Loading...
HomeMy WebLinkAboutResolutions - 2024.10.10 - 41505 AGENDA ITEM: Participant Agreement for Government Entities for the 2024 MiCareerQuest Southeast Event DEPARTMENT: Economic Development - Workforce Development MEETING: Board of Commissioners DATE: Thursday, October 10, 2024 7:10 PM - Click to View Agenda ITEM SUMMARY SHEET COMMITTEE REPORT TO BOARD Resolution #2024-4476 Motion to approve the attached MiCareerQuest Southeast Event Participant Agreement for Government Entities for the 2024 MiCareerQuest Southeast event; further, authorize the Chair of the Board of Commissioners to execute the attached agreement. ITEM CATEGORY SPONSORED BY Interlocal Agreement Yolanda Smith Charles INTRODUCTION AND BACKGROUND The 2024 MiCareerQuest Southeast event is an innovative, hands-on career exploration experience for thousands of high school students, along with their teachers and counselors, as they learn about today’s hottest jobs from working professionals. The MiCareerQuest Southeast Executive Committee has developed a unique opportunity for businesses, students and counselors to connect through an interactive and inspirational event with the focus on career awareness. This hands-on, interactive career event will feature companies from the most in-demand fields such as health sciences, technology, advanced manufacturing and construction. Over 8,000 students from across the region are registered to attend this event and over 100 companies and organizations will be exhibiting 250+ occupations at the 2024 MiCareerQuest Southeast event. The event is scheduled for November 19, 2024 at the Suburban Collection Showplace in Novi. It is important that Oakland County features career opportunities available in the public sector, including those available at cities, villages, townships, community colleges, universities, and other government entities. Event Participant Agreement contains requirements on participation requirements for MiCareerQuest Southeast. The attached Participant Agreement for Government Entities contains participation requirements for exhibitors at MiCareerQuest Southeast and has been reviewed and approved by Corporation Counsel. No budget amendment is required as there is no cost for Government Entities to be exhibitors at MiCareerQuest Southeast. Funds for the event are available from the existing MiCareerQuest Southeast sponsorship funds within the Workforce Development budget. POLICY ANALYSIS This is a request to approve a template Participant Agreement for Government Entities that will be participating in the 2024 MiCareerQuest Southeast event. Approval would authorize the Board Chair to sign and execute the individual agreements. BUDGET AMENDMENT REQUIRED: No Committee members can contact Barbara Winter, Policy and Fiscal Analysis Supervisor at 248.821.3065 or winterb@oakgov.com or the department contact persons listed for additional information. CONTACT Jennifer Llewellyn, Manager Workforce Development Economic Development ITEM REVIEW TRACKING Aaron Snover, Board of Commissioners Created/Initiated - 10/10/2024 AGENDA DEADLINE: 10/20/2024 7:10 PM ATTACHMENTS 1. 2024 Government Event Participant Agreement - Final COMMITTEE TRACKING 2024-10-02 Economic Development and Infrastructure - Recommend to Board 2024-10-10 Full Board - Adopt Motioned by: Commissioner Penny Luebs Seconded by: Commissioner Robert Hoffman Yes: David Woodward, Michael Spisz, Michael Gingell, Penny Luebs, Karen Joliat, Kristen Nelson, Christine Long, Robert Hoffman, Philip Weipert, Gwen Markham, Angela Powell, Marcia Gershenson, Yolanda Smith Charles, Charles Cavell, Brendan Johnson, Ajay Raman, Ann Erickson Gault (17) No: None (0) Abstain: None (0) Absent: William Miller III, Linnie Taylor (2) Passed MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 1 MICAREERQUEST SOUTHEAST EVENT PARTICIPANT AGREEMENT (GOVERNMENT ENTITIES) This event participant agreement (the “Agreement”) is made between the County of Oakland, 1200 North Telegraph, Pontiac, Michigan, 48341 (herein the “County”) and the event participant listed below (herein the “Participant”). The County and Participant may be referred to individually as a “Party” and collectively as the “Parties.” The County and Participant enter into this Agreement pursuant to the Urban Cooperation Act of 1967, 1967 Public Act 7, MCL 124.501 et seq., for the purpose of County permitting Participant to participate in the Event (defined below). Name of Government Entity (the “Participant”): Address: Contact Person: Telephone Number: 248-232-4212 E-Mail Address: The Parties agree to the following terms and conditions: 1.Definitions. In addition to the terms and expressions defined elsewhere in this Agreement, the following words and expressions are defined and interpreted throughout this Agreement as: 1.1.Art Craft Display means Art Craft Display, Inc. Art Craft Display is the exclusive contractor for display assembly at the Facility. 1.2.BOCO means BOCO Enterprises, Inc., a Michigan corporation, located at 46100 Grand River Avenue, Novi, Michigan 48374. BOCO manages and operates the Facility. 1.3.Claims mean any alleged losses, claims, complaints, demands for relief or damages, lawsuits, causes of action, proceedings, judgments, deficiencies, liabilities, penalties, litigation, costs, and expenses, including, but not limited to, reimbursement for reasonable attorney fees, witness fees, court costs, investigation expenses, litigation expenses, amounts paid in settlement, and/or other amounts or liabilities of any kind which are incurred by or asserted against County or Participant, or for which County or Participant may become legally and/or contractually obligated to pay or defend against, whether direct, indirect or consequential, whether based upon any alleged violation of the federal or the state constitution, any federal or state statute, rule, regulation, or any alleged violation of federal or state common law, whether any such claims are brought in law or equity, tort, contract, or otherwise, and/or whether commenced or threatened. 1.4.County means Oakland County, a Municipal Corporation, including, but not limited to, all of its departments, divisions, the County Board of Commissioners, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, volunteers, and/or any such persons’ successors. 1.5.Designated Area means an area within the Facility that is designated by the County for Participant to use at the Event for the purposes authorized by this Agreement. MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 2 1.6.Event means the MiCareerQuest Southeast at the Facility on November 18th and 19th of 2024. 1.7.Facility means the exhibit space, pre-function space, conference rooms, banquet rooms, hotel lobby and guest rooms, lounge areas, storage areas, maintenance rooms, common areas, parking lots, roadways and grounds, located at the Suburban Collection Showplace, 46100 Grand River Avenue, Novi, Michigan 48374 and the Hyatt Place Hotel, 46080 Grand River Avenue, Novi, Michigan 48374. 1.8.Participant means the government entity provided above, which is an entity created by state or local authority or which is primarily funded by or through state or local authority, including, but not limited to, its council, its commission, its Board, its departments, its divisions, elected and appointed officials, directors, board members, council members, commissioners, authorities, committees, employees, agents, subcontractors, attorneys, volunteers, and/or any such persons’ successors. 2.Participation at Event. Participant may only participate in the Event as set forth in this Agreement. 2.1. County will permit Participant to use the Designated Area at the Event for the purposes authorized by this Agreement. 2.2. Participant is only permitted to use its Designated Area at the Event to provide an exhibit that concerns career options for high school students. 2.3. Participant is only allowed to use its Designated Area and the Facility for the Event on November 18th and 19th of 2024. 2.4. Participant shall not place any signs or advertisements outside of its Designated Area without the prior written consent of the County. 2.5. Participant shall keep its Designated Area and anything stored thereon in good order and repair and in a clean, safe, and healthful condition. 2.6. Participant shall not make any alternations, additions, or changes to the Facility, unless prior written approval is given by BOCO. 2.7. Participant acknowledges that it had the opportunity to inspect the Facility and accepts the Facility and its Designated Area “AS IS,” “AS AVAILABLE,” and “WITH ALL FAULTS.” 2.8. COUNTY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT. 2.9. At the expiration or termination of the Event, Participant shall leave its Designated Area in the same condition that Participant found it and clean of all rubbish. Participant shall remove of all of its personal property from the Designated Area and the Facility prior to 11:59pm on November 19, 2024. If Participant does not remove all of its personal property from the Facility prior to 11:59pm on November 19, 2024, the County may dispose of it, as County deems fit, and bill Participant for any costs associated with the disposal. 2.10. Participant will be provided with a “Vendor Kit” prior to the Event. The Vendor Kit will provide and explain, among other things, the procedures and rules for loading and unloading and setting up and dismantling the Participant’s displays and exhibits. Participant acknowledges and understands that it may be required to contract with BOCO, Art Craft MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 3 Display, or another contractor that is approved by BOCO, for services or goods that Participant may need for the Event. To the extent the Vendor Kit does not conflict with the provisions in this Agreement, Participant shall comply with all requirements, rules, and procedures in the Vendor Kit. If the Vendor Kit conflicts with the provisions of this Agreement, this Agreement and its terms and exhibits will prevail. 3.Participant Responsibilities. 3.1. Participant’s exhibit at the Event shall be a hands-on career learning experience for high school students, teachers, and counselors. 3.2. Participant and all persons performing work on behalf of Participant shall not in any manner hold themselves out to be agents or employees of the County. 3.3. Participant is responsible for and shall obtain, at its sole expense, all necessary licenses, permits, and other governmental approvals that are necessary for its participation at the Event. 3.4. Participant is prohibited from performing activities that may be injurious to County property, the Facility, or any person. 3.5. Participant shall comply with the Rules and Regulations of the Facility, which is attached and incorporated into this Agreement as Exhibit A, and the City of Novi’s Fire Department Fire Prevention Practices for Exposition Events, which is attached and incorporated into this Agreement as Exhibit B. 4.Liability/Assurances. 4.1. Damage to Property. Participant shall be responsible for any damage to the Facility and the property of Art Craft Display, BOCO, and any other contractor that Participant contracts with for the Event, that is caused by Participant. In the event the County incurs liability for damage to the property of BOCO, Art Craft Display, or any other person or entity that is caused by the Participant, the Participant shall reimburse the County for the full amount within thirty (30) days after receiving an invoice from the County. 4.2. Participant shall be solely liable and responsible for any loss, damage, destruction, or liability relating to or arising out of any of Participant’s contents, equipment, displays, or participation in the Event. 4.3. Participant shall not cause or allow any person or entity to cause any hazardous material, waste, or debris to enter or to be disposed upon the Facility. 4.4. Responsibility for Claims. Except as otherwise provided in this Agreement, each Party shall be responsible for any Claims made against that Party by a third party, and for the acts of its employees, agents, and volunteers arising under or related to this Agreement. In any Claim that may arise from the performance of this Agreement, each Party shall seek its own legal representation and bear the costs associated with such representation, including judgments and attorney fees. 4.5. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY OTHER PERSON, FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, AND/OR PUNITIVE DAMAGES, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR PARTICIPANT’S PARTICIPATION IN THE EVENT, REGARDLESS OF WHETHER THE PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 4 4.6. No Indemnification. Except as otherwise provided in this Agreement, neither Party shall have any right under this Agreement or under any other legal principle to be indemnified or reimbursed by the other Party or any of its agents in connection with any Claim. 4.7. Reservation of Rights. This Agreement does not, and is not intended to, impair, divest, delegate or contravene any constitutional, statutory, and/or other legal right, privilege, power, obligation, duty, or immunity of the Parties. Nothing in this Agreement shall be construed as a waiver of governmental immunity for either Party. 5.Insurance. Participant shall maintain general liability insurance for the Event on November 18th and 19th of 2024 and property/casualty insurance for any and all items and property that it brings to the Facility along with those coverages set forth in Exhibit C, which is attached to and incorporated into this Agreement. Participant shall provide BOCO and County with evidence of the insurance required in this Agreement upon request. Nothing in this Agreement precludes the County from being covered and protected by Participant’s insurance for any and all Claims against the County. 6.Termination. Either Party may terminate this Agreement upon thirty (30) calendar days written notice to the other Party for any reason. 7.Compliance with Law. Participant must comply with all applicable federal, state, and local laws, regulations and ordinances, and the requirements of this Agreement. 8.No Interest in Property. Participant shall have no title or ownership interest to the Facility or property belonging to or owned by the Facility. Participant will not claim any such title to or any easement over the Facility or property belonging to or owned by the Facility. 9.Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the Parties. Notwithstanding the foregoing, Participant shall not assign any portion of this Agreement without the prior written consent of the County. 10.No Employee-Employer Relationship. Nothing in this Agreement shall be construed as creating an employee-employer relationship between County and Participant. 11.No Third-Party Beneficiaries. Except as provided for the benefit of the Parties, this Agreement does not and is not intended to create any obligation, duty, promise, contractual right or benefit, right to indemnification, right to subrogation, and/or any other right in favor of any other person or entity. 12.Force Majeure. Notwithstanding any other term or provision of this Agreement, neither Party shall be liable to the other for any failure of performance hereunder if such failure is due to any cause beyond the reasonable control of that Party and that Party cannot reasonably accommodate or mitigate the effects of any such cause. Such cause shall include, without limitation, acts of God, fire, explosion, vandalism, national emergencies, insurrections, riots, wars, strikes, lockouts, work stoppages, other labor difficulties, or any law, order, regulation, direction, action, or request of the United States government or of any other government. Reasonable notice shall be given to the affected Party of any such event. 13.Waiver. The failure of the County to insist upon strict performance of any covenants or conditions of this Agreement or to exercise any option herein conferred in any one or more instances shall not be construed as a waiver or relinquishment of any such covenants, conditions, or options, but the same shall be and remain in full force and effect. No covenant, term or condition of this Agreement shall be deemed to have been waived by the County, unless such MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 5 waiver is in writing by the County. 14.Amendments. This Agreement cannot be modified unless reduced to writing and signed by both Parties. 15.Severability. If any term, covenant, or condition of this Agreement or the application thereof to any person or circumstance is deemed to be invalid or unenforceable to any extent, the remainder of this Agreement or the application of such term, covenant or condition to persons or circumstances, shall not be affected thereby and each term, covenant or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law, unless removal of such term materially alters the basic intent of the Parties in executing this Agreement. 16.Governing Law. This Agreement shall be governed, interpreted, and enforced by the laws of the State of Michigan. Any action brought to enforce, interpret, or decide any Claim arising under or related to this Agreement shall be brought in the Sixth Judicial Circuit Court of the State of Michigan, the 50th District Court of the State of Michigan, or the United States District Court for the Eastern District of Michigan, Southern Division, as dictated by the applicable jurisdiction of the court. Except as otherwise required by law or court rule, venue is proper in the courts set forth above. 17.Counterparts. This Agreement may be executed in one or more counterparts, including facsimile copies, each of which shall be deemed an original, but all of which shall together constitute one instrument. 18.Entire Agreement. This Agreement sets forth all covenants, promises, agreements, conditions and understandings between the Parties concerning the use of the Facility for the Event and there are no covenants, promises, agreements, conditions or understandings, either oral or written, between the Parties other than are herein set forth. 19.Effective Date. The Effective Date of this Agreement shall be the date upon which the last of the Parties listed below has signed the Agreement. 20.Authority. The Parties represent that their respective signatories have the requisite authority to execute and bind them to the duties and responsibilities contained herein. MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 6 APPROVED AND AUTHORIZED BY PARTICIPANT: The Authorized Official below hereby acknowledges that they have been authorized by Participant’s respective board, commission, council, or other governing body to execute this Agreement on behalf of Participant and hereby accepts and binds Participant to the terms and conditions of this Agreement. NAME OF GOVERNMENT ENTITY (THE “PARTICIPANT”): APPROVED AND AUTHORIZED BY PARTICIPANT PARTICIPANT SIGNATURE DATE APPROVED AND AUTHORIZED BY COUNTY: David T. Woodward, Chairperson, Oakland County Board of Commissioners, hereby acknowledges that he has been authorized by a resolution of the Oakland County Board of Commissioners to execute this Agreement on behalf of Oakland County, and hereby accepts and binds Oakland County to the terms and conditions of this Agreement. APPROVED AND AUTHORIZED BY COUNTY SIGNATURE David T. Woodward, Chairperson Oakland County Board of Commissioners DATE MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 7 BOCO ENTERPRISES, INC. RULES & REGULATIONS 46100 GRAND RIVER AVENUE NOVI, MICHIGAN 48374 EXHIBIT A 1.PROMULGATION. BOCO Enterprises, Inc., the exclusive manager and operator ("Licensor") of the Facility has promulgated these Rules and Regulations ("Rules and Regulations"), pursuant to Section 9.2 of the BOCO Enterprises License Agreement ("Agreement") under which the Licensor has agreed to allow the Licensee to use certain areas ("Authorized Area") in the Facility during those times ("License Period") and for those purposes set forth in the Agreement. If there is at any time a conflict between the provisions of these Rules and Regulations and the provisions of the Agreement, the provisions of the Agreement shall control. 2.ADVANCE OR "CASH ON DELIVERY" SHIPMENTS. Licensor shall not accept any goods shipped to the Facility for the Licensee or any person claiming under the Licensee prior to the beginning of the License Period or during the License Period if any sum is to be paid to the carrier of such goods upon his delivery thereof. Notwithstanding the foregoing, the Licensor shall not be obligated to accept any goods shipped to the Licensee during the License Period except upon prior written consent to the Licensor. Licensor shall not be liable for any damage to said property, and the Licensee releases the Licensor for any claim of loss or of damage to said property and to any damage to other persons or property caused by said property. 3.RIGHT OF INSPECTION. Licensor reserves the right to inspect all cartons, packages, and containers brought into or out of the Facility. 4.PROPERTY OF LICENSOR. Licensee may not use or operate any equipment, furnishings, or other property of the Licensor without the prior written consent of the Licensor, and under no circumstances may Licensee remove said equipment, furnishings, or other property from the Facility. 5.DESIGNATED ENTRANCES. All persons, articles, exhibits, fixtures, displays, and property of any kind and description shall be brought into and out of the Facility only at and through those entrances and exits as the Licensor may designate from time to time. 6.RESTRICTED AREAS. Restricted areas of the Facility are labeled "Authorized Personnel Only", and only the Licensor shall have access to those areas. 7.IDENTIFICATION. All persons acting for or on behalf of the Licensee must wear an identification badge provided by the Licensee. 8.PUBLIC SAFETY. In accordance with Section 3.5 of the Agreement, Licensor may prohibit Licensee or an exhibitor from bringing into the Facility, any material, substances, equipment, or object which may endanger the life of, or cause bodily injury to, any person in the Facility or which is likely to constitute a hazard to any other property therein. 9.PROHIBITION AGAINST FLAMMABLE MATERIALS. No flammable materials, such as bunting, tissue MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 8 paper, crepe paper, etc., shall be used for decorations or advertising in the Facility. All such materials to be used for decorative or advertising purposes must first be treated with a flame- retardant, and such use shall be in accordance with all applicable federal, state, and municipal fire and safety rules and regulations. 10.PROHIBITION AGAINST FLAMMABLE LIQUIDS AND GASES. Licensee shall not, without prior written consent of the Licensor, put up or operate any engine or motor or machinery in the Facility or use oils, burning fluids, camphene, liquid oxygen, ethylene, propane, kerosene, naphtha, gasoline, or other flammable gases for either mechanical or other purposes or any other agent other than gas or electricity for illuminating the Facility. Said prohibition against the use of oils, gases, and gasoline will not apply to the use of fork lifts, motor drive vehicles, cranes, etc., necessary for the installation and removal of exhibits in the Facility, but shall apply to the operation of any exhibit in the Authorized Area. Where any automobiles, trucks, or gasoline engines are to remain in the Facility during any portion of the License Period, the Licensee shall take the following precautions: (a) All battery cables are to be disconnected and taped so as to avoid any possibility of emission of sparks therefrom; (b) All gasoline tanks are to register in the Empty or E range on their gauges by order of the City of Novi Fire Marshall; (c) In the event draining of tanks and refueling must be completed outside of the Facility. Fuel is to be removed or dispensed only with safety equipment approved by the Licensor; (d) All gasoline tanks must be sealed with a locking type gasoline cap. If such a cap is not available, the tank must be sealed in accordance with all federal, state, and municipal fire and safety regulations; (e) All liquid propane tanks are to be removed from the Facility during any portion of the License Period. NOTE: Added to these Rules and Regulations and made a part hereof, is the Novi Fire Marshall requirements. All occupants will need to follow the BOCA fire protection code. 11.SMOKING. Smoking is prohibited in the Facility at all times. 12.EMERGENCY EQUIPMENT. Fire-fighting and emergency equipment shall not be blocked or obstructed under any circumstances. This includes fire hose and fire extinguisher cabinets, fire pull and alarm boxes, and all entrances and exits to first aid facilities within the Facility. 13.MOTORIZED VEHICLES. No motorized vehicle shall be operated on any carpeted or tiled areas in the Facility under any circumstances. 14.USE OF CARTS. Carts or dollies with steel wheels are not permitted in any carpeted or tiled area in the Facility. In motion, all crates moved in and out of the Facility must be handled in a manner so as to maximize the protection of and minimize the risk of damage to all carpeting, painted MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 9 surfaces, door fixtures, etc. 15.USE OF TAPE. Licensee and all of its exhibitors, is strictly prohibited from using any unauthorized style of tape or adhesive substance on any surface within the facility, including the "show floor". Duct tape, plastic double-sided tape, or masking tape is specifically prohibited! Only cloth-backed carpet tape is allowed -- the acceptable type of tape is available for purchase from the Service Desk during move in hours. 16.CRATE STORAGE. The Licensee shall remove all crates, packaging and related materials from the Authorized Area prior to the beginning of the Show Period set forth in the Agreement. Notwithstanding anything in this paragraph to the contrary, cartons and boxes may be stored under exhibitor tables as long as the cartons or boxes do not extend past the edges of the tables. 17.ADVERTISING. All advertising of the exhibition or performance to be given in the Authorized Area for which the license set forth in the Agreement was given shall be accurate and true in all respects, and the content of all such advertising must first be supplied to the Licensor for its review and comment before it is, by any means, published. 18.BROADCAST RIGHTS. The Licensor reserves all rights and privileges for outgoing radio and television broadcasts originating from the Facility during the License Period. Licensee will request prior approval from Licensor to have any media coverage (including radio or television broadcasts) at the Event and will share any of the broadcast footage of the Event that is owned or permitted to be distributed by Licensee with Licensor for public relations purposes. 19.RECORDING. No visual or audio recording of any type or kind shall be made in the Facility without the prior written approval of the Licensor. The Licensor reserves the right to charge the Licensee an additional charge that is mutually agreed to in writing by the parties to be paid in accordance with the provisions of Article III of the Agreement for that privilege. 20.FIRE DEPARTMENT. The Fire Department may exercise its right to assign a fire detail to the premises during open show hours. The financial responsibility shall be with the Licensee. 21.ATTENDANCE CAPACITY. The Licensee shall not admit into the Facility a larger number of persons than the Facility can accommodate, as determined by federal, state, and municipal fire and safety rules and regulations. Furthermore, the Licensee shall not admit into any Authorized Area a larger number of persons than can freely and safely move about therein. The decision of the Licensor, in its sole discretion, shall be final in this respect. 22.LIVE ANIMALS. The Licensee shall not permit any live animal, reptile, fish, or bird to enter, nor suffer the same to remain in the Facility unless it is a properly and safely muzzled "seeing eye" dog accompanying a blind person or is an animal, reptile, fish, or bird which the Licensor has in writing expressly consented to allow in the Facility. All such animals so admitted must at all times remain on a leash, within a pen, or under similar control. 23.EXHIBITOR'S CONTRACTS. The Licensee shall have valid, properly executed and compatible written contracts with all performers and exhibitors who are to use the Authorized Area under the Licensee's right to use such, and the Licensee shall submit the same upon demand to the Licensor. MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 10 24.PERFORMANCE AND EXHIBIT APPROVAL. The Licensor retains the final right to approve every performance and exhibit offered in the Facility and in no event shall any such performance or exhibit take place if the Licensor objects to such. 25.REFUND OF TICKET REVENUE. Licensor retains the right to determine whether the price of tickets will be refunded for cause, in keeping with the Licensor's policy of retaining the public's goodwill. 26.ANNOUNCEMENTS. Licensor reserves the right to make announcements during all intermission periods relating to advertisement of future Facility attractions, and also at any time such other announcements as the Licensor deems necessary in the interest of public safety. 27.TOURS. Licensor reserves the right to conduct public tours of the Facility and Authorized Area therein during the License Period in such a manner as to minimize any interference with the Licensee's use thereof. 28.SOLICITATIONS. No collections or donations, whether for charity or otherwise, shall be made, attempted, or announced in the Facility without the prior written approval of the Licensor. 29.LOST ARTICLES. Licensor shall have the sole right to collect and have the custody of all articles left, lost, or checked in the Facility by persons attending any performance, exhibition, or entertainment given or held in the Facility, and the Licensee shall not collect or interfere with the collection or custody of such articles. 30.KEYS. All Facility keys required by the Licensee during its use of the Authorized Area under the terms of the Agreement may be obtained from the Licensor, must be returned to the Licensor at the end of the License Period, and are subject to a ten- dollar ($10.00) deposit per key. 31.PARKING. Exhibitor Parking: All exhibitors must park in the designated exhibitor parking area only, which may be by way of an off-site shuttle program at a location to be determined by Licensor. All exhibitors will be allowed free access in and out of the parking lot during move-in and move-out periods only. No gray water may be dumped. There will be charges if a power hook up is required. Licensee understands and agrees that this Exhibitor Parking Areas may be designated at an off-site location by Licensor and accommodated via a shuttle system. Exhibitor Parking Permits: Exhibitor Parking Permits allowing unlimited access in and out of the parking lot are available through the Licensor. Exhibitor Parking Permits must be prominently displayed on the dashboard of the vehicle. Parking Areas: Licensor shall attempt to provide as many parking spaces on-site as possible. In the event that the amount of on-site parking spaces will not be sufficient for Licensee's projected attendance, the Licensor shall attempt to coordinate additional parking areas off-site, the use of which may require the implementation of an off-site shuttle program which will be utilized in the event that the on-site parking falls short of the required amount. The acceptability and determination of whether or not to proceed with arrangements with the adjacent property MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 11 owner's parking area or the development of the on-site temporary parking area would remain solely with the Licensor, but, in any event, the Licensor and Licensee shall coordinate a mutually acceptable off-site shuttle program. 32.MEETING ROOMS. Meeting Rooms, unless licensed as part of the Authorized Area, may be rented at an additional charge. 33.LOADING DOORS. Licensee shall provide, at the Licensee's expense, a door operator designated and approved by the Licensor for the operation of loading doors within the Authorized Areas. Licensee shall be financially responsible to replace or repair doors if damage occurs during the License Period. 34.CLEARANCE REQUIREMENTS. Clearance requirements for combustible materials from hanging gas-fired heating units within exposition area: Five feet (5') from any side of the heating unit; Six feet (6') from the bottom of the heating unit. 35.HANGING SIGNS, BANNERS AND STREAMERS. No hanging signs, banners, streamers or other types of materials will be allowed directly under the heating units and the same shall maintain the appropriate distances as identified in #34 above. 36.HELIUM BALLOONS. Helium balloons are specifically banned from use in the areas of the exposition center serviced by these hanging gas-fired heating units. 37.COMPLIANCE. Licensor, in cooperation with local officials, reserve the absolute right to take whatever steps are necessary to ensure the strict adherence to these provisions, and if any costs are incurred to provide compliance, these costs shall be the responsibility of Licensee. BOCO ENTERPRISES, INC. By order of its Board of Directors MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 14 FIRE DEPARTMENT FIRE PREVENTION PRACTICES FOR EXPOSITION EVENTS The Novi Fire Department, in an attempt to maintain a safe and enjoyable event has established the following Rules and Regulations to be observed by all exhibitors and vendors. These rules are derived from model fire prevention code such as NFPA 101, Life Safety Code and the International Fire Code. If you have any questions regarding these regulations, contact the Fire Marshal’s office at #248-735-5674. GENERAL PRECAUTIONS 1. No display or exhibit shall be installed or operated to interfere in any way with access to any required exit or with the visibility of any required exit or required exit sign. 2. Fire Fighting Equipment: All fire extinguishers and hose valves shall not be blocked by displays or exhibits and shall remain accessible at all times. 3. Electrical: The use of unfused multi-plug adaptors and multi-plug cords is prohibited. Temporary use of extension cords is allowed under the following conditions: 1.) Of adequate gauge (size) for the equipment being supplied. 2.) Protected from damage and not in traffic areas. 4. Smoking: Smoking is prohibited in all exhibition areas. “No Smoking” signs shall be posted. Smoking is allowed only in areas so designed. 5. Compressed flammable gases; flammable or combustible liquids, hazardous chemicals or materials; and Class II or greater lasers, blasting agents, and explosives shall be prohibited within exhibit halls unless approved by the Fire Department. EXHIBITS 1. The travel distance within the exhibit booth or exhibit enclosure to an exit aisle shall not exceed 50 ft. 2. The upper deck of multi-level exhibits exceeding 300 square feet shall have not less than two remote means of egress. 3. Exhibit booths shall be constructed of the following: 1.) Noncombustible of limited-combustible materials 2.) Fire-retardant wood 3.) Flame-retardant materials 4.) Textile wall coverings, such as carpeting and similar products used as wall or ceiling finishes have a Class A flame spread rating. 4. Draperies, curtains and other similar loosely hanging furnishings and decorations shall be flame resistant. EXHIBIT B MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 15 5. Acoustical and decorative matter including, but not limited to, cotton, hay, paper, straw, moss, split bamboo and wood chips shall be flame-retardant treated to the satisfactions of the fire department. Materials that cannot be treated for flame retardant shall not be used. 6. The following shall be protected by automatic extinguishing systems: 1.) Single-level exhibit booths exceeding 300 ft2 and covered with a ceiling. 2.) Each level of multi-level booths, including the uppermost level where the uppermost level is covered with a ceiling. A single exhibit or group of exhibits with ceilings that do not require sprinklers shall be separated by a distance of not less than 10 ft. where the aggregate ceiling exceeds 300 ft2. Exception: Vehicles, boats and similar exhibited products having over 100 ft2 of roofed area shall be provided with smoke detectors acceptable to the fire department. 7. No open flame devices or pyrotechnic devices shall be used in assembly occupancy unless approved by the fire department. 8. Open flame devices, where approved, shall be isolated from the public by at least 48 inches and shall be separated from combustible materials by at least 24 inches. 9. Combustible materials within exhibit booths shall be limited to a one-day supply. Storage of combustible materials behind the booth shall be prohibited. 10. The use of compressed natural gas is allowed where permitted by the fire department. COMBUSTION VEHICLE DISPLAYS 1. All GASOLINE fuel powered vehicles openings shall be locked and sealed in an approved manner to prevent the escape of vapors. Gasoline fuel tanks shall not contain in excess of one-quarter their capacity or contain in excess of 5 gallons of fuel, whichever is less. 2. All DIESEL fuel powered vehicles fuel tank shall be locked and sealed in an approved manner to prevent the escape of vapor. Diesel fuel tanks shall not contain in excess of one-half their capacity or contain in excess of 20 gallons of fuel, whichever is less. 3. Fueling or de-fueling of vehicles is prohibited inside the building. 4. At least one battery cable shall be removed from the batteries used to start the vehicle engine. The disconnected battery cable shall then be taped. 5. Batteries used to power auxiliary equipment shall be permitted to be kept in service. 6. Vehicles shall not be moved during exhibition hours. ELECTRIC VEHICLE DISPLAYS 1. All electric vehicles battery state of charge SHALL be no more than 30%. 2. An emergency plans for an electric vehicle that starts to off gas. 3. Dedicate an area outside in the parking lot to put an electric vehicle that is off gassing. 4. All main aisleways SHALL be wide enough to allow the forklift that Suburban Collections has or a wrecker vehicle to drive down to remove the electric vehicle that is off gassing to the burn area out in parking lot. Revised 6/24 MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 16 EXHIBIT C INSURANCE REQUIREMENTS During this Contract, the Participant shall provide and maintain, at its own expense, all insurance as set forth and marked below, protecting the County against any Claims, as defined in the Agreement. The insurance shall be written for not less than any minimum coverage herein specified. Primary Coverages Commercial General Liability Occurrence Form including: (a) Premises and Operations; Products and Completed Operations (including On and Off Premises Coverage); (c) Personal and Advertising Injury; (d) Broad Form Property Damage; (e) Independent Contractors; (f) Broad Form Contractual including coverage for obligations assumed in this Contract; $1,000,000 – Each Occurrence Limit $1,000,000 – Personal & Advertising Injury $2,000,000 – Products & Completed Operations Aggregate Limit $2,000,000 – General Aggregate Limit $ 100,000 – Damage to Premises Rented to You (formally known as Fire Legal Liability) Workers’ Compensation Insurance with limits statutorily required by any applicable Federal or State Law and Employers Liability insurance with limits of no less than $500,000 each accident, $500,000 disease each employee, and $500,000 disease policy limit. Participant must also satisfy one of the following: 1. Fully Insured or State approved self-insurer: or 2. Exempt entities, Partnerships, LLC, etc., must submit a State of Michigan form WC-337 Certificate of Exemption upon request; or 3. Sole Proprietors must submit a signed Sole Proprietor form upon request. Commercial Automobile Liability Insurance covering bodily injury or property damage arising out of the use of any owned, hired, or non-owned automobile with a combined single limit of $1,000,000 each accident. This requirement is waived if there are no company owned, hired or non-owned automobiles utilized in the performance of this Contract. Commercial Umbrella/Excess Liability Insurance with minimum limits of $2,000,000 each occurrence. Umbrella or Excess Liability coverage shall be no less than following form of primary coverages or broader. This Umbrella/Excess requirement may be met by increasing the primary Commercial General Liability limits to meet the combined limit requirement. Commercial Property Insurance. Participant shall be responsible for obtaining and maintaining insurance covering their equipment and personal property against all physical damage. MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 17 General Insurance Conditions The aforementioned insurance shall be endorsed, as applicable, and shall contain the following terms, conditions, and/or endorsements. All certificates of insurance shall provide evidence of compliance with all required terms, conditions and/or endorsements. 1. All policies of insurance shall be on a primary, non-contributory basis with any other insurance or self-insurance carried by the County; 2. The insurance company(s) issuing the policy(s) shall have no recourse against the County for subrogation (policy endorsed written waiver), premiums, deductibles, or assessments under any form. All policies shall be endorsed to provide a written waiver of subrogation in favor of the County; 3. Any and all deductibles or self-insured retentions shall be assumed by and be at the sole risk of the Participant; 4. Participant shall be responsible for its own property insurance for all equipment and personal property used and/or stored at the Facility; 5. The Commercial General Liability, Commercial Automobile Liability, and Commercial Property Insurance policies along with any required coverages shall be endorsed to name the County of Oakland and it officers, directors, employees, appointees, and commissioners as additional insured where permitted by law and policy form; 6. The Participant shall require its contractors or sub-contractors that participate in the Event, not protected under the Participant’s insurance policies, to procure and maintain insurance with coverages, limits, provisions, and/or clauses equal to those required in this Contract; 7. Certificates of insurance must be provided upon request and must bear evidence of all required terms, conditions and endorsements; and 8. All insurance carriers must be licensed and approved to do business in the State of Michigan and shall have and maintain a minimum A.M. Best’s rating of A- unless otherwise approved by the County Risk Management Department. MICAREERQUEST SOUTHEAST | Government Event Participant Agreement 18 NAME OF ENTITY/PERSON (THE “PARTICIPANT”): ADDRESS: APPROVED AND AUTHORIZED BY PARTICIPANT APPROVED AND AUTHORIZED BY THE COUNTY SIGNATURE SIGNATURE