FACILITY USE AGREEMENT
FOR USE OF THE SIGNAL HILL SOFTBALL FIELD (SPUD FIELD)
This Facility Use Agreement for use of the City of Signal Hill’s Softball Field also known as “Spud Field” (“Agreement”) is entered into this ____ day of ________________, 2025 by and between the City of Signal Hill, a California municipal corporation and charter city (“City”) and Saint Anthony High School, a high school within the Archdiocese of Los Angeles, and a nonprofit entity (“Licensee”). The City and Licensee are sometimes individually referred to as a “Party” and collectively as “Parties” in this Agreement.
RECITALS
Property. City owns certain real property commonly known as Spud Field, which is located in the City of Signal Hill, California at 1905 East 21st Street.
Licensee. Licensee is a private Catholic high school located at 620 Olive Avenue, Long Beach, California 90802, and has a softball team as part of its athletic program offered to Licensee’s students, which competes with other high schools, including those within and around the City.
Purpose of Agreement. Licensee has requested permission from City to use Spud Field to host games and practices for its softball team (“Program”) as shown and outlined on Exhibit “A,” attached hereto and made a part hereof (the “Program Property”). Those portions of Spud Field that do not include the Program Property will remain in operation and subject to City’s exclusive control.
In consideration of City’s decision to issue a temporary, non-exclusive and revocable license authorizing Licensee to operate its Program on the Program Property, the Parties desire by this Agreement to establish the terms governing Licensee’s use of the Program Property.
AGREEMENT
Based on the foregoing Recitals and for good and valuable consideration, the receipt and sufficiency of which is acknowledged by the Parties, the Parties hereby agree as follows:
Compliance with Regulations.
By Licensee. Licensee shall at all times comply with all applicable requirements of local, state, and federal laws, rules, orders, and regulations (“Regulations”) now in force or which may be in force at any time during Licensee’s operation of the Program and which apply to or govern the Program (the “Licensee Obligations”). As part of complying with the applicable Regulations, Licensee shall obtain and thereafter maintain, at Licensee’s sole cost and expense, all permits and approvals that the Regulations require for the operation of the Program on the Program Property.
Licensee will operate the Program in accordance with its application, dated July 15, 2025, attached as Exhibit “B” and incorporated herein by reference (“Application”). If any terms of this Agreement and the Application conflict, the terms of this Agreement shall govern.
By the City. The Program Property shall be operated and maintained by the City as an athletic field and recreation center at the City’s sole cost and expense and the City shall be solely responsible therefor, subject to the terms and conditions of this Agreement. Notwithstanding the foregoing, Licensee shall be responsible for any damages, cleaning fees, or losses caused by the installation of the City Approved Improvements (as described in Section 6(b).) and its operation of the Program (including but not limited to the acts and omissions of its operators and participants).
Purpose. The purpose of this Agreement is to establish the terms and conditions under which Licensee may use the Program Property owned by the City to host games and practices in connection with Licensee s 2026 girls’ softball season.
License. Subject to the terms and conditions hereinafter set forth, the City grants a revocable, non-exclusive license to Licensee to use the Program Property during the use time specified in Exhibit B, and for the sole purpose described in Section 2 of this Agreement and the Application, together with rights and access and entry onto the Program Property as necessary or convenient for the installation of City Approved Improvements (as defined in Section 6(b) of this Agreement).
Request for a Modification in Approved Allocation of Use. If requesting an increase or reduction of Program Property use time outside of an approved allocation as set forth in Exhibit B, Licensee must submit the request in writing, including all dates and times requested, to the Parks, Recreation, and Library Services Department no less than seventy-two (72) hours in in advance of the date(s) in question.
Acknowledgment of Potential Field Closures. Licensee acknowledges that inclement weather may negatively impact or restrict access to or use of outdoor athletic fields and facilities, including the Program Property, and that the City may close such areas on account of inclement weather with no advance warning in its sole discretion (or that of its directors, officials, officers, employees, agents, or volunteers), and without any further obligation or recourse to Licensee.
Condition of the Program Property. Licensee acknowledges that it intends to and will operate its Program on the Program Property in an AS-IS condition. Licensee acknowledges and agrees that City has made absolutely no representations, guarantees, or warranties regarding the Program Property, and any improvements thereon comply with applicable covenants and restrictions of record, building codes, ordinances, or statutes. Promptly upon the conclusion of the duration of the Program as set forth in Exhibit B, Licensee shall, at its sole cost and expense, perform necessary repairs to restore the Program Property, including the City approved improvements set forth in subdivision (b) of this Section to the same physical condition it was in on the first day of the commencement of Licensee’s use of the Program Property. Licensee must obtain City’s prior written approval before making any such repairs to the Program Property.
Obligation to Inform City. Licensee and its officers, agents, employees, and volunteers shall promptly notify the City if they become aware of any malfunctioning park features at or near the Program Property including but not limited to sprinklers, lights, scoreboards, and other mechanical or electronic park features. For non-emergency situations, all reports shall be made to the City at [email protected]. In any emergency situation, Licensee and its officers, agents, employees, and volunteers shall call 911 or the appropriate emergency service.
City-Approved Improvements. In addition to compensation to the City under Section 15 of this Agreement, and in consideration of City authorizing Licensee to operate its Program on the Program Property, Licensee shall, at its sole cost and expense perform the below-listed improvements to the Program Property (“City Approved Improvements”), the location of which are identified in Exhibit “A” to this Agreement. All improvements specified below shall be performed by Licensee in conjunction with the City’s Public Works Department as deemed necessary by the City. All work performed by Licensee shall be completed in a manner satisfactory to the City.
Installation of Gate. Licensee shall replace and repair a gate on the first base side of the field by January 2, 2026].
Safety Netting. Licensee shall install safety netting on the Program Property for the purpose of shielding spectators from foul balls by January 2, 2026.
Running Boards. Licensee shall replace running boards on the Program Property for the purpose of retaining infield dirt by January 2, 2026].
Backstop Padding. Licensee shall replace backstop padding on the Program property for the purpose of preventing damage to the backstop by January 2, 2026.
The above-enumerated City Approved Improvements shall be the property of the City, and remain on the Program Property after the conclusion of the Program, or expiration or termination of this Agreement. In consideration of such City Approved Improvements, and in furtherance of the important public purpose of providing much needed recreational space for youth sports, the City shall provide Licensee with a monetary credit of up to seven thousand five hundred dollars (7,500.00) (“Credit”) for compensation due to City under Section 15 of this Agreement. Such credit shall only be available, upon the timely and satisfactory completion of all City Approved Improvements.
Janitorial Services. City shall contract for, provide, and/or secure sufficient janitorial staff, equipment, supplies, and services in order to maintain those portions of the Program Property used, assigned, rented, and/or available to and/or by Licensee at no cost to Licensee. If City determines, at City’s sole discretion, that additional janitorial services and/or additional maintenance or repair services are required as a result of Licensee’s negligent or improper use of the Program Property or surrounding areas, Licensee alone shall be responsible for all costs, expenses, and liabilities in connection with such services, maintenance, and/or repairs. For special events, games, tournaments, or other organized activities, Licensee shall work with the City to secure needed services at the cost of the Licensee Services associated with use of Program Property. City shall provide Licensee the following services for Licensee’s sole use in connection with its use of the Program Property for the Program:
Water. Licensee shall have access to the water irrigation system located on the Program Property for the sole purpose of wetting the infield in connection with Licensee’s use of the Program Property. The City in its sole and absolute discretion may terminate the foregoing service upon written notice to the Licensee. The discontinuance of such service shall become effective immediately upon the date of the City’s written termination, unless a different time period is set forth therein. The City in its sole and absolute discretion may charge Licensee for its excessive use of water, as determined by the City, or in connection with leaks of which Permittee does not provide prior written notice of to the City.
Storage Box. City agrees to allow Licensee to temporarily install a “storage box”, approximately 72” x 24”x 28” in size, on the Program Property containing equipment, which shall include chalker, chalk, hoses, rakes, bases, locks, and other materials necessary for Licensee’s operation of the Program on the Program Properly. Licensee agrees to maintain the Storage Box in a clean, safe and secure condition. City is not responsible for any loss or damage to items stored by Licensee in the Storage Box.
Snack Bar. A Snack Bar will not be allowed during practices or games.
Termination.
City’s Right to Terminate Agreement. The City shall have the right to terminate the Agreement as provided in this Section.
Immediate Termination for Cause. Upon the occurrence of one or more of the following, the occurrence of which shall constitute “Cause,” City may unilaterally terminate the Agreement:
A lawsuit is filed against the City arising from or in connection to Licensee’s Program; Licensee violates the requirements of Section 1 (Regulations) of this Agreement; or Licensee violates the requirements of Section 12 (Insurance) of this Agreement.
In the event that the City elects to terminate the Agreement for Cause, the notice given by the City to Licensee shall include the effective date of any such termination, which date shall be no earlier than three (3) calendar days following the date such notice is received by Licensee, provided such notice is sent by the City to Licensee at its address and in the manner as provided in Section 13, below.
Termination without Cause. In addition to the immediate termination provisions provided above, the City may terminate the Agreement for any lawful reason, or no reason, by providing thirty (30) calendar days prior written notice to Licensee of its intent to terminate the Agreement.
Licensee’s Right to Terminate the Agreement. Licensee shall have the right to terminate the Agreement for any lawful reason, or no reason, by providing thirty (30) calendar days prior written notice to the City of its intent to terminate the Agreement.
Assumption of Risk, Waiver, and City’s Non-Liability. To the maximum extent allowed by law, except for the willful misconduct or grossly negligent acts or omissions of the City and/or a City Indemnified Party (as defined in Section 11, below), Licensee assumes any and all risk of loss, damage, or injury of any kind (including death) to any person or property that occur on or about the Program Property that arise from or are related to the Program, including but not limited to the installation of City Approved Improvements. Licensee’s assumption of risk shall include, without limitation, loss or damage caused by defects on or about the Program Property or any improvements, accident, fire, or other casualty on or about the Program Property not otherwise caused by the willful misconduct or grossly negligent acts or omissions of the City and/or a City Indemnified Party. To the maximum extent allowed by law, except for willful misconduct or grossly negligent acts of the City and/or a City Indemnified Party, Licensee hereby waives all claims and demands against City, its elected officials, officers, employees, volunteers, consultants, and agents for injury to persons (including death), damage to property, or any other interest of Licensee sustained by Licensee and resulting from any occurrence on or about the Program Property and/or the Program.
Indemnity.
Licensee shall defend, indemnify, and hold harmless the City, its elected officials, officers, employees, volunteers and agents (collectively, the “City Indemnified Parties”) from and against any and all causes of action, claims, liabilities, obligations, judgments, expenses or demands for loss or damage, including without limitation, , injury, illness, or wrongful death to any person or persons, or damage to property which arise out of or are in any way connected with:
The use or occupancy of the Program Property, and adjoining property, by any of the following: Licensee’s officers, officials, agents, employees, contractors, volunteers, Program participants and their parents, guests, and invitees (“Licensee Parties”); The Program
The installation of City Approved Improvements;
Any willful or negligent act (whether active or passive) or omission of any of the Licensee Parties; Any accident, ire or injury on the Program Property, and adjoining property, caused by or in connection with the use of the Program Property for the Program, including injuries as a result of Acts of God or other unforeseen circumstance, by any of the Licensee Parties; or Licensee’s breach, default, violation or nonperformance of this Agreement. b. Licensee shall pay, satisfy, and discharge any and all money judgments arising from the matters for which Licensee is indemnifying the City and the City Indemnified Parties under this Agreement that may be recovered against any City Indemnified Party, including attorney’s fees and costs of litigation in connection with the foregoing. Licensee’s obligations under this Section shall survive termination or expiration of this Agreement, and shall not be restricted to any insurance proceeds, if any, received by any of the Licensee Parties or City Indemnified Parties. Licensee shall not be obligated to defend, indemnify, or hold harmless the City or any City Indemnified Party to the extent any claim, loss, action, damage, liability, or expense (including attorneys’ fees) is the result of the gross negligence or willful misconduct of the City or any such City Indemnified Party. c. Licensee and Licensee Parties waive any right of recovery against City and City Indemnitees for indemnification, contribution, or declaratory relief arising out of or in any way connected with Licensee and Licensee Parties’ use or occupancy of Program Property and adjoining property, even if City and City Indemnitees seek recovery against Licensee. This provision does not apply to claims or damages caused by the City’s sole negligence, gross negligence, or willful misconduct. d. Licensee and Licensee Parties waive any right of recovery against City, its officers, employees, and agents for fires, floods, earthquakes, civil disturbances, regulation of any public authority, and other causes beyond their control. Licensee and Licensee Parties shall not charge results of “acts of God” to City and City Indemnitees. e. Licensee shall report any personal injuries or illnesses or property damage arising at any time during and/or arising out of or in any way connected with Licensee and Licensee Parties’ use or occupancy of Program Property and adjoining property to City in writing and as soon as practicable, but in no event not less than 72 hours after occurrence.
12. Insurance.
Time for Compliance. Licensee shall not commence its Program on the Program Property until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section.
Types of Insurance Required. Without limiting the indemnity provisions of this Agreement, Licensee shall procure and maintain in full force and effect during the term of any Program on the Program Property the following policies of insurance. If Licensee’s existing policies do not meet the insurance requirements set forth herein, Licensee agrees to amend, supplement, or endorse the policies to do so.
Commercial General Liability. Commercial General Liability (“CGL”) Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; or (2) excluding coverage for claims or suits by one insured against another (cross-liability). The City, its officials, officers, employees, agents, and volunteers shall be additional insureds under the CGL insurance required herein by issuance of ISO form CG 20 10 04 13, or equivalent form reasonably acceptable to City.
Automobile Liability Insurance. Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), with limits of not less than $1,000,000 combined limit for each occurrence.
Workers’ Compensation. Workers’ Compensation Insurance, as required by the State of California, and Employer's Liability Insurance with a limit of not less than $1,000,000 each accident for bodily injury and disease.
Sexual abuse/molestation insurance. Licensee shall procure and maintain sexual abuse and molestation liability coverage in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate. This coverage may be part of commercial general liability coverage, professional liability coverage, or a separate policy.
Athletic Participant’s Medical Expense. Sports associations or events with athletic participants shall provide evidence of athletic participant's medical expense coverage to respond to athletic participant's injuries. This coverage may be part of commercial general liability coverage.
Other. If Licensee contracts with a third-party service provider, vendor, or contractor, Licensee will require the service provider, vendor, or contractor to procure and maintain at its sole cost and expense comprehensive general liability insurance in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, or other lines of coverage City requires. Both City and Licensee shall be endorsed as additional insureds.
Insurance Endorsements. Required insurance policies shall contain the following provisions, or Licensee shall provide endorsements to add the following provisions to the insurance policies:
Cancellation. Licensee shall cause its insurers to provide City with thirty (30) days’ written notice of cancellation [ten (10) days for non-payment of premium]). In the event Licensee is unable to obtain notice of cancellation endorsements meeting the foregoing requirements, Licensee covenants and agrees to notify the City in writing within five (5) business days of receiving a notice of cancellation from any insurer of Licensee issuing coverage hereunder.
Primary and Non-Contributing Insurance. The CGL Policy and Automobile Policy shall each contain a provision or be endorsed to contain a provision stating that Licensee’s policy is primary insurance and that any insurance, self-insurance, or any other insurance available to the City as a named insured shall not be called upon to contribute to loss.
Waiver of Subrogation. All policies of CGL, Workers Compensation and Automobile Liability insurance shall contain endorsements or be endorsed to waive subrogation against the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Licensee or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss.
Deductibles and Self-Insurance Retentions. Any deductible or self-insured retentions shall not exceed $25,000 per occurrence.
Evidence of Insurance. Licensee, concurrently with the execution of this Agreement, and as a condition precedent to its permission to operate the Program on the Program Property, shall deliver certificates of insurance on forms approved by the City, together with all endorsements required herein. At least ten (10) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled and not replaced immediately so as to avoid a lapse in the required coverage, Licensee shall, within ten (10) days after receipt of written notice of such cancellation, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.
Failure to Maintain Coverage. Subject to the notice and termination provisions provided in Section 9 of this Agreement, in the event any policy of insurance required under this Agreement does not comply materially with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Licensee.
Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A-:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
Enforcement of Agreement Provisions (Non-Estoppel). Licensee acknowledges and agrees that actual or alleged failure on the part of the City to inform Licensee of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.
Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Agreement are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.
Insurance for Contractors. Licensee shall be responsible for requiring its contractors to purchase insurance in compliance with the terms of this Agreement’s insurance requirements. Licensee shall not allow any contractor to commence work on any contract relating to the Program until it has received satisfactory evidence of contractor’s compliance with the insurance requirements under this Agreement, to the extent applicable. Licensee shall provide satisfactory evidence of compliance with this section upon request of the City.
Notices. All notice permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective Parties may provide in writing for this purpose:
Licensee: Saint Anthony High School
620 Olive Avenue
Long Beach, CA 90802
Attn: Principal
City: City of Signal Hill
2175 Cherry Avenue
Signal Hill, CA 90755
Attn: Yvette Aguilar
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address.
Duration. Unless otherwise modified or terminated as provided herein, this Agreement shall be effective from November 1, 2025 to October 31, 2026. The City shall have the unilateral option to extend this Agreement for no more than two additional one-year terms. Specific dates and schedules in connection with the operation of the Program and authorized use of the Program Property are subject to City approval at the City’s sole and absolute discretion. As provided in Section 11 of this Agreement, Licensee’s indemnity obligations shall survive the termination of this Agreement.
Compensation. In consideration of City authorizing Licensee to operate its Program on the Program Property, Licensee will pay City the following costs/fees in connection with Licensee’s use of the Program Property for the Program:
Program Property. One hundred nineteen dollars ($119.00) for each hour Program Property is in use by Licensee for the Program.
Lights. Nineteen dollars ($19. 00) for each hour outdoor lights located on the Program Property are in use during the Program. The City in its sole and absolute discretion shall determine the period of time in which outdoor lights located on the Program Property shall be in use, regardless of whether or not Licensee has requested their use.
Damage Deposit Fee. A single payment of One hundred nineteen dollars ($119.00) Refundable Damage Deposit. .
Consideration as referenced in this section and payment thereof is separate and apart from the Janitorial Expenses pursuant to Section 7 above.
Billing. Licensee shall remit payment made payable to the City by check to the address indicated in Section 13.
Monthly Payments. City shall remit to the Licensee an invoice for costs associated with Licensee’s use of the Program Property as set forth in this Agreement, by the 15th day of every month. Each invoice shall contain an itemized list of the costs, and be due to the City within 30 days of the date of the invoice.
Attorneys’ Fees. In the event that either City or Licensee shall bring or commence an action arising out of or in connection with this Agreement, the prevailing Party shall be entitled to and shall be paid reasonable attorneys’ fees and court costs therefor.
Complete Agreement; Modifications. This Agreement constitutes the entire Agreement between the Parties regarding the subject matter of this Agreement, superseding all other Agreements or understandings, whether written or oral. This Agreement may not be modified or amended except in writing signed by the Parties.
No Partnership. Neither anything in this Agreement contained, nor any acts of City or Licensee shall be deemed or construed by any person to create the relationship of principal and agent, or of partnership, or of joint venture, or of any association between Licensee and City.
Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Agreement.
Legal Authority. City and Licensee hereby consent that they are authorized to execute this Agreement on behalf of said Parties and that, by so executing this Agreement, the Parties hereto are formally bound to the provisions of the Agreement.
Severability. If any term, provision, covenant, or condition of this Agreement is held to be invalid, void, or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the remainder of this Agreement shall not be affected thereby, and each term, provision, covenant, or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
Prevailing Wage and Labor Compliance. Permittee shall not perform or permit any person other than City to perform or cause to be performed any public works governed by Chapter 1 of Part 7 of Division 2 of the Labor Code (Labor Code section 1720 et seq.). By entering into this Agreement, Permittee represents and warrants that any work it will perform or permit on the Property will be performed by volunteers and volunteer coordinators in strict compliance with section 1720.4 of the Labor Code. (Signatures on following page)
SIGNATURE PAGE TO AGREEMENT FOR USE OF SPUD FIELD
CITY OF SIGNAL HILL
ST. ANTHONY, a California nonprofit public benefit corporation By:
Carlo Tomaino
City Manager
By:
________________
Title
ATTEST:
By:
Tina Knapp
Assistant City Clerk
By:
_______________
Title
APPROVED AS TO FORM:
By:
Matthew E. Richardson
Best Best & Krieger LLP
City Attorney
EXHIBIT “A”
SITE PLAN SHOWING PROGRAM PROPERTY
Below is a Site Plan showing the approximate area of the Program Property. Should Licensee desire to utilize any other space(s) located on the Program Property, the request must be submitted in writing to City staff, no later than 30 days prior to date of proposed use.
EXHIBIT “B”
APPLICATION, DATED July 18, 2025
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