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5336
BREMERTON HISTORIC SHIPS ASSOCIATION
Tourism Promotion Services Agreement
City Clerk
LEG 12-1
1/1/2014
12/31/2014
2014
Comments:
TOURISM PROMOTION SER'V�CES AGREEMENT
Bremerton Historic Ships Associa�ion
The Crty of Bremerton ("City") and Bremerton Histonc Ships Association
("Organization"), referred to collectively as the "Parties," enter mto the fotlowing Agreement for
Tourism Promotion services•
I. Scope: The Organ�zation shall provide tourism promotion services for the City. Tourism
promotion shall mean activrties and expendrtures designed to increase tourism to the Crty
Tourism promotion activities may mclude, but are not hmited to, adverhsing, publicizmg, or
otherwise distributing information for the purpose of attracting and welcoming tourists to the
City The Organization shall provide to the City a work plan attached hereto as Exhibrt A setting
forth its goals aud objectives for successful tourism promotion.
II. Term: This agreement shall commence on the date of execution of this Agreement and
shall contmue in full force and effect unttl December 31, 2014 unless terminated earher pursuant
to Section IX of this Agreement.
III. Compensation: In consideration of the services provided pursuant to this Agreement
City shall pay the Orgamzat�on an amount not to exceed Fifteen Thousand ($15,000 00) for
Tourism Promotion services However, fundmg for this Agreement is subject to the actual
HoteUMotel Tax funds received by the City. If HoteUMotel T� receipts are lower than
budgeted funding may be decreased.
The Organization shall submit monthly billing invoices, by the 15�' of the month,
detailing how activities and services performed by the Orgatuzation during the preceding month
have specifically promoted tourism in the Crty of Bremerton includmg measurable results. Upon
receipt of a conforming billing invoice, the City shall promptly process payment. If a billing
invoice does not conform to this Agreement, the City may withhold payment until the invoice is
brought into compliance Such withholding does not relieve the Orgamzation of its obligations
under this Agreement. Failure by the Organization to submit all conforming billing invoices by
January 1 S after the expiration of this Agreement may result in the forfeiture of remaining
unbtlled compensat�on
The Organization 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 modif'ied
pursuant to this Agreement.
IV. Relationship of Parties: The Orgaivzation represents that rt is skilled in the matters
addressed in the Scope of Work and is performing independent functions and responsibilitaes
wrthin its field of expertisc. The Organization and its personnel are independent contractors and
not employees of the City T'he Organizat�on and its personnel have no authority to bmd the City
or to control the City's employees and other contractors. None of the benefits provided by the
City to its employees, uicluding, but not limited to, compensation, insurance, and unemployment
msurance are available from the C�ty to the employees, agents, representatives, or sub-
Bremerton/Bremerton �Lstoric Slups Association
Page 1 of 4
consultants of the Organization Organ�zation will be solely and ent�rely responsible for its acts
and for the acts of the Organization's agents, employees, representatives and sub-consultants
during the performance of this Agreement. The City may, dur�ng the term of this Agreement,
engage other independent contractors to perform the same or sunilar work
As an independent contractor, the Organizarion is responsible for its own management
The Crty's administration and enforcement of this Agreement shall not be deemed an exerc�se of
managerial control over Orgamzation or its personnel.
As an independent contractor, Orgamzation is responsible for payment of all taxes and
licensing fees necessary to perform its obligations under this Agreement These taaces and fees
include but are not lim�ted to State mdustrial msurance, Busmess & Occupation, State
professional licensmg, and Crty business licensing If any taxes or fees due the City have been
declared delinquent, the Crty may wrthhold the deluiquent amount, plus any addrtional charges
artsing from thc delmquency, from any payments due Organization.
V. Indemnification: Organ�zat�on shall defend, mdemmfy and hold the City, its officers,
officials, employees, agents and volunteers harmless from any and all claims, injuries, damages,
losses or su�ts, u�►cludmg all legal costs and attorney fees, ansing out of or in connection with the
performance of this Agreement, except for that portion of the m�uries and damages caused by the
Crty's sole negligence
The Crty's review or acceptance of any of the work when completed shall not be grounds
to avoid any of these covenants of �ndemmfication.
The provisions of this section shall survive the expuahon or termmation of tivs
Agreement
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Organization shall prov�de the Risk Manager for the Crty with evidence that it has obtamed and
mamtauis in full force and effect durmg the term of this Agreement comprehensive general
liabil�ty msurance coverage of at least $500,000 00 per occurrence In the event Organization
organizes, promotes or sponsors an event mvolvmg the sale or consumption of food or alcohohc
beverages, Organization shall also provide evidence that �t has obtained products liability and
liquor liabilrty uisurance of at least $500,000 00 per occurrence, for each event The Crty shall
be named as additional �nsured and it shall be an affirmat�ve obligation upon Organuation to
advise the City's Risk Manager by fax at (360) 473-5161, or by certified mail, return recetpt
requested to City of Bremerton, attn• Risk Management, 345 6�' Street, Surte 600, Bremerton,
� WA 98337 w�thm two days of the cancellation, suspension or substant�ve change of any
� insurance policy set out herein, and failure to do so shall bc construed to be a breach of this
Agreement
The Orgamzation's insurance shall be prunary and non-contr�butory insurance as respects
the City and shall contam a waiver of subrogation agauist the City for clauns arismg out of any
operatzons, liab�l�ties and obhgations to which coverage applies
Bremerton/Bremerton Historic Ships Association
Page 2 of 4
VII. General Condihons:
A. Reports and Informat�on• When requested by the City, Organization shall furnish periodic
reports and documents on matters covered by this Agreement The reports and documents shall
be furnished in the t�rne and form requested. Organization shall maintain accounting records in
accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all billed
amounts
B. Work Performed at Orgamzation's Risk• Organization shall take all precautions neccssary
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 Orgamzation's own risk, and Orga.nization 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 Orgaruzation 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 m the text of tlus Agreement.
E Severabilrtv 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 lst 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 6�' Street, Suite 600
Bremerton, WA 98337
Organization Address
Ed Hallda
300 Waslungton Beach Avenue
Bremerton, WA 98337
H. Waiver. Failure to enforce any provision of this Agreement shall not be deemed a waiver of
that provis�on. Waiver of any right or power arising out of this Agreement shall not be deemed
waiver of any other right or power
I. Non-Waiver of Breach: The failure of the Crty to mstst upon strict performance of any of the
covenants and agreements contamed herein, or to exercise any option herem conferred m one or
Bremerton/Bremerton Histor�c Ships Associanon
Page 3 of 4
more instances shall not be construed to be a waiver or relinquishment of said covenants,
ageements or options, and the same shall be and remain in full force and effect.
J. Compliance with Laws. Organ�zahon shall comply with all applicable rederal, State, and
local laws in performmg its obligations under this Agreement
K Choice of Law and Venue 'I'his Agreement shall be interpreted according to the laws of the
State of Washington Any judicial action to resolve disputes artsing out of this Agreement shall
be brought m Krtsap County Superior Court
L Attorneys' Fees• In the event of lit�gation to enforce any of the terms or provisions herein,
each party shall pay all rts own costs and attorney's fees
M Assignment Any assignment of this agreement by the Orgamzahon w�thout the written
consent of the Crty shall be vo�d
VIII. NondiscriminaHon: Orgamzation shall noi discrunu�ate in employment or services to the
public on the bas�s of race, color, national origin, sex, religion, age, marital status, sexual
onentataon or disability, except for employment acfions based on bona fide occupational
qualification
IX. Termination: This Agreement may be termmated by erther party for convenience upon
thirty (30) days wntten 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
wntten notice and diligently completes the correction thereafter. Upon such termination, City
will be entitled to reports showmg the status of all services Orgamzation is providmg to the City
as of the effective date of termmation
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between the parties relatmg to the use of Hotel/Motel Tax.
CITY OF BREMERTON
ASSOCIATION
BREMERTON HISTORIC SH1PS
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By. P nt
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Date 2— /?�—/�
Approved as to form.
B merton City A rney
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Crty Clerk
Bremerton/Bremerton Histonc Ships Association
Page 4 of 4
BR�N��RTON
The City of Bremerton
Lodging Taz Agreement
Ezhibit A
MEMORIAL
U.S.S. TURNEB JOY
BREMERTON
HISTORIC SHIPS
ASSOClATi�N
300 W�hingtcn Beach Ave.
Bremerpon, WA 98837
Phone (360) 791•2457
Fan (360) 317-1020
e-mail dd951f�si�lair.net
Work Plan for promotang tounsm m Bremerton by the Bremerton Histonc
Ships Association (BHSA).
1. Rack Cards. Bremerton Historic Ships Associahon {BHSA) has
recently updated and improved its 2-page, full color rack card This
brochure is distnbuted by Certified Folders to over S00 locations
statewide to places where tourists are likely to be looking for
information about interesting things to do and see. This brochure not
only emphasizes the USS Turner Joy but other Bremerton boardwalk
activities as well. Our rack card is also available through
visitortips.com This gives us worldwide exposure
2 Seattle Waterfront: The BHSA is spearheading an effort to
encourage tourists who are already in Seattle to get on the Seattle-
Bremerton ferry. We encourage them to talce a cnuse to Bremerton,
see the USS Turner Joy, Bremerton Naval Museum and other
attract�ons As a result of this effort, the BHSA has joined the
Seattle VCB (www visitseattle or�) and are actively involved in
marketing Bremerton as an easy affordable day trip from Seattle.
3 Concierge Map. The BHSA markehng committee has developed a
concierge's handout which provides tourists staying in Seattle hotels
a handy map and an easy gwde to taking a trip to Bremerton, again
using Washington State Ferries (WSF), and visiting our many
attractions. Tlus is a full color map which lughlights Bremerton/Port
Orchard as a destination, supported by ads from local tourist oriented
attractions Distnbution is m con�unction vv�th Visit Seattle
4 Internet/Website Lu�ks� The BHSA Marketing Committee has taken
the lead on not only updating the BHSA website to make it easier for
trip planners to find us, but equally important building links to other
tourist related atiract�ons so that potenhal customers can see that
Bremerton offers a package of interesting and affordable attractions.
5. Ship Reunion Groups: The BHSA Mazketing Committee is
formulating a consortium of local hotel and tourist attraction partners
to collectively market the Bremerton Area as a destinahon for ship,
and other, retuuon groups. Smce most reuiuons are planned and
coordinated by professional reunion coordinators it is important to
get our community product in front of these planners. This efFort
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will take considerable tune, money, and effort but we expect it will
have a big pay back m terms of hotel's beds filled and more visitors
to the Bremerton boardwalk We plan to put together a Group Tour
and Reuzuon Planners Guide w}uch can be promoted to reumon
coordmators as well as specific ships.
6. The Haunted Slup. The annual Haunted Slup event is also a big
draw It bnngs in thousands of local and nonlocal visitors to the
Bremerton Waterfront for a memorable Halloween experience.
Many of these visrtors come back to tour the slup under less scary
conditions Last year we had an interview on opening day with
KIRU Radio 'The Kitsap Sun ran an article on the event that made
national news from Clucago to San Diego to Yakuna.
7 Other Local Programs: The BHSA has been fostet7ng mcreased
local visitor flows through a var�ety of programs, focused on the
Krtsap County region This includes the overrught program where
vanous youth orgaruzahons come aboard the slup and spend the
night Tlus expenence mcludes a meal and a movie, as well as
teachi.ng them a little history Memorial services for veterans groups
are also ofFered Another big draw is the Annual Haunted Slup
event which bnngs thousands of local people for a memorable
Halloween expenence - many of whom come back to see the slup
under less scary conditions.
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