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HomeMy WebLinkAbout4693 Contract Number: Vendor: Subject: Department: File Class: Begin Date: End Date: Review Date: Vault Date: Comments: 4693 KITSAP PENINSULA VISITOR & CONVENTION BUREAU Tourism Promotion City Clerk LEG 12-1 01/01/2008 12/31/2008 02/15/2010 01/01/2010 TOURISM PROMOTION SERVICES AGREEMENT The City of Bremerton ("City") and Kitsap P~ninsula Visitor & Convention Bureau ("VCB"), referred to collectively as the "Parties," enter into the following Agreement for Tourism Promotion services: I. Scope: The VCB shall provide tourism promotion services for the City. Tourism promotion shall mean activities and expenditures designed to increase tourism to the City. Tourism promotion activities may include, but are not limited to, advertising, publicizing, or otherwise distributing information for the purpose of attracting and welcoming tourists to the City. The VCB shall provide to the City a work plan attached hereto as Exhibit A setting forth its goals and objectives for successful tourism promotion II. Term: This agreement shall commence on the date of execution of this Agreement and shall continue in full force and effect until December 31, 2008 unless terminated earlier pursuant to Section IX of this Agreement. III. Compensation: In consideration of the services provided pursuant to this Agreement City shall pay the VCB an amount not to exceed Twenty Thousand Dollars ($20,000.00) for Tourism Promotion services. However, funding for this Agreement is subject to the actual HotellMotel Tax funds received by the City. If HotellMotel Tax receipts are lower than budgeted funding may be decreased. The VCB shall submit monthly billing statements detailing how activities and services performed by the VCB during the preceding month have specifically promoted tourism in the City of Bremerton including measurable results. Upon receipt of a conforming billing statement, the City shall promptly process payment. If a billing statement does not conform to this Agreement, the City may withhold payment until the statement is brought into compliance. Such withholding does not relieve the VCB of its obligations under this Agreement. The VCB shall not perform work beyond the Scope of Work, nor shall be compensated for such work, unless the Scope of Work or amount of compensation is modified pursuant to this Agreement. IV. Relationship of Parties: The VCB represents that it is skilled in the matters addressed in the Scope of Work and is performing independent functions and responsibilities within its field of expertise. VCB and its personnel are independent contractors and not employees of the City. VCB and its personnel have no authority to bind the City or to control the City's employees and other contractors. None of the benefits provided by the City to its employees, including, but not limited to, compensation, insurance, and unemployment insurance are available from the City to the employees, agents, representatives, or sub-consultants of the VCB. VCB will be solely and Bremerton/Kitsap Peninsula Visitor & Convention Bureau Page I of 4 entirely responsible for its acts and for the acts of VCB's agents, employees, representatives and sub-consultants during the performance of this Agreement. The City may, during the term of this Agreement, engage other independent contractors to perform the same or similar work. As an independent contractor, VCB is responsible for its own management. The City's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over VCB or its personnel. As an independent contractor, VCB is responsible for payment of all taxes and licensing fees necessary to perform its obligations under this Agreement. These taxes and fees include but are not limited to State industrial insurance, Business & Occupation, State professional licensing, and City business licensing. If any taxes or fees due the City have been declared delinquent, the City may withhold the delinquent amount, plus any additional charges arising from the delinquency, from any payments due VCR V. Indemnification: VCB shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the performance of this Agreement, except for that portion of the injuries and damages caused by the City's sole negligence. The City's review or acceptance of any of the work when completed shall not be grounds to avoid any of these covenants of indemnification. The provisions of this section shall survive the expiration or termination of this Agreement. VI. Insurance: Prior to and during the performance of the work covered by this Agreement, VCB shall provide the Risk Manager for the City with evidence that it has obtained and maintains in full force and effect during the term of this Agreement comprehensive general liability insurance coverage of at least $500,000.00 per occurrence. In the event VCB organizes, promotes or sponsors an event involving the sale or consumption of food or alcoholic beverages, VCB shall also provide evidence that it has obtained products liability and liquor liability insurance of at least $500,000.00 per occurrence, for each event. The City shall be named as additional insured and a copy of the appropriate additional insured endorsement shall be provided to the City's Risk Manager. The Risk Manager shall be provided thirty (30) days written notice of any cancellation of said insurance. VII. General Conditions: A. Ret>Orts and Information: When requested by the City, VCB shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be furnished in the time and form requested. Such reports and documents shall include: list of festivals and special events sponsored by VCB with the amount of revenue expended on each festival, special event or tourism-related facility; the estimated number of tourists and/or persons traveling over fifty miles to the destination, and the estimated number of lodging stays generated per festival or Bremerton/Kitsap Peninsula Visitor & Convention Bureau Page 2 of 4 tourism-related event. VCB shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all billed amounts. B. Work Performed at VCB's Risk: VCB shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and sub-consultants in the performance of the work hereunder and shall utilize all protection necessary for that purpose. All work shall be done at VCB's own risk, and VCB shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. C. Place of Work: The VCB shall perform the work authorized under this Agreement at its offices in Bremerton, Washington. Any necessary meetings with the City staff shall take place at the City's offices, or at locations mutually agreed upon by the parties. D. Entire Agreement: This Agreement and its Exhibits constitutes the entire agreement between the Parties, and the Parties acknowledge that there are no other agreements, written or oral, that have not been set forth in the text of this Agreement. E. Severability: Should any part of this Agreement be found void, the balance of the Agreement shall remain in full force and effect. F. Modification: This Agreement may only be modified by written instrument signed by both Parties. G. Written Notices: All communications regarding this Agreement shall be sent to the parties at the addresses listed below by registered or I st class mail, or by personal service, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. City Address City Clerk 345 6th Street, Suite 600 Bremerton, WA 98337 Kitsap Peninsula Visitor & Convention Bureau Grant Griffin, Executive Director PO Box 270 Port Gamble, W A 98364 H. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. 1. Non- Waiver of Breach: The failure of the City to insist upon strict performance of any of the covenants and agreements contained herein, or to exercise any option herein conferred in one or more instances shall not be construed to be a waiver or relinquishment of said covenants, agreements or options, and the same shall be and remain in full force and effect. J. Compliance with Laws: VCB shall comply with all applicable Federal, State, and local laws in performing its obligations under this Agreement. Bremerton/Kitsap Peninsula Visitor & Convention Bureau Page 3 of 4 K. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in Kitsap County Superior Court. L. Attorneys' Fees: In the event of litigation to enforce any of the terms or provisions herein, each party shall pay all its own costs and attorney's fees. M. Assignment: Any assignment of this agreement by the VCB without the written consent of the City shall be void. VIII. Nondiscrimination: VCB shall not discriminate in employment or services to the public on the basis of race, color, national origin, sex, religion, age, marital status, sexual orientation or disability, except for employment actions based on bona fide occupational qualification. IX. Termination: This Agreement may be terminated by either party for convenience upon thirty (30) days written notice to the other party, or for cause if either party fails substantially to perform through no fault of the other and does not commence correction within five (5) days of written notice and diligently completes the correction thereafter. Upon such termination, City will be entitled to reports showing the status of all services V CB is providing to the City as of the effective date of termination. X. Termination of Other Contracts. This Agreement shall supersede all prior Agreements between the parties relating to the use of Hotel/Motel Tax. By: its: Date: KITSAP PENINSULA VISITOR & CONVENTION BUREAU CITY OF BREMERTON ~~k Date: 7 - l~ -Oc:g 'll. A~id~ City Cle B Bremerton/Kitsap Peninsula Visitor & Convention Bureau Page 4 of 4 \ CITY OF BREMERTON Work plan/Scope of services 2008 The Kitsap Peninsula Visitor & Convention Bureau will provide to the City of Bremerton all of the functions germane to its operation as a destination marketing organization. In exchange for a contract beginning January 1, 2008 through December 31, 2008 in the amount of $20,000.00 (and with the possible additional $18,000.00 held in reserve for review in 6 months) the KPVCB will expend the contract amount on: . Marketing/advertising Bremerton via joint marketing with the BACC and others. $5,000.00 . Internet updates and placement for the City of Bremerton. $1,000.00 . Operate and staff visitor information center and distribute information on Bremerton $1,000.00 . Produce and distribute 75,000 Kitsap Visitor Guides which features Bremerton lodging, restaurants, events and attractions. $2,000.00 . Provide public relations materials to appropriate media sources. $1,000.00 . Attract travel writers to Bremerton to witness the changes going on, as we did with HorizonAir Magazine in 2007. $2,000.00 . Operate the Kitsap Sports Council which will bring athletic events to Bremerton. $2,000.00 . Cost of operations and staffing. $6,000.00 Total: $20,000 In addition, the Kitsap Peninsula Visitor & Convention Bureau will support and augment the marketing efforts of Columbia Hospitality in securing conferences for the Kitsap Conference Center at Bremerton Harborside. Please contact the KPVCB office should there be questions or if clarification is needed. Grant Griffin Executive Director