJET : |
acquisition de terrain et entente, parc sportif george-nelms – 5650, CHEMIN mitch owens |
That the Agriculture and Rural Affairs Committee recommend Council:
1. Approve the negotiated Sports Field Agreement with Ottawa South United Soccer Association as described in Document 1, and;
2. Approve the acquisition of real property described as being Part of Lot 1, Concession 1, geographic township of Osgoode, in the City of Ottawa, more particularly described as Parts 1, 2 and 3 on 4R-21514, containing 12.962 ha, known municipally as 5650 Mitch Owens Road as shown on Document 2, required for sports fields from Centaurus Partnership for $1,300,000 plus HST as applicable.
Que le Comité de l’agriculture et des affaires rurales recommande au Conseil :
1. D’approuver l’entente négociée avec Ottawa South United relativement aux terrains de sport, comme il est décrit dans le Document 1;
2. D’approuver l’acquisition du bien-fonds, nécessaire pour l’aménagement des terrains de sport, décrit comme la partie de lot 1, concession 1, canton géographique d’Osgoode, dans la Ville d’Ottawa, et plus précisément décrit comme les parties 1,2 et 3 du 4R-21514, comprenant 12,962 ha et dont l’adresse municipale est le 5650, chemin Mitch Owens comme il est indiqué dans le Document 2, de Centaurus Partnership pour 1 300 000 $, TVH en sus le cas échéant.
On 28 October 2009, City Council approved report ACS2009-COS-PRC-0012 that directed the Deputy City Manager of City Operations to negotiate and execute a Sports Field Partnership Agreement for the development of a parcel of land at 5650 Mitch Owens Drive, to be known as the George Nelms Sports Park. Subject to the negotiation and execution of the partnership agreement, the Real Estate Partnerships and Development Office (REPDO) has been directed to negotiate the acquisition of the above noted parcel of land and to proceed to obtain approval for the acquisition from Agriculture and Rural Affairs Committee and Council.
This is the final step in the City acquiring the site on Mitch Owens Drive for the purpose of establishing a sports field tournament site in the south area of the City. As documented in the Sports Field Strategy (1994), the Department of Parks, Recreation and Cultural Services is presently unable to meet the demand for fields as more and more leagues find themselves having to turn away potential players due to a lack of fields. The addition of six (6) new fields into the inventory will assist in closing this gap between supply and demand.
Based on the partnership framework included in the October 2009 report, the City and Ottawa South United Soccer Association (OSU) detailed roles and responsibilities for the site in the Sportsfield Agreement found in Document 1, while making adjustments to reflect major development changes that have occurred since the last report. Of note, the Partnership Framework sought the acquisition value (mutually agreed upon Fair Market Value) be satisfied through a combination of a cash payment and a donation receipt for income tax purposes. Furthermore, the framework stated "CO (City) would be responsible for all costs associated with the development of the remaining four fields and maintenance. Should OSU wish to apply through the Branch's Major Capital Partnership Program and if successful, the partnership would share the capital cost 50-50".
To date, the four (4) additional fields have already been developed at OSU's cost. Rough grading of a secondary parking lot and an application under the Major Capital Partnership Program for the development of a fieldhouse, whereby OSU will pay 50% for public access to the fieldhouse, has been approved by the Community and Protective Services Committee at its meeting of 29 June 2010 and will rise to Council at its meeting of 14 July 2010. As a result, the acquisition will be in cash only, allowing OSU the opportunity to reinvest some of the cash received for the development of a publicly used fieldhouse. The balance of the terms detailed in the Framework are reflected in the attached Sports Field Agreement.
The subject lands contain 12.962 ha (32 acres) of Open Space zoned land located at 5650 Mitch Owens Road improved with two operational sports fields and four additional fields constructed but not yet play-ready, since the turf needs to establish itself for a one-year period. Pursuant to the direction of City Council, the City began talks with Centaurus Partnership with respect to an agreement for operation of the sports fields, together with an agreement of purchase and sale of the land. Negotiations resulted in an agreement for the acquisition of the lands for $1,300,000 plus HST as applicable. The agreement is conditional on the approval of the Sports Field Agreement attached as Document 1. The $1,300,000 purchase amount is a reconciliation of values derived from two appraisals completed for the respective parties, and includes value for both the land and site improvements. There is no inclusion of a donation receipt for future income tax purposes.
The Mitch Owens site will serve both rural and suburban residents primarily due to its geographic location
ENVIRONMENTAL IMPLICATIONS
The agreement is conditional on a Phase 1 Environmental Site Assessment to be performed on the site between approval and closing. The property has been checked against the Historical Land Use Inventory and no previous uses have raised concerns.
Numerous meetings were held with Ottawa South United representaties to arrive at this mutually agreed upon purchase price and obligations over future operations.
The property is located in Osgoode Ward 20. Councillor Thompson has reviewed the report and concurs with the report recommendations.
There are no legal/risk management impediments to implementing any of the Recommendations arising from this Report. In accordance with Recommendation 2 of the 28 October 2009 Council approval, the closing of the acquisition transaction is conditional upon the negotiation and execution of the Sports Field Partnership Agreement as set forth in the Discussion section of this Report.
Sustainable, Healthy and Active City - The acquisition and partnership agreement will support and encourage physical activity for all age groups.
N/A
Funds are available in the existing capital budget for Parks, Recreation and Cultural Services in the capital projects for Land Acquisition Sports Field, Sports Field Development 2007 and Sports Field Development 2006.
Document 1 – Sports Field Agreement
Document 2 – Property Sketch
Subject to approval of this report by Council, Realty Services, Legal Services, Surveys Branch and Parks, Recreation and Cultural Services will finalize these transactions.
Document 1
SPORTS FIELD AGREEMENT
THIS AGREEMENT MADE as of the _____ day of July, 2010.
BETWEEN:
OTTAWA SOUTH UNITED SOCCER ASSOCIATION
(hereinafter referred to as “OSU”)
OF THE FIRST PART
- and -
CITY OF OTTAWA
(hereinafter referred to as the “City”)
OF THE SECOND PART
WHEREAS the Centaurus Partnership, being a partnership between Duncan Campbell, Stephen Campbell, Peter McGann and Bill Michalopulos, is the owner of lands known municipally as 5650 Mitch Owens Drive, Ottawa, Ontario and described legally in Schedule “A” attached hereto and shown on Schedule “B” attached hereto (the “Lands”);
AND WHEREAS the City has entered into an agreement with the Centaurus Partnership for the acquisition of Lands;
AND WHEREAS the OSU is one of the City of Ottawa’s largest soccer associations, and organizes recreational and adult soccer leagues and tournaments in south Ottawa communities including Barrhaven, Stonebridge, Nepean, Riverside South, Greely, Kars, Manotick, Osgoode, North Gower, Chapman Mills, Davidson Heights, Longfields, Half Moon Bay and Findlay Creek;
AND WHEREAS The City recognizes OSU’s geographic servicing of the surrounding communities for soccer and sporting purposes;
AND WHEREAS the Centaurus Partnership together with the OSU have constructed certain improvements on the Lands including the six soccer fields shown on the sketch attached as Schedule “B” hereto (the “Site Plan”) and a public parking area, known as “Parking Lot 1” and located in that portion of the Site Plan identified as “Phase 1”;
AND WHEREAS the soccer fields identified as numbers 1 and 2 on the Site Plan (“Fields 1 & 2”) are now available for use;
AND WHEREAS in recognition of OSU’s contribution to the improvement of the Lands, and the OSU’s commitment to maintain Fields 1& 2 at its expense, the City has agreed that it will grant an annual Permit for the use of Fields 1 & 2 exclusively to OSU, and at no cost to OSU, for the Term of this Agreement, subject to the terms and conditions contained herein;
NOW THEREFORE in consideration of the sum of ONE DOLLAR ($1.00) paid by each party to the other, the mutual covenants herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby covenant and agree as follows:
1. DEFINITIONS
“Allocation Policy” means the City’s Facility Allocation Policy, as amended from time to time.
“City By-Laws” means the applicable City by-laws in force from time to time, including, without limitation Parks and Facilities By-Law No. 2004-276.
“City Standards” means standards applicable to the maintenance and repair of parks located within the City of Ottawa as established by the City from time to time, including but not limited to standards relating to the use of pesticides.
“Fields 3 to 6” means the soccer fields identified as numbers 3, 4, 5 and 6 on the Site Plan.
“Hazardous Substance” includes, but is not limited to, any hazardous or toxic chemical, waste, by-product, pollutant, contaminant, compound, product or substance, including any contaminant, asbestos, polychlorinated biphenyls, petroleum and its derivatives, by-products or other hydrocarbons and any other liquid, solid or gaseous material the exposure to, or manufacture, possession, presence, use, generation, storage, transportation, treatment, release, disposal, abatement, cleanup, removal, remediation or handling of, which is prohibited, controlled or regulated by any and is defined, judicially interpreted or identified in or pursuant to any environmental law.
“Park” means the Lands and improvements thereon, including the sports fields and public parking area.
“Permit” means a rental contract granted by the City for the use of a sports field together with its specific and general terms and conditions, as amended from time to time.
“Term” has the meaning ascribed to it in Section 2 of this Agreement.
2. TERM
This Agreement shall be in full force and effect for a period of approximately fifteen (15) years, taking effect upon execution of this Agreement and terminating on October 31, 2025 (the “Term”).
3. NAMING
Subject to the requirements of the City’s “Commemorative Naming Policy”, the Park will be known as “George Nelms Sports Park – Parc sportif George Nelms.”
4. EFFORTS RECOGNITION
The City will support the recognition of those whose efforts have allowed for the creation of the Park, including recognition in the form of a raised bronze plaque, provided that:
(a) the creation, installation, maintenance, replacement and removal of any form of recognition including a plaque is at the sole risk, cost and expense of OSU; and
(b) any form of recognition including a plaque is in compliance with the City’s bilingualism policy.
5. EXCLUSIVE ISSUANCE OF PERMITS TO OSU
5.1 AUTOMATIC ISSUANCE OF PERMIT
The City shall issue to OSU, on an annual basis starting in the 2011 soccer season, for the duration of the Term, a Permit for Fields 1 & 2. The issuance of a Permits to OSU for the use of Fields 1& 2 pursuant to this Agreement shall occur automatically, without the need for the submission of an application by OSU and shall be at no cost to OSU.
5.2 ISSUANCE OF PERMITS FOR 2011 SOCCER SEASON
In the event that Fields 1 & 2 are unavailable for use for the 2011 soccer season, the City may, in its sole discretion, issue to OSU a permit for an alternative field or alternative fields on the Lands (an “Alternative Permit”).
In the event that the City issues an Alternative Permit, all of the obligations of OSU with respect to Fields 1 & 2, including but not limited to maintenance, insurance and indemnity obligations shall also extend to the fields for which the Alternative Permit is issued. The issuance of an Alternative Permit shall not reduce OSU’s obligations with respect to Fields 1 & 2; however, the City, acting reasonably, may reduce OSU’s responsibility to maintain Fields 1 & 2 during the term of the Alternative Permit to reflect the fact that Fields 1 & 2 are incapable of being used for soccer.
5.3 ISSUANCE OF PERMITS TO OSU EXCLUSIVE
Provided this Agreement remains in good standing, and during the Term of this Agreement, the City will issue Permits for the use of Fields 1 & 2 exclusively to OSU and to no other individual or organization. In addition, the City will not authorize the use of Fields 1 & 2 by any other individual or organization, without the prior consent of OSU.
5.4 CONDITIONS OF AUTOMATIC ISSUANCE
The automatic issuance of Permits to OSU as described in Section 5.1 above is subject to the following conditions:
OSU shall:
(a) respect and abide by the provisions of any Permit issued to OSU for the use of Fields 1& 2 pursuant to this Agreement;
(b) respect and abide by the provisions of relevant City By-Laws;
(c) maintain Fields 1 & 2 in accordance with City Standards;
(d) not permit on Fields 1 & 2 the presence of any Hazardous Substance, except in accordance with applicable laws and City Standards; and
(e) take out and maintain throughout the Term insurance as provided in Section 12.
The City reserves the right to suspend or revoke any Permit issued to OSU in the event that OSU fails to comply with any of the forgoing. Notwithstanding the foregoing, the City shall not revoke a Permit without providing OSU with notice of its failure to meet the requirements listed in this Section 5.4 and without providing the OSU with time to remedy the failure to comply within the applicable time frames set out in Section 14.1 of this Agreement. For example, OSU would have 15 days to bring itself into compliance with City By-laws.
6. MAINTENANCE AND REPAIRS
6.1 PERMISSION TO ENTER FIELDS 1 & 2 FOR MAINTENANCE PURPOSES
Subject to terms of this Agreement, the City will permit OSU, its employees, servants, agents, volunteers and members to enter upon Fields 1 & 2 and to utilize Fields 1 & 2 during the Term, for the purpose of maintaining Fields 1 & 2.
6.2 OSU MAINTENANCE OBLIGATIONS
OSU shall be responsible, at its sole cost and expense:
(a) to maintain Fields 1 & 2 for the duration of the Term to City Standards so as to ensure good and safe playing conditions thereon. Such maintenance shall include cutting grass and fertilizing, watering, over-seeding and aerating Fields 1 & 2; and
(b) to promptly, and in accordance with City Standards, remedy any damage or defect in Fields 1 & 2.
6.3 CITY OBLIGATIONS
Notwithstanding OSU’s obligations to maintain described in Section 6.2 above, the City shall be responsible, at its sole cost and expense:
(a) for the installation, repair and replacement of goal posts on Fields 1 & 2; and
(b) for the life-cycle replacement of the turf on Fields 1 & 2.
Such City repairs and replacements shall be made at the City’s sole discretion, acting reasonably, and provided the required funding is available in the City’s budget.
Notwithstanding anything contained in this Agreement or in any Permit to the contrary, the City reserves the right, in its sole discretion, to restrict or prevent access to Fields 1 & 2 for the purpose of undertaking the repairs and/or replacements described in this Section 6.3.
7. STORAGE CONTAINER
(a) The City hereby grants OSU the right to use and maintain, at OSU’s sole risk and expense, a container for the storage of equipment needed to maintain Fields 1 & 2 (the “Storage Container”) in part of the parking area known as “Parking Lot 1” and in the approximate location indicated on the sketch attached as Schedule “B” hereto.
(b) The City may, from time to time and upon ten (10) days notice, require OSU to move the Storage Container and all of its contents to another location on the Lands.
(c) The OSU shall maintain its Storage Container in a reasonable state of repair consistent with all applicable laws and regulations and shall not enlarge, replace or relocate the Storage Container without the prior written consent of the City.
In the event that the City determines that the OSU has failed to comply with the requirements of this Section 7, the City may issue a notice requiring OSU to bring the Storage Container into compliance within ten (10) days, failing which the City may require OSU to remove the Storage Container and all of its contents from the Lands at its sole cost.
In addition, on completion of construction of a permanent storage facility on the Lands, the City will require OSU to remove, upon twenty (20) days notice, its Storage Container from the Lands and to relocate its maintenance equipment to a designated area within the permanent storage facility.
8. CITY ACCESS
The City and its authorized agents and employees shall be entitled, at any time and from time to time, to enter and evaluate the state of maintenance and repair of Fields 1 & 2.
9. NOTICE OF DEFECTS
(a) OSU shall give to the City prompt notice of any repair defect or damage to Fields 1 & 2 or any part thereof howsoever caused; provided that nothing herein shall be construed so as to require repairs to be made by the City except as expressly provided in this Agreement.
(b) If the City , in its sole discretion, determines that OSU has not maintained Fields 1 & 2 to City Standards, the City will provide OSU with notice requiring OSU to undertake such repairs as are necessary to bring Fields 1 & 2 back into compliance with City Standards.
10. UNSAFE SOCCER FIELDS
In the event the City determines, in its sole discretion, that Fields 1 & 2 or any part thereof is unsafe for use as a soccer field or otherwise, the City may prohibit the use of Fields 1 & 2 or any part thereof until such repairs and/or replacements as are necessary, in the City’s opinion, to remedy the unsafe conditions are complete.
11. NO CLAIM BY OSU
No claim for compensation or damages, direct or indirect shall be made by OSU by reason of the loss of use, inconvenience or otherwise arising from the necessity of repairing any portion of Fields 1 & 2 however the necessity may arise.
12. INDEMNITY AND INSURANCE
The indemnity and insurance provisions contained in this Section 12 shall govern the use and maintenance of Fields 1 & 2 by the OSU and, to the extent that any inconsistency exists between this Section 12 and the terms and conditions of any Permit issued to OSU with respect to the use of Fields 1 & 2, this Section 12 shall take precedence.
12.1 OSU’S INDEMNITY
OSU shall save harmless and indemnify the City from and against all manner of actions, causes of actions, claims, demands, loss, costs and suits that may arise, be sustained, or prosecuted against OSU whatsoever, and including, but without restricting the generality of the foregoing, any claims and demands or causes of action based on negligence and/or nuisance made against the City as owner resulting from or for or by reason of the use of Fields 1 & 2 by OSU or any of its servants, workers, agents or contractors or by the general public accessing Fields 1 & 2 or for or by reason of any act or acts, or thing or things done, alleged or ought to have been done by OSU or by any of its servants, workers, agents or contractors or by the general public accessing Fields 1 & 2 .
12.2 OSU’S INSURANCE
OSU shall obtain and keep in force during the term of this Agreement, and any renewal hereof, comprehensive general liability insurance policy against claims for personal injury, death, property damage (including property of the City) or loss arising out of the operations of OSU indemnifying and protecting OSU and the City in the amount of Five Million Dollars ($5,000,000.00). All costs and expenses of the policy are to be paid by OSU.
The policy shall name the City as an additional insured and shall include provisions for public liability (including liability imposed by any Workers Compensation Act or comparable legislation respecting injury to or death of employees) and for property damage (including property of the City) in the amount of Five Million Dollars ($5,000,000.00). Such policy shall be endorsed as follows:
“Occupation Liability
In the event of an employee of one of the insureds named herein being injured by an event for which another insured named herein is or may be liable, then this policy shall apply to such insureds against whom the claim is made or may be made in the same manner as if separate policies had been issued to each insured named herein.
In the event of damage to property belonging to any one or more insureds for which another insured is or may be liable, then this policy shall apply to such insured against whom claim is or may be made in the same manner as if separate policies had been issued to each insured.”
Prior to its occupation of the Lands, OSU shall forward to the City evidence, in a form satisfactory to the City’s Insurance Coordinator, of such insurance and any renewals thereof during the term of this Agreement.”
13. ASSIGNMENT
OSU shall not assign this Agreement without the prior written consent of the City. In the event that OSU wishes to assign this Agreement to an affiliated soccer association serving substantially the same south Ottawa communities as are currently served by OSU, the City’s consent to such assignment shall not be unreasonably withheld.
14. DEFAULT
14.1 EVENTS OF DEFAULT
Each of the following shall be an event of default of OSU:
(a) whenever OSU defaults in any of its obligations hereunder and such default is not remedied within thirty (30) days after notice to OSU; or
(b) OSU fails to abide by City By-Laws and such breach is not remedied within fifteen (15) days after notice to OSU; or
(c) the OSU fails, within fifteen (15) days of receipt of notice from the City, pursuant to Section 9 (b) above, to restore Fields 1 & 2 to City Standards, as determined by the City, acting reasonably; or
(d) this Agreement is assigned by OSU without the consent of the City; or
(e) Fields 1 & 2 are used by OSU for any purpose other than maintaining soccer fields or conducting soccer games, tournaments and practices in accordance with the terms of a Permit.
14.2 REMEDIES
Upon any event of default of OSU, in addition to any remedy that the City may have by this Agreement or at law or in equity, the City may, at its option:
(a) terminate this Agreement, in which case OSU’s rights to the automatic and exclusive issuance of Permits for the use of Fields 1 & 2 shall be extinguished; and/or,
(b) perform any of OSU’s obligations, after five (5) days' notice to OSU or in the event of an emergency without notice, and in such event the cost of performing any of such obligations plus an administrative charge of 15% of such cost shall be payable by OSU to the City forthwith on demand.
14.3 REMEDIES CUMULATIVE
The City may from time to time resort to any or all of the rights and remedies available to it in the event of any default hereunder by OSU, either by any provision of this Agreement, or by statute, or at law or in equity, all of which rights and remedies are intended to be cumulative and not alternative, and the express provisions hereunder as to certain rights and remedies are not to be interpreted as excluding any other or additional rights and remedies available to the City at law or in equity.
14.4 NON-WAIVER
Any condoning, excusing or overlooking by either the City or OSU of any default by the other at any time or times in respect of any obligation of the other herein shall not operate as a waiver of the non‑defaulting party's rights hereunder in respect of such default or so as to defeat or affect in any way the rights of the non‑defaulting party in respect of any such continuing or subsequent default by the defaulting party. No waiver shall be implied by anything done or omitted by a party. Any waiver of a particular default shall not operate as a waiver of any subsequent or continuing default.
15. FIELDS 3 TO 6
(a) The parties to this Agreement acknowledge that the soccer fields shown on the Site Plan as fields 3,4,5 and 6 (“Fields 3 to 6”) are not currently available for use and that, among other things, use of the Fields 3 to 6 is contingent on the construction by the City of a full turning lane or the provision of alternative access to the Lands including access from adjacent lands owned by the English Catholic School Board as well as on the construction of additional parking facilities on the Lands or the provision of alternative parking, including parking on adjacent lands owned by the English Catholic School Board.
(b) As part of its negotiations with the English Catholic School Board for the use of alternative access to the Lands or alternative parking, the City may agree, in its sole discretion, to allow the English Catholic School Board to use Fields 3 to 6 or other parts of the Lands other than Fields 1 & 2 as the City sees fit.
(c) The City shall be responsible, at its sole cost and expense, to maintain Fields 3 to 6 in accordance with City Standards and will perform life cycle repairs and replacements as required in the City’s exclusive determination.
(d) The City hereby agrees that OSU’s use of Fields 1 & 2 during the Term will have no adverse impact upon OSU with respect to the allocation of Permits to use Fields 3 to 6, and that such Permits shall be allocated in accordance with the City’s Allocation Policy as amended.
16. MISCELLANEOUS
16.1 FORCE MAJEURE
The respective obligations of each party hereunder, shall be suspended during the time and to the extent that such party is prevented from complying therewith in whole, or in part, by war or warlike conditions, actual or potential terrorism, earthquake, fire, flood, strike, labour trouble, accident, riot, inability to get materials or services, power failure, restrictive governmental laws or regulations, insurrection, sabotage, rebellion, act of God, or any causes such as same or other character beyond the reasonable control of such party. The respective obligations are excused for the period of delay and the party delayed will do what was delayed or prevented within the appropriate period after the delay has ceased. Each party agrees to notify the other promptly of any such force majeure occurrence.
16.2 ARBITRATION
If the parties are unable to agree on any matter calling for agreement herein, or if any dispute shall arise out or in connection with this Agreement which cannot be resolved by negotiation between the parties, then the matter shall be resolved by arbitration before a single arbitrator in accordance with the provisions of the Arbitration Act, 1991 of Ontario, then in effect. The provisions contained in the Arbitration Act, 1991 shall apply in all respects, save and except that the decision of the arbitrator shall be final and binding upon the parties and not subject to appeal.
16.3 NOTICE
Any notice or consent (including any invoice, statement or request or other communication) herein required or permitted to be given by either party to the other shall be in writing and shall be delivered or sent by registered mail (except during a postal disruption or threatened postal disruption) or facsimile or other means of prepaid recorded communication to the applicable address set forth below:
in the case of the City, to:
City of Ottawa
Parks, Recreation and Cultural Services
100 Constellation 8Floor W
Ottawa ON
K2G 6J8
Attention: General Manager
Telephone: 613-580-2424 ext. 24295
Facsimile: 613-580-2694
in the case of OSU, to:
1128 Clapp Lane
Manotick, Ontario
K4M 1A7
Attention: General Manager
Tel: 613-692-4179
Fax: 613-692-0489
Any notice delivered shall be deemed to have been validly and effectively given on the day of such delivery if delivered during business hours on a business day and otherwise on the first business day following the date of delivery. Any notice sent by registered mail shall be deemed to have been validly and effectively given on the third business day following the date of mailing. Any notice sent by facsimile or other means of prepaid recorded communication shall be deemed to have been validly and effectively given if successfully transmitted prior to 5:00 p.m. on a business day and otherwise on the first business day following successful transmission.
16.4 SCHEDULES
The Schedules to this Agreement form part of the Agreement.
16.5 GOVERNING LAW
This Agreement shall be governed by the laws of Ontario and the applicable laws of Canada.
16.6 CAPTIONS
The captions for Sections of this Agreement are for convenience only and are not to be considered a part of this Agreement and do not in any way limit or amplify the terms and provisions of this Agreement.
16.7 SUCCESSORS AND ASSIGNS
Except as otherwise specifically provided, the covenants, terms and conditions contained in this Agreement shall apply to and enure to the benefit of and bind the respective successors and assigns of the parties hereto.
16.8 FURTHER ASSURANCES
Each party agrees to make such further assurances as may be reasonably required from time to time by the other to more fully implement the true intent of this Agreement.
IN WITNESS WHEREOF the parties hereto have hereunto set their hands and seals, on the day and year first above written.
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SIGNED, SEALED AND DELIVERED |
CITY OF OTTAWA |
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Title: I have authority to bind the Corporation |
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OTTAWA SOUTH UNITED SOCCER ASSOCIATION |
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I/We have authority to bind the Association |
SCHEDULE “A”
LEGAL DESCRIPTION OF LANDS
PART OF LOT 1, CONCESSION 1, OSGOODE, PARTS 1, 2 AND 3 PLAN 4R 20514; OTTAWA BEING ALL OF PIN 04317-0643(LT).
SCHEDULE “B”
SKETCH OF PARK
Document 2