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HomeMy WebLinkAboutGRA2019-006 - Original - National Main Street Conference `•✓ �* T Records Management Document CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to the City Clerk's Office. All portions are to be completed. If you have questions, please contact the City Clerk's Office at 253-856-5725. Vendor Name: Kent Downtown Partnership Vendor Number (JDE): / '/� 3�423/11 Contract Number (City Clerk): CAI -N/l�-00(p Category: _Grant Related Agreement (Non Real Property) Sub-Category (if applicable): None Project Name: National Main Street Conference 01/01/2019 12/31/2019 Contract Execution Date: Termination Date: Contract Manager: Michelle WilmotDepartment: ECD Contract Amount: $4400.00 Budgeted: W] Grant? Part of NEW Budget: Local: ✓❑ State: 0 Federal: Related to a New Position: 1:1 Notice required prior to public disclosure? Basis for Selection of Contractor? Other Approval Authority: ❑ Director ❑✓ Mayor FI City Council Other Details: Contract drafted by Tanva Kosen "� Lodging Tax Grant Agreement "MY 1. Parties. This agreement is entered into by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Kent Downtown Partnership, a nonprofit (hereinafter the "Recipient"), located at 202 West Gowe Street, Suite A, Kent, WA 98032. In consideration of the mutual promises identified herein, the parties agree as follows: 2. Revenue Award and Payment. The City awards lodging tax revenue in the amount of Four Thousand Four Hundred and 00/100 Dollars ($4,400.00) to Recipient. The City shall issue lodging tax revenue to Recipient on a reimbursement basis. (Notwithstanding the foregoing, the City has the sole discretion to issue lodging tax revenue to the Recipient in a lump sum, in installments, or pursuant to any other reasonable method.) In order to obtain reimbursement, Recipient shall submit an invoice with supporting documentation to the Director of Economic and Community Development. 3. Use of Revenue. Recipient shall use the lodging tax revenue to benefit the City of Kent through: (I business or leisure tourism marketing; (2) marketing and operations of special events and festivals designed to attract business or leisure travelers; or (3) supporting the operations of tourism-related facilities owned or operated by nonprofit organizations. `Tourism promotion" shall have the meaning set forth in RCW 67.28. RCW 67.28 defines tourism promotion to mean activities, operations, and expenditures designed to increase tourism, including but not limited to: a. advertising, publicizing, or otherwise distributing information for the purpose of attracting and welcoming tourists; b. developing strategies to expand tourism; C. operating tourism promotion agencies; or d. funding the marketing of or the operation of special events and festivals designed to attract tourists. Furthermore, Recipient's tourism promotion activities, operations and expenditures shall be wholly consistent with the program or activities described in Recipient's application for lodging tax revenue, a copy of which is attached hereto, and incorporated by this reference as Exhibit A. If the Recipient's application and this contract conflict, the provisions of this contract shall control. If any grant funds remain unused as of the termination date below, or if Recipient fails, for any reason, to use the lodging tax revenue as required herein or by applicable law, or fails to perform its obligations under this contract, the Recipient shall, upon demand of the City, repay the lodging tax revenue to the City. Interest shall accrue at the Page 1 of 5 Lodging Tax Grant Agreement Kent Downtown Partnership National Main street Conference rate of twelve percent (12%) per year from the time the City demands repayment of the lodging tax revenue, and the City may use any method available to it by law to collect any such funds. 4. Marketing and Promotional Materials. All events and activities funded with lodging tax revenues must list the City of Kent as a sponsor. Recipient will feature either the City of Kent logo and web address (i{epQ A,Dov) on business-related event marketing and promotional materials or the Visit Kent logo and web address (VlsitK6nt..cam) if the activity is for leisure or entertainment purposes. Use of City logos and web addresses shall be consistent with City policies and procedures, and such policies and procedures are hereby incorporated into this agreement. Permission for the use of City logos may be revoked at any time by the City and such use shall not exceed the term of this agreement unless expressly permitted by the City. S. Term and Termination. This contract shall be effective when both parties have executed this contract and shall terminate once Recipient expends the lodging tax revenue or on December 31. 2012,, whichever is earlier. The City may terminate thls contract if the Recipient breaches this contract and then fails to cure the breach after the City provides written notice of the breach and allows the Recipient a reasonable opportunity to cure, if such breach is curable. The City may suspend this contract, with or without cause, by providing written notice of suspension to Recipient. 6. Reports and Information. Recipient shall maintain records that fully and accurately reflect any use of the lodging tax revenue and Recipient's tourism promotion activities, operations and expenditures. Recipient, at such times and in such forms as the City may require, including after the cessation of its tourism promotion activities, operations and expenditures, or termination of this contract, shall make available to the City for audit and inspection any and all records that relate to the lodging tax revenue and Recipient's tourism promotion activities, operations and expenditures. Recipient shall maintain accounting records in accordance with generally accepted accounting principles and practices. 7. Independent Contractor. Recipient shall be an independent contractor for all federal, state and other purposes. a. Indemnification. Recipient shall defend, indemnify and hold the City, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or resulting from the acts, errors or omissions of the Recipient, except for injuries and damages caused by the sole negligence of the City. 9. Insurance. The recipient shall provide proof of and maintain insurance as defined in Exhibit B which is attached and incorporated by this reference. Page 2 of 5 Lodging Tax Grant Agreement Kent Downtown Partnership national Main Street conference 10. Notices. Any notices given by the City to Recipient or by Recipient to the City shall be in writing and delivered to the other party. 11. Waiver. Failure to insist upon strict compliance with any terms, covenants or conditions of this contract shall not be deemed a waiver of such, nor shall any waiver or relinquishment of such right or power at any time be taken to be a waiver of any other breach. 12. Applicable Law; Venue. The venue for any legal action arising from this contract shall be King County, Washington, and that this contract shall be governed, construed, and interpreted according to the laws of the State of Washington. 13. Compliance with Laws and Regulations. Recipient shall comply with all applicable laws, rules, regulations, and orders from any and all authorities having jurisdiction. 14. Compliance with the Public Records Act. Recipient acknowledges that the City is subject to the Public Records Act, Chapter 42.56, RCW (the "Act"). All records owned, used, or retained by the City are public records subject to disclosure unless exempt under the Act, whether or not such records are in the possession or control of the City or the Recipient. The Recipient shall cooperate with the City so that the City may comply with all of its obligations under the Act. To ensure the City's compliance, the Recipient shall, within ten (10) days after receipt of notice from the City, deliver to the City copies of all records relating to this Agreement or relating to the Work, which the City determines qualify as the City's public records under the Act. If the City receives a public records request relating to this Agreement or relating to the Work, the City shall seek to provide notice to the Recipient at least ten (10) days before the City releases records pursuant to such public records request, but in no event will the City have any liability to the Recipient for any failure of the City to provide such notice. In addition to its other Indemnification and defense obligations under this Agreement, Recipient shall indemnify and defend the City from and against any and all losses, penalties, fines, claims, demands, expenses (including, but not limited to attorney's fees and litigation expenses), suits, judgments, or damage arising from or relating to any failure of Grant Recipient to comply with this section. 15. Discrimination Prohibited. In all Recipient programs, operations or activities, and all hiring and employment made possible, directly, indirectly, by or resulting from this contract, Recipient shall not discriminate against any protected class or on any basis prohibited by federal or state law, including, but not limited to, sex, race, color, creed, religion, national origin, disability, use of a guide dog or service animal by a person with a disability, HIV/AIDS or hepatitis C status, sexual orientation, gender identity, or honorably discharged veteran and military status. 16. Assignment and Subcontract. Accept as noted or identified in Recipient's Hotel/Motel Tax Fund Application, Recipient shall not assign or subcontract any portion of the Service contemplated by this contract without the Page 3 of 5 Lodging Tax Grant Agreement Kent Downtown Partnership National Main Street Conference written consent of the City. 17. Cumulative Remedies. The rights and remedies of each party set forth in any provision of this contract are in addition to and do not in any way limit any other rights or remedies afforded to such party by law. 1s. Severability. The invalidity or unenforceability of any particular provision of this contract shall not affect the other provisions, and this contract shall be construed as if such invalid or unenforceable provisions were omitted, unless such invalidity or unenforceability destroys the purpose and intent of this contract. 19. Entire Contract; Possible Amendments. This contract contains the entire agreement between the parties and no other agreements, oral or otherwise, regarding the subject matter of this contract, shall be deemed to exist or bind any of the parties. Either party may request changes in the contract. Proposed changes mutually agreed upon will be incorporated by written amendments to this contract. 20. Misuse of Funds for Political Activity. Awarded Lodging Tax Funds may not be used directly or indirectly to further political activity and/or endorse rather than use such funds for their intended purpose. Any such use shall be grounds for immediate termination of this contract and in that event the Recipient hereby agrees to refund all grant funds. (Remainder of Page left blank intentionally) Page 4 of 5 Lodging Tax Grant Agreement Kent Downtown Partnership National Main Street Conference RECIPIENT: KENT DOWNTOWN CITY OF KENT: PARTNERSHIP BY By; 4 -W"' (sFgnat�re)- �o ure} Print Name: Dana Ralph Print Name.its AM1xtu Its Mayor ��� Date; (title) r7 — �_. Date: - -t D1 NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: RECIPIENT: CITY OF KENT: Barbara Smith Director, Economic and Community Kent Downtown Partnership Development Department 202 West Gowe Street, #A City of Kent Kent, WA 98032 220 Fourth Avenue South Kent, WA 98032 253-813-6976 (telephone) (253) 8 -54S4 (telephone) A ROWED O FO Ken w Department ATTE T'; �k Kent City Clerk Page 5 of 5 Lodging Tax Grant Agreement Kent Downtown Partnership National Main Street Conference KXHIBJJ Statement of Work Exhibit A-1 Lodging Tax Grant Agreement Kent Downtown Partnership National Main Street Conference Nalr DowxTowx PARTNERSHIP September 30,2018 LODGING GRANT REQUEST FOR the National Main Street Conference-being held in Seattle in 2019 The Washington Main Street program was ecstatic to learn that Seattle,Washington was the chosen city to host the National Main Street Conference, March 25-27, 2019. We will he ambassadors to around 2500 people from all over the nation. When I, Barbara Smith,Executive Director of Kent Downtown Partnership, had the experience of attending the 2018 National Main Street Conference in Kansas City,I was delighted. Washington State Main Street hosted a booth which I worked at,so that people could ask us questions about Seattle,and the conference in general. I was amazed at how excited people were about coming to Washington State. Kent Downtown Partnership is currently working with Veena Prasad, Director of Project Feast training program which is located in the Titusville Station,off of Gowe Street,and the Economic&Community Development Department.We are also working with the Coordinator of the WA ST Main Street program and put together(details not all finalized)a food tour of Kent. Project Feast is transforming the lives of refugees and immigrants by providing pathways to sustainable employment through the food industries,and enriching communities through intercultural exchange while they are at it. We want to share with our conference attendees how fortunate we are to have "authentic"cultural foods from all over the world. The tour would be paid for by the attendees and would include a bus tourthrough Kent,stopping at various authentic restaurants for a "taste"of their food. We are already going to have their attention with this to. It will no doubt fill up immediately. People will be talking about their"food experience"throughout the conference. They will be talking about KENT'S food experience. My hope is that during the bus ride from Seattle to Kent,it will give us an opportunity to talk a little about what makes Kent unique, besides our diverse cultures and great food. We need to keep Kent's name out there during the conference. To do this I am requesting that we become a sponsor of the conference. There are various levels of sponsorship and I see the$5,000 range as the best"return in investment". The"Sustaining Level Conference Support"provides the following: This sponsorship offers support to conference hots ensuring the conference is a success for all attendees. Show your support for Main Street communities and get your name in front of downtown decision makes from across the country. Sponsors enjoy all Sustaining Partner Level Benefits, plus entry into a sponsor raffle for a complimentary quarter page ad,Allied Membership for one year,or an 8 X 10 Exhibit Booth at the 2019 conference." BUDGET: Grant request$5,000 Is project unusual or unique? This is a unique opportunity due to the fact it maybe another ten years before the National Main Street brings the national conference back to Seattle,Washington. Does it promote Kent as an innovative hub? Not unless we get an audience on the bus tour. Does it promote Kent in a positive light? Yes. Partnerships required? We would want to partner with the City's Economic&Community Development Department to maximize our efforts at reaching the maximum of exposure for Kent. I work closely with the WA ST Main Street Department and the Coordinator. If there is an opportunity for me to get the word out there about Kent,she will help make it happen. We will also be partnering with several of our authentic cultural restaurants and it will provide an opportunity to include them as well as develop new relationships and partnerships with them forfuture endeavors. They are also excited about our restoration project for the Morrill Bank Building. Project Feast will be a stop and that project is right beside their Ubuntu Street Cafd'so I will HAVE to talk about that project. FUNDING: KDP does not have it in the 2018 budget to fund the$5000 sponsorship for the conference. New or Expanded project/event? This is a new event that is not likely to be available for another ten years. List City&Visit Kent logos? We will show the sponsor as City of Kent or VisitKent.com;whichever you prefer. This is rather unique in that the conference is in March and the sponsorships are filling up. The sooner we can make a decision on this event for funding,the more likely we are to get the category we want. Barbara Smith, Executive Director Kent Downtown Partnership 202 W.Gowe Street,Suite A Kent,WA 98032 barbaras kentdowntown.or 253-813-6976 EXHIBIT B INSURANCE REQUIREMENTS FOR LTAC GRANT AGREEMENT Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors, A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. 'CoI1 mercial General Liability insurance shall be written on ISO occurrence form CG 00 01. The City shall be named as an Additional Insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 2. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. QQmmercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primary insurance as respect to the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Cert"f}!@te q Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. Exhibit B -3 Lodging Tax Grant Agreement Kent Downtown Partnership National Main Street Conference D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. Exhibit B-2 Lodging Tax Grant Agreement Kent Downtown Partnership National Maln Street conference ,---'--4 KENTDOW-01 SOHA CERTIFICATE OF LIABILITY INSURANCE DlTE(MI�anljn THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER - IMPORTANT: N the certificate holder Is an ADDITIONAL INSURED,the pollcy(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the to"and Conditions of the policy,certain policies may require an endorsement A statement on this certificate does not confer rights to the certlDcats holder In VNu of Such endoreement(s). PRODUCER MaUfyr Do malt'y&Parr PMONE .. __.. .30 24 Commerce St r I xo.E�m (410)685�625 _ we NOI(410)SB5.3W 1.. Baltimore,MD 21202 loss L_.—__ nRwaEarss AFFOROIxs COVERwaE Nmca 1lV IP American Casualty -- - -__-__Randi o. PA =0427 '-- INSURED INsuRal a Continental Casualty Comoam 20443 Kent Downtown Partnership .. 202 W.Gowe Street BISURF,R.a. Kent,WA 98032 SusuREa E• INSURER F VERAGE$ CER„TIFICATE,NUMBER: REVISIONNUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INBRI. .____......... -.-_ AMDt BMan ....... .... —.... ...._ POl1CY FFP... POLNCY EXP TYPE OF INSURANCE _ POLICY NUMBER PB�TTY1. LIMITS A X COMMERCIAL GENERAL UAeIUTY .Fw.A.GN q�'G4d8.RF.h�...�.. t 1,000,000 I X� „'PAEN pSt.Y i.[E a.acsu asnra2,_ ,3s._,._ 00oCccuR 8011982612 00801800612019DAMADSTONEN7ED 300, MEDEXPi anamo t 10,000C LAMS-MADE [ ,gEi.Lsotw,yg6Pv_&&FIY _§ 1,000,000 „C M.AGGRE,OATE LIMITAPPUES PER: GENERA,AGGRFGATF $ .. 2 000,666 I X POLICY WT ❑ LOC PPMQPTR rn_MP nP Arr, t__ 2 000,000 OTHER: - t AOTOMOaLL1`-L1psIUTY 6 COMBG48gBNEDSINGLE LIMB x ANY AUTO gOOILV IN AIRY IP t .'� OwNED SCHEDVLED �'"". _ _- _„ AUTIO$' ALROS BnNIVIM II IGv,P �tluA1 t �q�� ©©pp{{yyyW�N pp > RTY�DvIM� .a x ._..: AUTOS ONLY AUTO 11,14, n¢Mticnif PoGE. S B X UMBRELLA LIAB X OCCUR FACHOCCIIRRFN-E 1 1000,000 EXCESS LIA6 CLAIMS-MADE 6011363291 04/0812018 0410812019 AGGREGATE t 1 OOO,DOtl p I LED -X I RETENTCON$ 10,000 t WORKERS COMPENSATION PER 2TK AND EMPI-MRS'LIABILITY' STAn.. E-..... YIN u- ..� . AANY PPFRpO�rPRIIMBORYPAR VDE%ECUTIVE �1 NIA F'n Fn�HArrinmuT s... _... {rM IUP%UYR)EXC —f E,L DISEASE-EA EMPLOYE E O,PftN UM er er IRIPTION OFOPFRATIONS below E.L nISFARF.P!➢IfV IIYIY t DESCRIPTION PF OPIFATCDNSI COCA'tNNY87YER4CL[S IAGOAD 1al,agtlRbeN l4aorxs BtA¢QyM,Mpy Ip WCMt.d R more W mle regmi.dl y The Coy of Kent Be an Additional InI red With respect%to the dnnMEI dinner auction Doing hold 6111201S. ...... mm.....__ .._.. ..._... CERTIFICATE HOLD -..._. ._. .. CANCELLATION .,_. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE CI THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City Of Kent ACCORDANCE WITH THE POLICY PROVISIONS. 220 Fourth Avenue South Kent,WA 98032 -- AUTHDN®REPRESENTATIVE i ACORD 25(2016103) O 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER:6011382612 COMMERCIAL GENERAL LIABILITY CG 20 26 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s)or Organization(s): City of Kent 220 Fourth Avenue South Kent,WA 98032 Information required to ComDlete this Schedule• if not shown above,will be shown In the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to arganization(s) shown in the Schedule, but only Section III—Limhs Of Insurance: with respect to liability for "bodily injury", "property If coverage provided to the additional insured is damage" or "personal and advertising inlur�' required by a contract or agreement, the most we caused, in whole or in part, by your acts or will pay on behalf of the additional insured is the omissions or the acts or omissions of those acting amount of insurance: on your behalf: 1. In the performance of your ongoing operations; 1. Required by the contract or agreement;or or 2. Available under the applicable Limits of 2. In connection with your premises owned by or Insurance shown in the Declarations; rented to you. whichever is less. However: This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. 1. The insurance afforded to such additional insured only applies to the extent permitted by law;and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional Insured. CG 20 26 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 1 o s II II1� -�1 �.,o lupli p ,� I i rll �;ro Im Ibl a it i II�� wu µ w II4W �iw I SW " III p FAmr nll uuml I �1 u Vjj�1 I i u r � ol� u � 1 .fl0� I mll II I I V�� ,i um y ro i