Professional Documents
Culture Documents
SUPERINTENDENTS REPORT
May 18, 2015
8a.
Tab 9a
WHEREAS, the Board desires to enter into an agreement for the right to name the
Nordonia High School Athletic Complex and Performing Arts Center (comprised of the varsity
baseball field, junior varsity baseball and softball fields, main gym, stadium ticket booths and
auditorium); and
WHEREAS, the Board has reached an agreement with Summa Health System for the
purpose of naming the Nordonia High School Athletic Complex and Performing Arts Center from
May 18, 2015 through June 30, 2024, subject to the terms and conditions of the attached Naming
Rights Agreement; and
WHEREAS, as continued recognition of former Superintendent Bill Boliantzs dedicated
service to the Nordonia Hills City School District, the Nordonia High School stadium will continue
to bear Mr. Boliantzs name during the term of the Naming Rights Agreement by being named
Boliantz Stadium;
WHEREAS, the Board desires to enter into the Naming Rights Agreement attached hereto
with Summa Health System.
NOW, THEREFORE, BE IT RESOLVED, by the Board of Education of the Nordonia Hills
City School District that:
Section 1:
The Board hereby approves the attached Naming Rights Agreement with
Summa Health System. The Business Director is hereby authorized on behalf of the Board to
execute, and is directed to deliver, the Naming Rights Agreement. Further on behalf of the Board,
the Board President, Treasurer, Superintendent, and Business Director are hereby authorized to
perform any actions necessary to execute the terms and conditions of the Naming Rights
Agreement.
Section 2:
It is found and determined that all formal actions of this Board concerning
and relating to the adoption of this Resolution were adopted in an open meeting of this Board,
and that all deliberations of this Board and of any of its committees that resulted in these formal
actions were in meetings open to the public and in compliance with the law.
Mr. Virost ____ Mrs. Strong ____ Mr. Lahrmer ____ Mr. Masteller _____ Mr. Szabo ____
Naming
Rights
Agreement
This
Naming
Rights
Agreement
(Agreement),
effective
as
of
___________________,
20__
(Effective
Date),
is
made
and
entered
into
by
and
between
Summa
Health,
(Naming
Sponsor)
whose
address
is
1077
Gorge
Blvd,
Akron,
OH
44310,
and
the
Nordonia
Hills
City
School
District
Board
of
Education
(Athletic
Complex
and
Performing
Arts
Center
Owner),
or
(Nordonia
Hills
City
School
District)
located
in
Northfield,
Ohio.
Based
upon
the
Recitals
below,
and
in
consideration
of
the
mutual
promises
and
benefits
hereunder,
the
parties
hereto
agree
as
follows:
Recitals
Naming
Sponsor
wishes
to
enter
into
a
Naming
Rights
Agreement
with
Athletic
Complex
and
Performing
Arts
Center
Owner,
subject
to
the
terms
and
conditions
set
forth
in
this
agreement.
Term
(a)
This
agreement
shall,
unless
sooner
terminated
in
accordance
with
the
provisions
set
forth
elsewhere
in
this
Agreement,
be
effective
on
the
date
hereof
(the
Effective
Date)
and
shall
terminate
as
of
the
end
of
business
on
June
30,
2024
(the
Term).
Grant
of
Rights
and
Compensation
(a)
Naming
Sponsor
shall
acquire
the
Naming
Rights
to
the
Nordonia
Hills
City
High
School
Athletic
Complex
(hereinafter
defined
as
the
football
stadium
ticket
booths
(home
and
away),
signage
on
the
football
stadium
scoreboard,
varsity
and
junior
varsity
baseball
and
softball
fields
(3
fields,
one
of
which
is
to
be
built
new
for
varsity
baseball),
and
basketball
gymnasium
(basketball,
volleyball,
wrestling,
band))
and
Performing
Arts
Center
(auditorium)
granted
hereunder
during
and
throughout
the
Term.
For
the
purposes
of
this
Agreement,
the
Athletic
Complex
and
Performing
Arts
Center
shall
be
defined
as
the
combination
of
the
football
stadium
ticket
booths
(home
and
away),
signage
on
the
football
stadium
scoreboard,
3
baseball/softball
fields,
basketball
gymnasium,
and
auditorium
(Performing
Arts
Center)
located
at
8006
S.
Bedford
Road,
Macedonia,
OH
44056.
(b)
Naming
Sponsor
shall
pay
the
Naming
Sponsor
Fee
in
such
amounts
and
at
such
times
as
are
set
forth
on
Schedule
1
hereto.
Nordonia
Hills
City
School
District
shall
provide
an
invoice
to
Naming
Sponsor
with
directions
as
to
the
manner
of
payment
and
address
and
account
information
to
which
each
such
payment
of
the
Naming
Sponsor
Fee
be
paid.
(c
)
Naming
Sponsor
shall
have
the
right
to
designate
the
name
of
the
Athletic
Complex,
Fields,
and
Arena
and
Performing
Arts
Center
(auditorium).
Naming
Sponsor
has
designated
Summa
Health
Athletic
Complex
as
the
name
for
the
football
stadium
home
and
away
ticket
booths.
Naming
Sponsor
has
designated
Summa
Health
Arena
as
the
name
for
the
basketball
gymnasium
where
the
following
activities
are
played:
basketball,
volleyball,
wrestling,
and
band.
Naming
Sponsor
has
designated
Summa
Health
Fields
as
the
name
of
the
3
baseball
and
softball
fields
for
varsity
and
junior
varsity.
Naming
Sponsor
has
designated
Summa
Health
Performing
Arts
Center
as
the
name
for
the
Performing
Arts
Center
(auditorium).
(d)
Naming
Sponsor
shall
have
the
right
to
have
the
Athletic
Complex
and
Performing
Arts
Center
name
on
all
advertising,
media,
game
programs,
signage,
game
tickets,
school
website
and
mentions
identifying
or
promoting
the
Athletic
Complex
and
Performing
Arts
Center,
or
Athletic
Complex
and
Performing
Arts
Center
events
including
the
following:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
(i)
(ii)
(iii)
agreement
if
either
party
does
not
elect
to
exercise
their
right
to
Opt
Out.
If,
at
anytime,
during
the
Term
of
this
Agreement,
Athletic
Complex
and
Performing
Arts
Center
Owner
elects
to
change
the
name
of
the
Football
Stadium
(currently
known
as
Boliantz
Stadium),
Naming
Sponsor
shall
have
a
right
of
first
refusal
to
become
the
naming
sponsor
for
the
Football
Stadium.
Before
Athletic
Complex
and
Performing
Arts
Center
Owner
accepts
a
written
offer
for
the
naming
rights
to
the
Football
Stadium,
Athletic
Complex
and
Performing
Arts
Center
Owner
shall
first
offer
Naming
Sponsor
an
opportunity
to
contract
for
the
naming
rights.
If
Naming
Sponsor
and
Athletic
Complex
and
Performing
Arts
Center
Owner
fail
to
reach
an
agreement
for
the
naming
rights
of
the
Football
Stadium
within
thirty
(30)
days
after
Athletic
Complex
and
Performing
Arts
Center
Owner
notifies
Naming
Sponsor
that
it
has
received
a
written
offer
for
the
Football
Stadium
naming
rights,
Naming
Sponsor
will
have
waived
its
right
of
first
refusal.
A
sponsorship
agreement
wherein
the
Football
Stadium
maintains
the
name
Boliantz
Stadium
shall
not
constitute
an
agreement
for
the
naming
rights
of
the
Football
Stadium.
(f)
Morality
Clause:
Should
the
Naming
Sponsor
engage
in
any
serious
act
of
misconduct,
dishonesty,
theft,
misappropriation,
moral
turpitude,
or
similar
actions
which,
in
the
sole
judgment
of
the
Athletic
Complex
and
Performing
Arts
Center
Owner,
results
in
the
Athletic
Complex
and
Performing
Arts
Center
Owner
no
longer
wishing
to
be
associated
with
the
Naming
Sponsor,
the
Athletic
Complex
and
Performing
Arts
Center
Owner
may
terminate
this
Agreement
upon
providing
the
Naming
Sponsor
thirty
(30)
days
written
notice.
Modification
of
Naming
If
during
the
useful
life
of
the
Athletic
Complex
and
Performing
Arts
Center
Facility,
the
Athletic
Complex
and
Performing
Arts
Center
Facility
is
transferred
or
conveyed
from
Nordonia
Hills
City
School
District,
closed,
deconstructed,
destroyed
or
severely
damaged,
significantly
renovated;
relocated,
or
replaced,
then
the
Naming
Rights
will
cease.
In
such
event,
however,
the
Naming
Sponsor,
in
consultation
with
and
as
mutually
agreed
by
the
Nordonia
Hills
City
Schools
Superintendent
and
Nordonia
Hills
City
School
Board
of
Education,
will
have
the
right,
to
have
another
available
and
equivalent
facility
named
after
the
Naming
Sponsor
under
an
appropriate
payment
schedule
derived
using
the
same
methodology
as
the
schedule
for
this
Agreement.
Schedule
of
Naming
Sponsor
Fee
Naming
Sponsor
shall
pay
the
Naming
Sponsor
Fee
in
accordance
with
this
Schedule
1.
The
Naming
Sponsor
Fee
for
the
Initial
Period
shall
be
due
and
payable
upon
the
Effective
Date.
The
Naming
Sponsor
Fee
for
Contract
Years
following
the
Initial
Period
shall
be
payable
in
annual
installments
in
the
amounts
and
on
the
dates
set
forth
below.
Naming
Sponsor
shall
pay
each
installment
of
the
Naming
Sponsor
Fee
directly
to
Nordonia
Hills
City
School
District
Board
of
Education
in
accordance
with
the
invoicing
and
instructions
provided
by
the
District.
SCHEDULE
1
Signage Specifications
(a) The
sign
faces
and
new
sign
structures
shall
be
fabricated
and
installed
and
maintained
to
specifications
reasonably
established
and
agreed
upon
by
the
Athletic
Complex
and
Performing
Arts
Center
Owner
and
the
Naming
Sponsor,
at
the
sole
cost
and
expense
of
the
Athletic
Complex
and
Performing
Arts
Center
Owner.
Naming
Sponsor
will
provide
Athletic
Complex
and
Performing
Arts
Center
Owner
with
logos
and
proofs
needed
for
approval
of
signage
designated
in
this
agreement.
For
any
city
or
other
government
approvals
needed,
Athletic
Complex
and
Performing
Arts
Center
Owner
will
submit
approval
requests
that
adhere
to
local
ordinances
on
behalf
of
the
Naming
Sponsor.
Naming
Sponsor
has
right
to
ask
for
replacement
signage
if
it
appears
deteriorated
at
the
sole
cost
and
expense
of
the
Athletic
Complex
and
Performing
Arts
Center
Owner
during
the
initial
term
of
this
Agreement
(i.e.
through
June
30,
2024).
(b)
The
Athletic
Complex
and
Performing
Arts
Center
Owner
possesses
the
absolute
right
to
disapprove
all
or
part
of
the
signage.
Without
limiting
the
foregoing,
advertisements
of
a
political
or
religious
nature,
or
those
that
promote
the
sale
or
use
of
alcohol
or
tobacco,
shall
not
be
approved.
(c)
In
the
event
that
the
Ohio
Department
of
Transportation,
the
City
of
Macedonia,
the
Nordonia
Hills
City
School
District
or
any
other
individual
or
entity
who
is
required
to
approve
the
signage
or
the
placement
of
the
signage
described
hereunder
fails
to
provide
such
approval
or
consent,
Naming
Sponsor
and
Athletic
Complex
and
Performing
Arts
Center
Owner
shall
mutually
agree
to
a
revised
Schedule
1.
In
the
event
that
the
parties
cannot
agree
to
such
revisions,
Naming
Sponsor
shall
have
the
right
to
terminate
this
Agreement
and
receive
a
pro
rata
refund
of
any
funds
paid
to
Athletic
Complex
and
Performing
Arts
Center
Owner
hereunder.
Force
Majeure
(a)
In
the
event
that
either
party
is
unable
to
perform
its
obligations
under
this
Agreement
as
a
result
of
a
force
majeure,
neither
party
shall
be
liable
to
the
other
for
direct
or
consequential
damages
resulting
from
lack
of
performance.
Force
Majeure
shall
mean
fire,
earthquake,
flood,
act
of
God,
strikes,
work
stoppages,
or
other
labor
disturbances,
riots
or
civil
commotions,
litigation,
war
or
other
act
of
any
foreign
nation,
power
of
government,
or
governmental
agency
or
authority,
or
any
other
cause
like
or
unlike
any
cause
above
mentioned
which
is
beyond
the
control
of
either
party.
Amendment
This
Agreement
may
not
be
reformed,
altered,
or
modified
in
any
way
by
any
practice
or
course
of
dealing,
but
may
be
modified
or
amended
only
by
an
instrument
in
writing
duly
executed
by
both
parties.
Assignment
Neither
party
may
assign
or
otherwise
transfer,
voluntarily
or
by
operation
of
law,
this
Agreement
without
the
prior
written
consent
of
the
other
party.
Notwithstanding
the
foregoing,
Naming
Sponsor
may
assign
this
Agreement
to
any
corporate
successor
of
Naming
Sponsor
or
any
corporation
that
is
the
sole
corporate
member
of
Naming
Sponsor,
without
consent
of
Athletic
Complex
and
Performing
Arts
Center
Owner.
In
the
event
that
Naming
Sponsor
assigns
this
Agreement
to
a
corporate
successor
and
said
corporate
successor
wishes
for
the
signage
to
be
changed
from
the
name
of
Naming
Sponsor,
said
corporate
successor
shall
be
responsible
for
all
production
costs
of
the
replacement
signage,
including
billboard
structure
and
illumination.
Entire
Agreement
This
Agreement
contains
the
entire
agreement
between
the
parties,
and
there
are
no
oral
promises
or
other
representations
inducing
its
execution
or
qualifying
its
terms.
Any
prior
service
contract
or
similar
type
of
agreement
between
the
parties,
oral
or
written,
is
hereby
superseded
and
terminated.
The
laws
of
the
state
of
Ohio
shall
govern
the
validity,
performance,
and
enforcement
of
this
Agreement.
Severability
Each
article,
paragraph,
provision,
term,
and
condition
of
this
Agreement,
and
any
portions
thereof,
shall
be
considered
severable.
If,
for
any
reason,
any
portion
of
this
Agreement
is
determined
to
be
invalid
or
contrary
to
any
applicable
law,
rule,
or
regulation,
the
remaining
portions
of
this
Agreement
shall
be
unimpaired,
remain
binding
on
the
parties,
and
continue
to
be
given
full
force
and
effect.
Access
to
Books
and
Records
Until
the
expiration
of
four
(4)
years
after
the
furnishing
of
services
pursuant
to
this
Agreement
and
upon
the
written
request
of
the
Secretary
of
Health
and
Human
Services,
or
upon
request
of
the
Comptroller
General
of
the
United
States,
or
any
other
duly
authorized
representative
of
the
Federal
Government,
the
Parties
shall
each
make
available
this
Agreement
and
the
books,
documents
and
records
of
the
parties
hereto
necessary
to
certify
the
nature
and
extent
of
costs
of
services
rendered
under
the
terms
of
this
Agreement.
If
either
party
carries
out
any
of
the
duties
specified
in
this
Agreement
through
a
subcontract
with
a
related
organization
and
such
subcontract
has
a
value
or
cost
of
Ten
Thousand
Dollars
($10,000.00)
or
more
over
a
twelve
(12)
month
period,
such
subcontract
shall
contain
a
clause
to
the
effect
that
until
the
expiration
of
four
(4)
years
after
the
furnishing
of
such
services
pursuant
to
such
subcontract,
the
related
organization
shall,
upon
written
request
of
the
Comptroller
General
of
the
United
States
or
any
other
duly
authorized
representative
of
the
Federal
Government,
make
available
the
subcontract
and
the
books,
documents
and
records
of
such
organization
necessary
to
verify
the
nature
and
extent
of
such
costs.
Each
party
shall
notify
the
other
immediately
upon
receipt
of
such
party
of
any
such
request
for
this
Agreement
and
any
other
books,
documents
and
records
and
shall
provide
the
other
party
with
copies
of
all
such
documents
provided
to
the
Government
pursuant
this
Agreement.
Independent
Contractors
None
of
the
provisions
of
this
Agreement
are
intended
to
create
(nor
shall
be
deemed
or
construed
to
create)
any
relationship
between
the
parties
other
than
that
of
independent
entities
contracting
with
one
another
solely
for
the
purposes
of
effecting
the
provisions
of
this
Agreement.
Neither
of
the
parties
hereto,
nor
any
of
their
respective
officers,
directors,
employees
or
agents,
shall
have
authority
to
bind
the
other
or
shall
be
deemed
or
construed
to
be
the
agent,
employee
or
representative
of
the
other
except
as
may
be
specifically
provided
herein.
Neither
party,
nor
any
employees
or
agents
thereof,
shall
have
any
claim
under
this
Agreement
or
otherwise
against
the
other
party
for
social
security
benefits,
workmans
compensation,
disability
benefits,
unemployment
insurance,
vacation,
sick
pay
or
any
other
employee
benefits
of
any
kind.
Debarment
Certification
Each
party
hereby
represents
and
warrants
the
following:
A.
that
it
has
not
been
debarred,
excluded,
suspended
or
otherwise
determined
to
be
ineligible
to
participate
in
federal
health
care
programs
(collectively
Debarment
or
Debarred,
as
applicable);
and
B.
that
it
shall
not
knowingly
employ
or
contract
with,
with
or
without
compensation,
any
individual
or
entity
(singularly
or
collectively,
Agent)
listed
by
a
federal
agency
as
Debarred
or
found
on
the
List
of
Specially
Designated
Nationals
and
Blocked
Persons
maintained
by
Office
of
Foreign
Assets
Control.
To
comply
with
this
provision,
each
party
shall
make
reasonable
inquiry
into
the
status
of
any
Agent
contracted
or
arranged
by
it
to
fulfill
the
terms
of
this
Agreement
by
reviewing,
at
a
minimum,
the
Health
and
Human
Services
Office
of
Inspector
System
for
Award
Management
(SAM)
(http://sam.gov),
the
Health
and
Human
Services
Office
of
Inspector
General
List
of
Excluded
Individuals/Entities
(http://oig.hhs.gov/fraud/exclusions.asp),
or
the
List
of
Specially
Designated
Nationals
and
Blocked
Persons
(http://www.ustreas.gov/offices/enforcement/ofac/
)
which
internet
sites
may
be
revised
from
time
to
time
by
the
U.S.
government.
In
the
event
that
either
party
and/or
its
Agent
either
(1)
becomes
Debarred,
(2)
receives
notice
of
action
or
threat
of
action
with
respect
to
its
Debarment,
or
(3)
is
placed
on
the
List
of
Specially
Designated
Nationals
and
Blocked
Persons
during
the
term
of
this
Agreement,
each
party
agrees
to
notify
the
other
immediately.
In
the
event
that
either
party
or
its
Agency
becomes
Debarred
as
set
forth
above,
this
Agreement
relative
to
such
Debarred
entity
or
individuals
participation
hereunder
shall
automatically
terminate
upon
receipt
of
such
notice
without
any
further
action
or
notice;
and
Each
party
agrees
to
act
in
compliance
with
all
laws
and
regulations
(including,
without
limitation,
Medicare
and
Medicaid
program
requirements
as
applicable)
which
relate
to
its
performance
of
this
Agreement.
Each
party
agrees
to
notify
the
other
in
a
timely
manner
in
the
event
that
it
has
violated
any
such
statutory
or
regulatory
requirements,
and
the
nature
of
such
violation,
to
enable
non-violating
party
to
take
prompt
corrective
action.
Each
party
agrees
that
the
other
shall
have
the
right
to
automatically
terminate
this
Agreement
in
the
event
that
the
other
party
fails
to
comply
with
this
provision.
Governing
Law
/
Venue
This
Agreement
has
been
executed
and
delivered
in,
and
shall
be
interpreted,
construed
and
enforced
pursuant
to
and
in
accordance
with
the
laws
of
the
State
of
Ohio.
The
County
of
Summit,
State
of
Ohio
shall
be
the
sole
and
exclusive
venue
for
any
dispute,
litigation,
special
proceeding
or
other
proceeding
between
the
parties
that
may
be
brought,
arise
out
of
or
in
connection
with
or
by
reason
of
this
Agreement.
Summas
Commitment
to
Corporate
Compliance
Summa
and
its
affiliates
are
committed
to
honest
and
responsible
corporate
conduct.
Our
commitment
is
formalized
in
Summas
Code
of
Conduct
and
Compliance
Plan.
Contractors,
vendors,
patients
and
the
general
public
are
encouraged
to
read
our
Code
of
Conduct
and
our
Compliance
Plan
on
Summas
web
site
at
http://www.summahealth.org.
Other
related
department-level
policies
and
procedures
are
available
on
request
from
individual
departments.
Notice
Any
notice
required
or
permitted
hereunder
shall
be
sent
by
certified
or
registered
mail,
return
receipt
requested
and
shall
be
deemed
given
upon
deposit
thereof
in
the
United
States
mail,
postage
prepaid,
bearing
the
following
addresses:
To
Athletic
Complex
and
Performing
Arts
Center
Owner:
______________________
______________________
______________________
To
SUMMA:
Summa
Health
System
Attn:
Ben
Sutton
1077
Gorge
Blvd
Akron,
Ohio
44310
With
a
copy
to:
Summa
Health
System
Attn:
General
Counsel
&
Vice
President
1077
Gorge
Blvd
Akron,
Ohio
44310
Nordonia
Hills
City
School
District
Board
of
Education
Approval.
This
Agreement
and
the
recognition
and
naming
provided
for
herein
are
subject
to
the
approval
by
the
Nordonia
Hills
City
School
District
Board
of
Education
in
public
session
and
this
Agreement
will
not
be
effective
unless
and
until
approved
by
the
Nordonia
Hills
City
School
District
Board
of
Education.
IN
WITNESS
WHEREOF,
the
parties
hereto,
by
and
through
their
duly
authorized
representative(s),
have
executed
this
Agreement
as
of
the
date(s)
set
forth
below.
ACCEPTED
AND
AGREED
TO:
NAMING
SPONSOR:
SUMMA
HEALTH
By:
Name
Title
Date
ATHLETIC
COMPLEX
AND
PERFORMING
ARTS
CENTER
OWNER:
NORDONIA
HILLS
CITY
SCHOOL
DISTRICT
BOARD
OF
EDUCATION
___________________________________________
Board
President
___________________________________________
Treasurer
___________________________________________
_______________________________________
Superintendent
Date
EXHIBIT
A
i.
Home
and
away
ticket
booths
(Note:
away
ticket
booth
not
currently
shown
as
away
ticket
booth
is
under
construction.)
ii.
iii.
Facing Route 8 billboard signage and back side facing baseball field
Facing Rt. 8
iv.
v.
vi.
Football
scoreboard
Basketball
scoreboards
ix.