HomeMy WebLinkAboutCAG2023-327 - Original - King County Parks and Recreation Division - 2023 Outdoor Family Movie Night - 05/26/2023 FOR CITY OF KENT OFFICIAL USE ONLY
Sup/Mgr:
Agreement Routing Form Dir Asst:
• For Approvals,Signatures and Records Management Dir/Dep:
KE N T This form combines&replaces the Request for Mayor's Signature and Contract Cover Sheet forms. (Optional)
WA S H I N G T O N
Originator: Department:
KateLynn Jennings for Kerry O'Connor Parks, Recreation &Community Services
Date Sent: Date Required:
> 06/01/2023 soonest possible please
O
CL Authorized to Sign: Date of Council Approval:
C Director or Designee Mayor n/a
Budget Account Number: Grant?[:]YesZNo
10006100.53701
Budget?R]YesEl No Type: N/A
Vendor Name: Category:
KC Parks & Recreation Division Grant: Non-Real Property
Vendor Number: Sub-Category:
= 117456 Original
O
a Project Name: 2023 Outdoor Family Movie Night
E
O
Project Details:King County will compensate The City of Kent for advertising and sponsorship rights
C
related to the Event.
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d
4) Agreement Amount: $3,000 Basis for Selection of Contractor: Other
47 `Memo to Mayor must be attached
3- Start Date: 5/26/2023 Termination Date: 9/29/2023
Im
Q Local Business?F--]YesF--]No* If meets req uiremen ts per KCC 3.70.100,please complete"Vendor Purchase-Local Exceptions'form on Cityspace.
Business License Verification:Yes Elln-Process ElExempt(KCC 5.01.045)
Notice required prior to disclosure? Contract Number:
F1Yes�✓ No CAG2023-327
Comments:
a1
C
3
4)
> i
N
pC a3, Date Received by City Attorney: N/A
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Date Routed to the Mayor's Office: N/A
N
Date Routed to the City Clerk's Office: 6/5/23
,c0n333__)0 Visit Documents.KentWA.gov to obtain copies of all agreements
rev.20200218
DocuSign Envelope ID:F7C67560-D4AD-4649-AD7D-75E97724B24C
ADVERTISING AND SPONSORSHIP AGREEMENT—2023
BETWEEN KING COUNTY PARKS AND RECREATION DIVISION AND
THE CITY OF KENT
This Advertising and Sponsorship Agreement (the "Agreement") is made and entered into by
and between the Parks and Recreation Division of the Department of Natural Resources and
Parks of King County, a home rule charter county and political subdivision of the State of
Washington (the "County" or "King County Parks"), and The City of Kent, a City in the State of
Washington ("Kent"), located at 220 41h Ave S, Kent, WA 98032 under the following terms and
conditions.
RECITALS
A. King County Parks enters into this Agreement with The City of Kent for the express
purpose of recognizing King County Parks as a sponsor of The City of Kent's 2023
Outdoor Family Movie Nights (the "Event") in all advertising, promotions and marketing
materials associated with the Event scheduled for June 2 at Kherson Park.
B. The Director of King County Department of Natural Resources and Parks or the Director's
designee has the authority to enter into this Agreement pursuant to King County Ordinance
No. 14509.
C. The tracking number for this Agreement(County purposes only) is: 1132213
NOW,THEREFORE, for and in consideration of the mutual agreements herein contained,the
parties hereto do hereby agree as follows:
GENERAL TERMS
1. Scope of Relationship. The City of Kent and the County desire to enter into this Agreement
specifying the terms and conditions under which the County will compensate The City of
Kent for advertising and sponsorship rights related to the Event. The rights, benefits, and
duties conferred upon the County under this Agreement shall be described in Attachment
A.
2. Term. The term of this Agreement shall commence on the date it is fully executed, and end
following the conclusion of the Event. The County's rights specified herein shall be
effective on the date this Agreement is fully executed.
3. Consideration. For the promotional consideration, rights and benefits established under this
Agreement, the County shall pay a total of THREE THOUSAND ($3,000) DOLLARS
upon receipt of an invoice issued from The City of Kent on or before September 29, 2023.
The County shall make payment to The City of Kent at the address referenced in Section
10,Notices and Liaisons.
4. CityofKentAuthoritX. The City of Kent represents and warrants that it has all the rights,
power and authority necessary to enter into this Agreement to carry out the promotional
activities stated herein.
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DocuSign Envelope ID: F7C67560-D4AD-4649-AD7D-75E97724B24C
Advertising&Sponsorship Agreement
The City of Kent—2023 Movie Nights
5. Control of Advertising Content. The County shall reserve the right and authority to
maintain, operate, license, and authorize the County's advertising,promotional activities
and displays related to the Event. The County, acting reasonably, shall have final
approval as to marketing and advertising collateral, handouts, and giveaway items, web
design and graphic/signage content. The County acknowledges and agrees that it shall
not, by execution of this Agreement or otherwise, acquire any rights in or to the
intellectual property of The City of Kent.
6. Hold Harmless/Indemnification. To the maximum extent permitted by law, each Party shall
protect, defend, indemnify and save harmless the other Party, its officers, officials,
employees and agents while acting within the scope of their employment as such, from any
and all suits, costs, claims, actions, losses,penalties,judgments, and/or awards of damages,
of whatsoever kind arising out of, or in connection with, or incident to the services
associated with this Agreement caused by or resulting from each Party's own negligent acts
or omissions. Each Party agrees that its obligations under this provision extend to any
claim, demand, and/or cause of action brought by or on behalf of any of its employees, or
agents. The foregoing indemnity is specifically and expressly intended to constitute a
waiver of each Party's immunity under Washington's Industrial Insurance Act RCW Title
51, as respects the other Party only, and only to the extent necessary to provide the
indemnified Party with a full and complete indemnity or claims made by the indemnitor's
employees. The Parties acknowledge that these provisions were specifically negotiated and
agreed upon by them.
7. Insurance Requirements.
A. Commercial General Liability. Notwithstanding any other provision within this
Agreement, The City of Kent shall procure and maintain for the duration of this
Agreement commercial general liability insurance against claims for injuries of
persons or damages to property, which may arise from or in connection with The City
of Kent use of the Event. Such insurance shall be as broad as that provided by
Commercial General Liability "occurrence" form CG 00 001 (to include Products -
Completed Operation) (current edition). The insurance limits shall be no less than
One Million Dollars ($1,000,000)per occurrence for bodily injury and property
damage, Two Million Dollars ($2,000,000) aggregate limit.
B. Automobile Liability. If the use of a vehicle is required,then One Million Dollars
($1,000,000) Combined Single Limit Bodily Injury and Property Damage per
Occurrence are required of The City of Kent.
C. Workers Compensation. If The City of Kent has employees, then Statutory
Workers Compensation and One Million Dollars($1,000,000)Employers
Liability/Stop Gap coverage is required.
D. The required liability insurance policies (except Workers Compensation) are to be
endorsed to:
(i) Name "King County, its officers, officials, agents and employees" as additional
insured with respect to use of the Event as outlined in this Agreement(Form CO
2026 or its equivalent).
(ii) Such coverage shall be primary and non-contributory insurance as respects
County.
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DocuSign Envelope ID: F7C67560-D4AD-4649-AD7D-75E97724B24C
Advertising&Sponsorship Agreement
The City of Kent—2023 Movie Nights
(iii) State that The City of Kent insurance shall apply separately to each insured
against whom claim is made or suit is brought except with respect to the limits
or the insurer's liability.
(iv) State that coverage shall not be suspended, voided, canceled, reduced in
coverage or in limits except after forty-five(45)days prior written notice to the
County.
The insurance provider must be licensed to do business in the State of Washington
and have a Bests' rating of A-VII I or better.Any deductible or self-insured retention
must have been declared to and approved by County. The deductible and/or self-
insured retention of the policies shall not limit or apply to The City of Kent's liability
to County and shall be the sole responsibility of The City of Kent. The City of Kent
shall provide a Certificate of Insurance and required policy endorsements to the
County on or before the date this Agreement is fully executed.
E. Insurance Provisions Material. The City of Kent understands, acknowledges and
agrees that the insurance provisions of this Agreement are material, and that County
may unilaterally terminate this Agreement if The City of Kent fails to comply with
the insurance requirements of this Agreement.
8. Termination.
A. For Public Safety. The County reserves the right, acting reasonably, to terminate this
Agreement and The City of Kent's rights under this Agreement, as needed to protect
the public health, safety, or welfare.
B. For Appropriations.All County obligations under this Agreement beyond the current
appropriation year are conditioned upon the King County Council's appropriation of
sufficient funds to support the obligations described in this Agreement. If the Council
does not approve such appropriation, then as required under King County Charter
Article 4, Section 495,this Agreement will automatically terminate at the close of the
current appropriation year or biennium. In the event the County cannot meet its
obligations under his Agreement because it has not received sufficient appropriations,
The City of Kent may terminate this Agreement immediately without penalty.
C. If either party terminates this Agreement under this Section 8.A or 8.13,the financial
consideration owed to County shall be pro-rated on a Term basis to cover only that
portion of the Term in which the Agreement was in effect, and The City of Kent
shall receive an appropriate refund of any funds paid to County, if applicable.
9. Survival.Any provision of this Agreement which by its nature must survive termination or
expiration in order to achieve the fundamental purposes of this Agreement shall survive any
termination or expiration of this Agreement.Without limitation of the foregoing, Sections 6
and 11 shall survive any termination or expiration or this Agreement.
10. Notices and Liaisons.Any notice or communication hereunder shall be in writing, and may
be given by registered, certified or electronic mail. If given by registered or certified mail,
the notice or communication shall be deemed to have been given and received when
deposited in the United States Mail, properly addressed, with postage prepaid. If given
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DocuSign Envelope ID: F7C67560-D4AD-4649-AD7D-75E97724B24C
Advertising&Sponsorship Agreement The
City of Kent—2023 Movie Nights
otherwise than by registered or certified mail, it shall be deemed to have been given when
delivered and received by the party to whom it is addressed. Such notices or
communications shall be given to the liaisons for the parties hereto at the following
addresses:
If to the County: If to The City of Kent:
Emily Sullivan, County Liaison Kerry O'Connor, City of Kent Liaison
Events Coordinator King County Parks Park Planner
201 S. Jackson Street 220 4th Ave S
Seattle, WA 98104 Kent, WA 98032
or or
emsullivan@kincounty.gov koconnor@kentwa.gov
11. Washington Law Controlling; Jurisdiction and Venue. This Agreement shall be governed
by, and construed in accordance with,the laws of the State of Washington,without regard
to its choice of law principles. Any litigation related to or arising out of this Agreement
shall be brought in King County Superior Court, in King County, Washington.
12. Compliance with Laws and Regulations. The City of Kent shall comply fully with all
applicable federal, state and local laws, ordinances, executive orders and regulations that
prohibit discrimination. These laws include, but are not limited to, RCW Chapter 49.60,
Titles VI and VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, and
the Restoration Act of 1987.
A. Nondiscrimination in Employment. KCC Chapter 12.16 is incorporated by reference
as if fully set forth herein and such requirements apply to this Agreement. During the
performance of this Agreement, The City of Kent shall not discriminate or tolerate
harassment on the basis of sex, race, color, marital status, national origin, religious
affiliation, disability, sexual orientation, gender identity or expression or age except
by minimum age and retirement provisions, unless based upon a bona fide
occupational qualification in the employment or application for employment or in the
administration or delivery of services or any other benefit under this Agreement.
B. Nondiscrimination in Subcontracting Practices. KCC Chapter 12.17 is incorporated
by reference as if fully set forth herein and such requirements apply to this
Agreement. During the solicitation, award and term of this Agreement, The City of
Kent shall not create barriers to open and fair opportunities to participate in County
contracts or to obtain or compete for contracts and subcontracts as sources of
supplies, equipment, construction and services. In considering offers from and doing
business with subcontractors and suppliers, The City of Kent shall not discriminate
against any person on the basis of sex, race, color, marital status, national origin,
religious affiliation, disability, sexual orientation, gender identity or expression or age
except by minimum age and retirement provisions,unless based upon a bona fide
occupational qualification.
Page 4 of 6
DocuSign Envelope ID: F7C67560-D4AD-4649-AD7D-75E97724B24C
Advertising&Sponsorship Agreement
The City of Kent—2023 Movie Nights
C. Fair Employment Practices. KCC Chapter 12.18 is incorporated by reference as if
fully set forth herein and such requirements apply to this Agreement. During the
performance of this Agreement, The City of Kent shall not engage in unfair
employment practices.
13. Powers of the County.Nothing contained in this Agreement shall be considered to diminish
the governmental or police powers of the County.
14. No Partnership. No Third-Party Beneficiaries. Nothing contained herein shall make, or be
deemed to make, the County and The City of Kent a partner of one another, and this
Agreement shall not be construed as creating a partnership or joint venture. Nothing in this
Agreement creates or will be deemed to create any right, duty, or obligation in any person
not a party to it.
15. Entire Agreement. This Agreement constitutes the entire agreement between the parties
with respect to its subject matter and supersedes all other oral or written representations,
understandings or agreements.No amendments to this Agreement shall be allowed or be
effective unless in a writing approved by both parties.
16. Assi ng ment.No assignment of The City of Kent's rights hereunder shall be allowed
without the prior written approval of County, except to a parent or affiliate company of
The City of Kent or in connection with a merger or consolidation involving The City of
Kent.
IN WITNESS WHEREOF,the parties have executed this Agreement as of the dates indicated
below.
KING COUNTY THE CITY OF KENT
E
DocuSigned by: DocuSigned by:By' A1498C6DA09E46F... By.
Warren Jimenez,Director Julie Parascondola, Parks Director
Parks and Recreation Division The City of Kent
Date: 5/26/2023 1 1:33 PM PDT Date: 5/26/2023 1 12:23 PM PDT
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DocuSign Envelope ID: F7C67560-D4AD-4649-AD7D-75E97724B24C
Advertising&Sponsorship Agreement
The City of Kent—2023 Movie
Attachment A
King County Rights and Benefits Responsibilities
The City of Kent will coordinate
logistics related to production of at least
Event one (1)movie night event, including
Production but not limited to: hiring vendor;
selecting site, event date, and movie;
acquiring necessary
permits; and day-of coordination.
County's "Your Big Backyard"brand County will provide to The City of Kent its
Marketing or logo will be included in Event brand, web links, and graphic materials
Collateral marketing collateral, including digital in accordance with the specifications
and print media and other Event-related requested by The City of Kent.
marketing collateral. The City of Kent
may use the following Marks in
conjunction with the Project. Standards
of use and downloadable images are
provided in the County's Style Guide
(see link below).
King County Parks_Logo_zip
dro box.com
IRF,F H He Ii
kg KingCounty LQ King County LgKingCounty
PARKS PARKS PARKS
Your BigBaekr d Yv—WgB-_UWnrd Yu—MgB--yard
On-site County may set-up and staff a County will be responsible for providing
Presence promotional booth/tent at the Event. its own tent and staff.
County will receive recognition from
The City of Kent as a sponsor on site at If interested in the option to make
On-site the Event, including but not limited to remarks at Event, County will provide
Recognition signage, verbal recognition, and opportunity for a King County a representative to The City of Kent.
representative to make remarks at the
Event.
The City of Kent will provide the
County with a brief written event
Event Report report, comprising of,but not limited to,
the following information: event re-cap;
summary of promotional
activities; and event attendance.
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