HomeMy WebLinkAboutAgreements/Contracts - BOCC (004)GRANT COUNTY
COMMISSIONERS AGENDA MEETING REQUEST FORM
(Must be submitted to the Clerk of the Board by 12:00pm on Thursday)
REQUESTING DEPARTMENT: BOCC / E'L|AC �1��
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REQUEST SUBMITTED By:u'G/NGR|CH pHONE:=~°^'' C\,�1 --
CONTACT PERSON ATTENDING ROUNDTABLE:J. GINGRICH
CONFIDENTIAL INFORMATION: OYES WaNO
RAgreamen / Contract
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LTAC Agreement 2024-14 with the Grant County Fairgrounds for the 2024 Grant County Fair
in the amount of $80,000.00.
DATE OFACTION:
APPROVE: DENIED ABSTAIN
D1:
O2:
O3:
DEFERRED OR CONTINUED TO:
F -r-1
kyRANT COUNTY TOURISM PROMOTION AGREEMEN.,-
LTAC GRANT #: 2024-14 W11
EVENT: Grant County Fair -4-032
ORGANIZATION:
AMOUNT: $ Grant County Fairgrounds
80000
THIS AGREEMENT is made by and between the Grant County, anon -charter County of the Statza
of Washington, hereinafter referred ►to as CL11c;
"County." and Grant County Fairgrounds hereinafter
referred to as "The Entity, j ointly referred to as "Parties."
DEFINITIONS
Tourism Promotion. "Tourism promotion55 means activities, operations, and expenditures
designed to increase tourism, including but not limited to advertising5 publicizing, or otherwise
distributing information for the purpose of attracting and wel cumin to sts:
to expand tourism; operating tourism Promotion agencies; c ri ,
developing strategies
operation and funding the marketing of or the
ation of special events and festivals designed to attract tourists,
Fund(s). "Fund(s)" is defined as any amount Of compensation derived from the lodain tax
of Grant County which is allocated to the Ent*ty for tourism promotion. 9 mornes
I
IN CONSIDERATION of the to and conditions contained herei
agree as follows: Parties covenant and
1. Purpose of Agreement. The Purpose of this Agreement is for the County and the Entit
to ' promote tourism in Grant County. The County agrees to make funds available ty
o the , tityor
f
the purpose Of tourism promotion to attract visitors overnight to create business and revenue in
Grant County,
2. Administration. The Board of County Commissioners Office shall administer and be tl,,,,
primary contact for The Entity regarding terms of this Agreement
determined by the County, the Co. - For good cause, as solely
said funds ' untY may direct that the Entity is no longer entitled to the use of
for tourism promotion and terminate thi•s Agreement.
30 lac nLqsentat 0
.1ons. The Entity shall use the funds received from the County for tourism
promotion and advertising solely for the Purposes and in accordance with the proposal submitted
by the Entity to the County. The Entity shall perform the services and work set forth in the proposal
and promptly cure any failure in performance. The County has relied upon the representations
made by the Entity in the proposal. By execution Of this Agreement, the Entity represents that the
funds will be used for tourism Promotion as defined by this Agreement in accordance with all
current laws, rules and regulations. No substitutions of purpose or use of the funds shall be made
without the written consent of the County. The County shall make decisions and carry out its '
responsibilities in a timely manner. other
GRANT COUNTY TOURISM PROMOTION AGREEMENT
4. Reauirements for Grant Use. Requirements q ements for use of this tourism promotion
include but are not limited to the following: grants
a. This agreement must be signed and returned to Grant County within 60 days of
issuance. If this agreement is not signed b y
this a g y the entity and returned to Grant Count
within 60 days for full execution agreement y
gr ment will become null and void.
b. All requests for reimbursements for
your event or promotion are required to be
submitted to Grant County within 60 days o '
y f the completion of your event. Failure
to submit your reimbursement claim within 60
days will nullify this agreement.
"c. All requests for reimbursements must be
filed with Grant County no later tha
Friday, December 13, 2024, without exception. n
d. All requests for reimbursements upon completion p ompletion of event, must be filed on a Gra
County approved invoice that details the re` Grant
reimbursements requests.
e. Event reporting must be to a completed prior p p any funds being reimbursed.
f. Grant funds must be used to advertise
promote, or otherwise attract visitors toour
event/venue from more than 50 miles away (local events should be funy
funded through
local LTAC grants). g
g. Grant funds may not be used for the following:
i. Capital Improvements
ii. Advertising locally -- to draw from local crowds for local events.
111. Give away items.
5• Reportin RCW 67.28.1816 as amended includes reporting requirements for t
and the County on the use of funds d° he Entity
distributed pursuant to this Agreement and th
actual number of increased visitors. The e estimated and
These reports are required to be provided by the Entit
County and by the County to the Joint Le y to the
Legislative Audit and Review CommitteeJL
process requests ( ARC)• The
County will not
p q is for reimbursement without the appropriate reports. The following
provisions allow the Entity and The County to meet their r respective
67.28.1816. p equirements under RCW
a. Estimated. Increase in Visitors: Asart of its is LTAC application, the Entityshall
he number of visit
provide the County with an estimate oft
ors resulting.from
e the
use of funds under this Agreement. ement. The estimated number of visors provided
� �, visitors ed shall -
be
consistent with the Entity's s proposal to the County for lodging tax
g g funds, to the
extent such estimates
were provided therein.
b. Final Re ort on Increase in Visitors: Upon completion of the tourism promotion as
specified with the application and this Agreement, but no later than 60 -days
afterward, the Entity shall complete a report y
p p rt substantially and provide to the Count
a final report of the number of visitors res y
ulting from the use of funds under this
Agreement and expenditures and uses of funds under this Agreement. The numbers
of visitors shall be based on an actual count, or 1f it isnot practical to make an actual
count, a good faith best -estimate of the number of • ' '
visitors resulting from the use of
funds under this Agreement. The final report shall describe the methods used to
determine the actual number of visitors, or in the event such numbers were
determined from an estimate, the methods used to determine such estimates.
GRANT COUNTY TOURISM PROMOTION AGREEMENT
c. Cou�Reportin� The County shallrovide the Entity's '
p y s estimates and final report
to JLARC as part of its annual report.
d. All reimbursement requests must include copies p s of the Invoice, receipt of payment
and/or tear sheet to provide proof of request,payment,
q , and use. All reimbursement
requests must be submitted on an itemized cover invoicerovide
p d by the County.
6. Modifications. The County may modify this Agreement and order in
es chap the w
whenever necessary or advisable. The g ork
Entity will accept modifications consistent with state
local law when directed orallyin writand
or writing by the County Commissioners or designee.
7. Term. of Contract. This Agreement shall be in
full force and effect upon full execution
and shall remain in effect until terminated either b T '
y he Entity expending the allocated Count
funds or completion of the tourism rornotion activitiesY
p. Either Party may terminate this
Agreement by 30 days written notice to the other Part or •
Party with no notice upon a determination b
the County that the funds will not be or have not be Y
been used far the purpose as stated in this
Agreement. In the event of such termination the County shall cease and desist from distributing
any further funds to The Entity for work
p otherwise. The County shall makea ment
p the of termination
for all work satisfactorily performed u to thtime p y
.
8. Compensation. The County agrees to pay the Entity an amount not to exceed 0-0.666, as
recommend by the LTAC and approved by the Count Commi
County Commissioners upon proper documentation
and reporting requirements being completed. The Count •
p y shall pay the Entity upon presentation
of approved documentation to the County. Entity y shall be responsible for showingthat the
County funds were used for tourism romoti
promotion. The proof of expenses shall be forwarded for
reimbursement to the LTAC Clerk, as part of required reporting, at the below stated address no
later than 60 -da s from the com letion of our event b til
Your but no later than the 15 day of December in
the year that funds were awarded forrom ear around
Y promotion.
The County reserves the right to Withhold payment
. p y of funds under this Agreement which is
determined in the reasonable judgment of the LTAC ordesi'
gnee to be noncompliant with the sco e
of work, the County standards, and the Count ordinances, p
Y ores, or federal or state law.
9• Applicable Laws andStandards. The Parties, in the performance of this Agreement
agree to comply with all applicable federal, state, and local laws'
ordinances, and regulations.
10. Relationship of the Parties. It is understood, and declared that the Entity,its
employees, agents and assigns shall be an independent
p t contractor and not the agent or employee
ee
of the County, that the County is interested in onlythe p Y
e results to be achieved, and that the riht to
control the particular manner, method, and means in g
which the services are performed is solei
within the discretion of the Entity. All employees wh Y
o provide services to the County under this
Agreement shall be deemed employees solei of the Entity. Y e The Entity shall be solely responsible
for the conduct and actions of all employees of the E '
Entity under this Agreement and any liabilit
that may attach thereto. Y
GRANT COUNTY TOURISM PROMOTION AGREEMENT
11. Records. The County or State Auditor or an of their
y representatives shall have full access
to and the right to examine during normal business hours all the Entity's ntlty s records with respect to all
matters covered in this Agreement. Such representatives shall be permitted '
• p ted to audit, examine and
make excerpts or transcripts from such records and to make audits of all contracts, invoices,
materials, payrolls and record of matters covered b this Agreement y gr ment for a period of three years
from the date final payment is made hereunder.
12. Indemnification and Hold Harmless. The Entit sh y all, at its sole expense, defend,
indemnify and hold harmless the County and its officers agents, g nts, andemployees, from any and all
claims, actions, suits, liability, loss, costs, attorney's fees and costs of litigation, expenses, injuries,
and damages of any nature whatsoever relating to or arising out of the wrongful or negligent acts,
errors or omissions in the services provided by the Entity,the Entity's e y s agents., subcontractors,
subconsultants and employees to the fullest extent permitted b '
. p y law, subject only to the limitations
provided below.
The Entity's duty to defend, indemnify and hold harmless the
County shall not apply to liability for
damages arising out of such services caused by or resulting from the sole negligence of the Count
or the County's agents or employees pursuant to RCW 4.24.115. Y
The Entity's duty to defend, indemnify and hold harmless the°
County against liability for damages
arising out of such services caused by the concurrent negligence
of (a) the County or the County's
agents or employees, and (b) the Entity, the Entity's agents, subcontractors, Y g actors, sub consultants and
employees, shall apply only to the extent of the negligence
of the Entity, the Entity's agents,
subcontractors, subconsultants and employees.
The Entity's duty to defend, indemnify and hold the County harmless shall Include, as to all claims,
demands, losses and liability to which it applies, the County's
pPpersonnel-related casts, reasonable
attorneys fees, and the reasonable value of an services rendered
Y by the office of the County
Prosecuting Attorney, outside consultant costs, court costs fees'
for collection, and all other claim -
related expenses.
The Entity specifically and expressly waives an immunity l�
Y y t_�at may be granted under the
Washington State Industrial Insurance Act, Title 51 RCW. These indemnification obligations shall
not be limited in any way by any limitation on the amount or type of damages, compensation or
benefits payable to or for any third party under workers' compensation acts, disability benefit acts,
or other employee benefits acts. Provided that the Entity's waiver •
y ver of immunity under this provision
extends only to claims against the Entity b the Count and
Y y, does not include, or extend to, an
claims by the Entity's employees directlyagainst the E y
g Entity. The Entity hereby certifies that this
indemnification provision was mutually negotiated.
13. waiver. No officer, employee, agent, or other individual g � dual acting on behalf of either Part
has the power, right or authority to waive an of the conditions Y
y conditions or provisions of this Agreement.
A waiver in one instance shall not be held to be a waiver
of any other subsequent breach or
nonperformance. All remedies afforded in this Agreement or
gr' bylaw, shall be taken and construed
as cumulative, and in addition to every other remedyprovided p herein or by law. Failure of either
GRANT COUNTY TOURISM PROMOTION AGREEMENT
Party to enforce at any time any of theprovisions of this Agreement or to require at any time
performance by the other Party of any provision hereof shall in no way be construed to bea waiver
of such provisions nor shall it affect the validity of this Agreement or any part thereof.
14. Assigament and Dele2ation. Neither Party shall assign, transfer or delegate any or all the
responsibilities of this Agreement or the benefits received hereunder without firstobtaining the
y.
written consent of the other Part
15. Subcontracts. Except as otherwise provided herein, the Entity shall not enter into
subcontracts for any of the work contemplated under this Agreement without obtaining prior
written approval of the County. or
16. Confidentjjjjty- The Entity may, from time to time, receive erred
ve information which is de
by the County to be confidential. The Entity shall not disclose such information without the prior
express written consent of the County or upon order -of a Court of competentjurisdiction.
17. Jurisdiction and Venue. This Agreement is entered into in Grant County, Washington.
Disputes between the County and the Entity shall be resolved in the Superior Court of the State of
Washington in Grant County. Notwithstanding the foregoing, the jEntity agrees that it may, at the
County's request, be oined as a party in any arbitration proceeding between the County and any
third p arty that includes a cl aim or claims aims that ari s e out of or that are rel ated to the Entity 9 s services
under this Agreement. The Entity further agrees that the Arbitrator(s) decision therein shall be
final and binding on the Entity and that judgment may be entered upon it in any court having
jurisdiction thereof.
18. Cost and Attornev's Fees. Theprevaili
of this ng party in any litigation or arbitration arising out
Agreement shall be entitled to its reasonable attorney's fees and costs of such litiation
(including expert witness fees). g
19. Entire ALyreement. This written Agreement constitutes the entire and complete agreement
between the Parties and supersedes any prior oral or written agreements. This Agreement may not
be changed, modified, or altered except in wfiting signed by the Parties hereto.
20* Anti -kickback. No officer or employee of the County, having thepower or duty to
perform an official act or action related to this Agreement shall have or acquire any interest in this
Agreement, or have solicited, accepted, or granted a present or future gift, favor, service, or other
thing of value from any person with an interest in this Agreement.
21. Severability. If any section5 sentence
clause, or phrase of this Agreement should be held
to be invalid for any reason by a court of competent jurisdiction, such invalidity shall not affect
the validity of any other section, sentence, clause, or phrase of this Agreement.
GRANT COUNTY TOURISM PROMOTION AGREEMENT
ITY APPROVAL:
�. mi ORGANIZATION: Grant County Fairgrounds
VENT: Grant County Fair
Date
AMOUNT: 80000
COUNTY APPROVAL:
Signed this day of ��(�
2024.
GRANT COUNTY
BO. OF CO TY (A MMISSIONERS
A
Cindy Carter, 'hair
Danny E. SI/One, Vice Chair
Rob Jopips er
ATTEST:
Barbara J. squez, Clteri(lthe Board
Approved as to form:
Barbara G. Duerbeck, WSBA #53946
Grant County Civil Deputy Prosecuting Attorney
Date
�er�y T. Gingrich
From: Barbara G. Duerbeck
Sent: Monday, February 12, 2024 4:05 PM
T®: Jerry T. Gingrich
Subject: Re: 2024-14 - GCFG Fair
This has my approvat.
""Wor
C&O^ V%ft
y Gingrich <itgingrich@grantcountywa.ov>
Sent: Monday, February 12, 2024 3: g
27 PM
T®: Barbara G. Duerbeck <bgduerbeck@grantcountywa.gov>
Subject: 2024-14 - GCFG Fair
Please see the attached forYour review and approval, please
Jerry T. Gingrich
Deputy Clerk of the Board 2
Grant County Board Of Commissioner
PO Box 37
Ephrata, wA 98823
509-754-2011 ext. 2931
Fax: 509-754-6098
WWW-grantcountywa.goy
itginarich Onran tcountywo.t
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