This agreement between the Fairfax County Park Authority (FCPA) and the Analemma Society, Inc. (AS) is in accordance with the FCPA Policy 105 (Public and Private Sector Partnerships), and is designed to facilitate a productive working relationship between the parties and the operation of Observatory Park at Turner Farm Park.
WHEREAS, the Analemma Society, Inc., (hereinafter "AS") is a not-for-profit corporation organized and operated exclusively for educational and scientific purposes pursuant to Section 509(A)(2), and a tax exempt publicly supported organization as described in Section 501 (a) of the IRS Code as identified in section 501 (c) (3) of the Internal Revenue Code of 1986, as amended; and
WHEREAS, the AS is seeking an Agreement that will facilitate the operation of Observatory Park, at Turner Farm Park; and
WHEREAS, the Fairfax County Park Authority (hereinafter "FCPA") is the owner of Turner Farm Park and desires to use the land for public recreation and educational purposes as described in the Turner Farm Conceptual Development Plan (CDP) (Attachment 1) approved by the FCPA Board on July 26, 2000 and in accordance with the conditions of the Quitclaim Deed executed on April 30, 1999 by and between the United States of America and the FCPA; and
WHEREAS, the FCPA seeks to implement the elements of the CDP in the portion of the park known as "Observatory Park"; this Agreement will replace the Cooperative Agreement between AS and FCPA signed on May 8,2002. This Agreement is intended to enable AS and FCPA to develop a productive relationship in the operation and programming of Observatory Park; and
WHEREAS, Observatory Park includes the approximate area of the former Defense Mapping Agency site and is proposed to include such features as a renovated, remotely-automated existing observatory, a new roll-top roof observatory, a new education and instruction building, an outdoor international sundial garden, a sundial on the existing stabilized former radar building and other astronomy-related site and building improvements, collectively known as the Improvements; and
WHEREAS, the AS seeks to provide a natural environment where science can be introduced through astronomy to the young and old alike in a fun and captivating manner, out of doors, mostly through hands-on approaches, in a natural garden setting conducive to passive recreation and learning at any leave; and
WHEREAS, there is approved Turner Farm Conceptual Development Plan for public improvements within Observatory Park which is wholly dependent on additional funding and on AS fund raising activities and;
WHEREAS, all services and improvements proposed and provided by FCPA through this Agreement are subject to availability and allocation of funding:
NOW THEREFORE, it is agreed as following:
- Any requests by AS to modify the buildings, utilizes, or other site improvements will be provided to FCPA in writing and no modifications may be made without written approval of FCPA.
- All equipment, purchased or donated, necessary for Observatory Park astronomy operations shall become the property of FCPA. All property shall be properly insured by FCPA for entire replacement value as needed. The option to repair and or replace shall remain the decision of FCPA. All proposed equipment donations bgy AS to FCPA shall be described, including any unique conditions, and valued in written submission with supporting documents to FCPA for approval.
- Technical equipment such as personal telescopes brought to Observatory Park by park visitors and volunteers to be used for temporary periods is not to be considered a donation to FCPA. Such equipment is no insured by the Park Authority.
- This agreement shall be in effect for ten (10) years and may be renewed with mutual consent of FCPA and AS for additional ten (10) year periods.
- AS and FCPA shall coordinate a minimum of four quarterly meetings per year for program and site coordination of activities and for notifying the public regarding the operating hours utilizing existing FCPA communication systems. FCPA will provide information submission requirements and will review materials prior to placement in the FCPA ParkTakes magazine with AS.
- Volunteers are an essential component of the programming matrix and as such are recruited, trained, managed and monitored by the FCPA and the AS will provide program specific science content for said volunteers. AS Volunteers agree to open Observatory Park, buildings and control keyed access for educations programs offered on behalf of FCPA. AS will have sole access to the buildings that contai9n equipment used for scientific educational purposes, unless required maintenance or fire marshal or an FCPA emergency require access or inspection is necessary in which case an AS volunteer will be notified and requested to open the building and monitor. Scientific equipment is to be operated only by trained AS volunteers through FCPA.
- AS agrees to perform, oversee or make arrangements for all maintenance of scientific equipment necessary for the proper operation of this equipment including but not limited to telescopes, mounts, cameras, instruments and other science-related equipment made available for public use. The maintenance costs for all donated equipment will be paid for by FCPA subject to annual appropriation. AS agrees to provide copies of maintenance agreements or warranties on all donated equipment. FCPA agrees to provide routine and grounds and building maintenance services for the grounds and improvements in Observatory Park including the sundials. Maintenance services shall include but not be limited to routine custodial care within buildings and sundial areas, preventative and life-cycle building equipment maintenance, mowing, asphalt and concrete repair,
- FCPA will pay the recurring cost for existing utility services at Observatory Park and that FCPA payment is subject to annual appropriation.
- All materials and equipment related to Astronomy education shall be removed by Analemma upon FCPA request should AS be denied participation in continued Observatory Park program activities and/or if the Agreement is not renewed.
- FCPA shall meet with AS annually to develop an appropriate Program Plan that includes program titles, descriptions, and educational materials. These palns shall be incorporated within the existing ParkTakes magazine production schedule
AS and FCPA agree that default of the Agreement will occur if any one or more of the following events happens:
- If AS shall default in complying with any term, covenant or condition of this Agreement and such default in compliance shall continue for a period of thirty (30) days after written notice by FCPA or such longer period as FCPA may reasonably agree if default cannot be reasonably cured within thirty (30) days provided AS has commenced curing within thirty (30) day and continues with diligence thereafter to complete the cure.
- This Agreement can be terminated with myutual written agreement of both parties.
- In the event of a disagreement, the Park Authority Director shall be the final determining party for disputed settlement.
- This agreement and its terms are governed by the laws of the Commonwealth of Virginia, the regulations of Fairfax County, and the policies and regulations of the FCPA
- This agreement cannot be transferred or assigned, and AS shall not assign any of its rights or obligations under this agreement without the consent of the FCPA.
Attachment 1: The Turner Farm Conceptual Development Plan
Signed John W. Dargle, Director Date 25 May 2011
Fairfax County Park Authority
Signed President, The Analemma Society Date 1 June 2011
Signed Vice President, The Analemma Society Date 1 June 2011