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CONTRACT 7539 OtherAgreement No. 7539 AQUATICS FACILITY USE AGREEMENT as BETWEEN THE CITY OFELSEGUNDO, AND USASWIMMING, INC. This Agreement is made on November 16, 2025, between the City of El Segundo, a general law city and municipal corporation ("CITY"), and USA SWIMMING, INC., a Colorado corporation ("PRIVATE PARTY") (collectively the "PARTIES"). 1. PROPERTY; PURPOSE The Wiseburn Unified School District ("Wiseburn") owns real property located at 2240 Grand Avenue, El Segundo, California 90245, known as the City of El Segundo Wiseburn Unified School District Aquatics Facility ("Facility"). In 2019, Wiseburn and the CITY entered into a Joint Use Agreement ("JUA"). Per the JUA, Wiseburn granted a license to the CITY use the Facility and to issue permits and licenses to other users of the Facility. CITY agrees to provide a temporary license to PRIVATE PARTY for its use of the Facility, to the exclusion of the general public, for training purposes ("Authorized Use") as set forth in this Agreement. 2. TERM The term of this Agreement shall be seven (7) days commencing on August 2, 2026 and ending on August 8, 2026, as described in Exhibit B, which is incorporated herein by this reference. In consideration of CITY's temporary license of the Facility to the PRIVATE PARTY, PRIVATE PARTY agrees to abide by this Agreement and further agrees to pay CITY $21,600.00, payable July 2"1, 2026. 3. ASSIGNABILITY, Under no circumstances shall PRIVATE PARTY sublease or allow any other organization or individual use the Facility during their use time without CITY's prior written approval. Any attempt by PRIVATE PARTY to assign the benefits or burdens of this Agreement without CITY's prior written approval are prohibited and will be null and void. 4. POOL FACILITY USE a. PRIVATE PARTY shall only use the Facility during rented days/hours. b. PRIVATE PARTY will have access to restroom facilities during contracted hours. c. PRIVATE PARTY will have access to equipment including kick boards, pull buoys, and Colorado Timing System. d. CITY will provide Lifeguard supervision of the pool activities. The lifeguard(s) will be on deck maintaining surveillance of all swimmers during all pool use. S. TERMINATION 1 Agreement No. 7539 a. Except as otherwise provided, CITY may terminate this Agreement at any time upon PRIVATE PARTY's breach of this Agreement. Upon receiving a termination notice, PRIVATE PARTY will immediately cease performance under this Agreement unless otherwise provided in the termination notice. By executing this document, PRIVATE PARTY waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. b. PRIVATE PARTY may terminate this Agreement upon thirty (30) days written notice to the CITY. In the event PRIVATE PARTY terminates this Agreement without such advance notice, PRIVATE PARTY will be responsible for the cost of the rental. 6. INDEMNIFICATION a. PRIVATE PARTY indemnifies and will defend (at CITY's request and with counsel satisfactory to CITY) and hold CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney fees), injuries, or liability, arising out of PRIVATE PARTY's acts, errors or omissions, negligence, or wrongful conduct. b. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers. c. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. d. The requirements as to the types and limits of insurance coverage to be maintained by PRIVATE PARTY as required under the Permit, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by PERMITTEE pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 7. INSURANCE PRIVATE PARTY shall maintain in force at all times during the term of this Agreement and any extensions or modifications thereto, insurance as specified in Exhibit A, which is incorporated herein by this reference. It is the responsibility of PRIVATE PARTY to notify its insurance advisor or insurance carrier(s) regarding coverage, limits, forms and other insurance requirements specified in Exhibit A. Failure to maintain insurance as required in this Agreement may be grounds for material breach of contract and immediate termination pursuant to Section 5. S. HOURS AND DATES OF USE The pre -arranged hours and dates are listed in Exhibit B. The CITY will reserve these times for PRIVATE PARTY. These times and dates will only be changed if: 1. It is agreeable to both CITY and PRIVATE PARTY, or 2. Emergency maintenance limits access to the Facility, or 3. Emergency weather conditions deem the Facility unsafe for use. In the rare instance of a major Facility shut -down (including but not limited to: major mechanical malfunctions with pool pumps, pool filters, pool heaters, or major structural ►J Agreement No. 7539 issues with pools or restrooms), the CITY reserves the right to cancel any necessary pre- arranged hours and dates until such time as the problem(s) can be fixed. If a CITY imposed cancelation occurs, CITY agrees to provide a refund to the PRIVATE PARTY. PRIVATE PARTY will not hold the CITY responsible for any potential lost revenue due to Facility closures. Additional hours and dates may be added to this Agreement if both the CITY and PRIVATE PARTY agree in writing. 9. POOL TEMPERATURE CITY agrees to use its best efforts to ensure that the Facility's pool temperature is maintained at a temperature of 79-81 degrees Fahrenheit. If equipment failure causes excessive variations in pool temperature, PRIVATE PARTY will have the option of continuing with the rental day(s) or cancelling any days which the pool temperature excessively varies from the prescribed range. Any cancelation by the PRIVATE PARTY for this reason shall result in a full refund of any amounts due for the cancelled days. 10. DAMAGES PRIVATE PARTY agrees to assume full responsibility for any damages done to the Facility's premises or equipment as a result of the PRIVATE PARTY's usage. However, in no instance shall PRIVATE PARTY be responsible for repairs necessary due to CITY's lack of appropriate maintenance of the Facility. 11. POOL RULES PRIVATE PARTY agrees to fully comply with the following rules at all times • No alcoholic beverages, drugs, or other intoxicants may be served, displayed, or consumed on its premises or in the area surrounding the Facility at any time • Smoking is not permitted anywhere on the Facility's premises • The use or possession of firearms, or anything resembling a firearm, is prohibited on the Facility's premises. • Glass containers are not allowed in the Facility • No running on the pool deck • No animals or pets allowed on the pool deck • Foul or otherwise offensive language is not allowed • Vandalism will not be tolerated • Do not jump or dive around other swimmers • Swimmers must dive directly out from the wall • Do not hang, sit, or misuse the lane lines • Hypoxic training is prohibited 12. FORCE MAJEURE EVENTS 3 Agreement No. 7539 Notwithstanding anything to the contrary contained in this Agreement, the PARTIES shall be excused from their obligations under this Agreement to the extent and whenever either PARTY shall be prevented from the performance of such obligations by any Force Majeure Event. For purposes of this Agreement, a "Force Majeure Event" includes but is not limited to fires, floods, earthquakes, pandemic, epidemic, civil disturbances, acts of terrorism, regulation of any public authority, and other causes beyond their control. The PARTIES waive any right of recovery against the other PARTY and either PARTY shall not charge results of "acts of God" to the other PARTY, its officers, employees, or agents. 13. GOVERNING LAW. This Agreement was drafted in and will be construed in accordance with the laws of the State of California, U.S.A., and exclusive venue for any action involving this Agreement will be in Los Angeles County. 14. ENTIRE AGREEMENT This document, and the attached exhibits, represent the entire agreement between the parties regarding the deposit for the Facility and supersedes all prior communications, understandings, and agreements, whether oral or written. 15. RULES OF CONSTRUCTION Each Party had the opportunity to independently review this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against either Party. 16. SEVERABILITY If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 3.7.AU'THIORITY MOOIIFICATION The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. 18. COUNTERPARTS; ELECTRONIC SIGNATURES This Agreement may be executed by the Parties on any number of separate counterparts, and all such counterparts so executed constitute one Agreement binding on all the Parties notwithstanding that all the Parties are not signatories to the same counterpart. In accordance with Government Code § 16.5, the Parties agree that this Agreement, Agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by electronic transmission. Such electronic signature will be treated in all respects as having the same effect as an original signature. 4 Agreement No. 7539 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. CITY OF EL SEGUNDO Joseph Lormans Aquatic Manager ATTEST: Susan Truax, City Clerk APPROVED AS TO FORM: Mark D. Flensle City Attorney APPROVED AS TO INSURANCE REQUIREMENTS: font'i :.... Mary Sh ron Brenna Risk Manager 5 USA SWIMMING, INC. 64- - Greg Meehan Managing Director, National Team Agreement No. 7539 EXHIBIT A VERIFICATION OF COVERAGE PRIVATE PARTY shall furnish the CITY with the below COI and Endorsements. COI • General Liability $2M each occurrence and $4M general aggregate Certificate Holder: City of El Segundo, its elected and appointed officials, employees, and volunteers, 350 Main Street, El Segundo, CA 90245 ENDORSEMENTS: • Additional Insured Endorsement with this language: The City of El Segundo, its elected and appointed officials, employees, and volunteers are included as additional insureds. • Primary and Non -Contributory Endorsement with this language: Coverage is primary and non-contributory such that any other insurance that may be carried by the City will be excess thereto. 1i Agreement No. 7539 EXHIBIT B SCHEDULE AND PRICING Item Date Time Rate Hours Lanes Competition Pool Long Course 8/2/2026 5:OOPM-7:OOPM $ 80.00 2 8:OOAM-10:30AM, Competition Pool Long Course 8/3/2026 5:OOPM-7:OOPM $ 80.00 4.5 8:OOAM-10:30AM, Competition Pool Long Course 8/4/2026 5:OOPM-7:OOPM $ 80.00 4.5 8:OOAM-10:30AM, Competition Pool Long Course 8/5/2026 5:OOPM-7:OOPM $ 80.00 45 8:OOAM-10:30AM, Competition Pool Long Course 8/6/2026 5:OOPM-7:OOPM $ 80.00 4.5 8:OOAM-10:30AM, Competition Pool Long Course 8/7/2026 5:OOPM-7:OOPM $ 80.00 4.5 Competition Pool Long Course 8/8/2026 8:OOAM-10:30AM $ 80.00 2.5 TOTAL 7 Total 10 $ 1,600.00 10 $ 3,600.00 10 $ 3,600.00 10 $ 3,600.00 10 $ 3,600.00 10 $ 3,600.00 10 $ 2,000.00 $ 21,600.00