HomeMy WebLinkAboutAgreements/Contracts - BOCC (006)GRANT COUNTY
COMMISSIONERS AGENDA MEETING REQUEST FORM
(Must be submitted to the Clerk of the Board by 12:00pm on Thursday)
REQUESTING DEPARTMENT. BICC / LTAC DATE: 2/12/24
REQUEST SUBMITTED BY: J• GINGRICH ,
PHONE:
2931
CONTACT PERSON ATTENDING ROUNDTABLE: J• GINGRICH
CONFIDENTIAL INFORMATION: ElYES ®NO
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EIWSLCB
LTAC Agreement 2024-26 with the Othello
,ndhill Crane Festival for the Othellow Sandhill
Crane Festival in the amount of $10 000.00.
DATE OF ACTION:
APPROVE: DENIED ABSTAIN
DI:
D2:
D3:
DEFERRED OR CONTINUED TO:
GRANT C TOURISM PROMOTION
AGREEMEN
T
LTAC GRANT #: 2024-26
EVENT: Othello
Sandhi Festival K24 - 0
4
ORGANIZATION: Othello S •
andhill Festival .
AMOUNT: $ 10000
THIS AGREEMENT ismade
by and between the Grant
of Washington, -hereinafter County, a non -charter County
. _ r referred to as Count " a of the State
referred to as "The Entity," ' • f- y7 and Othello S andhill Festival
� aintly referred to as -"P . hereinafter
arties.
DEFINITIONS
Tourism. Prom otio
n• Tourism promotion" , mea •
designed to increase tourism ns activities; operations, and ex
. , including but not limited t expenditures
distributing Informationpurpose
o advertising, publicizing,
. for the purp o s e o f attract � � • � � g, or
to expand' o g and welcoming toun*sts• develo '
operating tourism promotion agencies; ping strategies
operation of special events and g eS' and funding the nmarketin
festivals designed to attrac g of or the.
t tourists.
Fund(s).Fund s �� is . � .
O defined as an amount .
Of Grant Cou y of compensation derived from my which is allocated to the E m the lodging tax n1.onies
Entity for tourism promotion.
IN CC)NSIDERATIO _ ..
N of the terms and conditions
agree as follows: ons contained herein, the Parties covenant and
1. Prose of=- � '�rce eut
. The purpose of this Agree - � .
to promote tourisrri in Grant °Count ment is , for the County and the '
County. The County agrees
tom Entity
the purpose of tourism romot' make funds available to the '
p ion to attract -visitors overnight Entity for
Grant County. Aught to create . business and
. revenue in
2. Administration. The Board of County Commissioners
' tY n1n11ssioners Office shall '
Primary contact for. The Entity regarding administer and be the
determined g g terms of this Agreement. F
by the County, the Count or good .cause, as sole
. Y �.ay direct that the Entitysolely
said funds far tourism.. romatia is no longer entitled to t
p nand terminate this A he use of
. . Agreement.
3... &PLqseAtations. . The Entity shall use the •
Promotion -and adv ' ' funds received from the C
ertising solely for the purpose .unty for tourism
b the Entit and in accordance wit .
Y y to the County. The Enti s h the proposal submitted
ty ., hall perform the services d
and promptly cure an failure and work set forth i
y allure in performance. T n the proposal
made b the Ent' he County has relied upon Y ,. ity in the proposal_. By execuAgreement,
p n therepresentations
funds will be tion of this the Entity used for tourism promotion a represents that the
current Laws s d�fined .�Y this Agreement '
, rules and regulations. No su gr nt in accordance with all
without b stitutions Of Purpose s e or
ut the written consent of the Co p use of the funds shall be
unty. The County shall ma made
responsibilities in a timelyma mak-
e decisions and ca out '
manner. carry its other
GRANT COUNTY TOURISM PROMOTION AGREEMEN4
4• �.e u�x°eme�ts for Grant Use. Requirements .
. q ments for use of this tourism promotion ant
include but are not limited to the following:
s
g
a. This agreement must be signed and returned to Grant County within 60 days of
issuance. If this agreement is not signed b the '
. g y entity and returned to Grant Count
within 60 days for full execution, this agreement y
gr will become null and void.
b. All requests for reimbursements for .our
. y event or promotion are required to be
submitted to Chant County within 60 days of thecompletion of your event. Failure
to submit your reimbursement claim within 60 days will nullify this agreement.
c. A11 requests for reimbursements must be fledwi'
th Grant County no later than
Friday, December 13, 2024, without exception.
d. All re p
quests for reimbursements, upon completion of event, nt, must be filed on a Grant
County approved invoice that details the reimbursements requests.
e. Individual event requirements, if necessary,
will be addressed in Appendix 1.
f. Event reporting must be completedprior to any funds being rei
mb ' sed.
5. Reporting, RCW 67.28.1816 as amended includes reporting requirements for the Entity
and the County on the use of funds distributed pursuant to this Agreement and the estimated and
actual number of increased visitors._ These reports are.. required to be provided by the Entity to the
County and by the County to the Joint Legislative Audit and Review Committee (JLARC). The
County will not process requests for reimbursement without the appropriate reports. The following
provisions allow the Entity, and The County to meet their respective requirements .under RCW
67.28.1816.
a. Estimated Increase in Visitors: Asart of its LT
AC AC application, the Entity shall
provide the County with an estimate of the number• from the
. tof visitors resulting
use of funds under this Agreement.,! The estimated -.number of'� f provided shall
be consistent with the Entity's proposal to the
p p County for lodging tax funds., to the
extent such estimates were provided therein.
b. Final Re art 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 com late a report y
p p substantially �arld provide to the Count
a final report of the number of visitors rasa y
long from the use of funds under this
Agreement and expenditures and uses of funds u '�
under this Agreement. The numbers
of visitors shall be based' on an actual count or if 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 re '
port 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.
c. Count�eporti� The County shall provide the.
.p Entity's estimates and final report
to JLARC as part of its annual report. p
d. All reimbursement requests must include copies of the invoice, receipt of payment
and/or tear sheet to provide roof of y
p request, payment, and use. All reimbursement
requests must be submitted on an itemized cover invoice
. d provided by the County,
GRANT CTOURISM PROMOTION AGREEMENT
6. Mo Llf cations. The Co
un unty may modify this Agreement
never necessary or advisable. T nt and order changeS in the
The .Entity will acce t .rood' .. work
Local law when directed orally• • p: ifications consistent .wit
or in writing b -the count , h state and
Y ntY Commissioners or designee.
7. Term of Contract. This his Agreement shall be in
and shall remain :in of full force and effect upon •
effect until terminated either p full execution
funds ' or completionby The Entity expending of the tourism � r p g the allocated Count
-pro activities. Either Pa Y
Agreement by 3 0 days written Party may terminate
notice to the other fart or With ate this
the County that the funds W1 Y no notice upon a deterrn1n
will not b e or have not been ation by
Agreement. In the event of n used for the purpose as stated•
. - . such term:nation,� the Countin this
any further funds to The y shall cease and desist fro
Entity 'for work Performed m distributing
for all work satisfactorilyp ed or otherwise. The fount
performed u tot y shall make payment
p he time of termination.
fi. Com nsati6n. The C
- ounty agrees to pay the Entit a r t::
recommend by the LTAC an Y , n 'amount not to� exceed .
d approved by the Count $:10000, as
and reportin re uir Y Commissioners u on roper q ements being cozzi leted. T` p documentation
of a roved p he County shall a the E
pp documentation to the Cou pay Entity upon presentation
ntY. The Entity shall b e res '
County funds were used for to - ponsible for showingt
urism. promotion. The r : ghat the
reimbursement to the p oof of expenses shall b
. ; . e LT.A.0 Clerk, . as art of re e forwarded for
later than 60-da p : required reporting, at the Belo
s from the com letion o�_Y_9 w stated address no
the year that fundur event but no later than the 1 nth
s were awarded for year around ay of L7ecemb , in
promotion.
The Count right
.
Y reserves the right to withhold a
determined in the reason payment of funds under this Agreement _
able judgment of the LTAC �' . m.ent which is
of world, the Count standar or designee to be noncom lia '
County andards, and the Coun ordinances p ant with the scope
County nances, or federal or sta
to law.
9. licable I,
. . , aws and .Staa�clards... The .Parties
agree to comply. with all.a � .l'.:.. , in ,the performance of this
pp lcable federal, state and 10 -Agreement,
cal Laws, ordinances, and regulate
10. Relationshi of the Parties, rt�.cs. It is understood, d a ee
employees, agents and asci s � � • � � gr d, and.. declared. that the ' •
gn : shall b e, an inde endent c Entity, its
of the County, that the County ontractor and not the agent .
my is interested in onl the re � � � . . °r .employee
control the particular ma Y • sults to t�e:achieved, and th •
• manner, method, and means in . at the right to
within. the discretion of .which the services are performed '
the Entity. All employe.e p orm.ed is solely
Agreement shall be .. s who provide services tot
deemed ernplo ees solei. � he County .under this
for the con y y o f the Entity. The Enti .
duct and actions of all em 1 Entity shall be solely responsible
. p oyees of the Entity and p ble
that may attach thereto. Y er this Agreement and any
liability
11. Records. The C
ounty or State Auditor or an of '
to and .the right to exam' Y heir representatives shall
. ine during normal businesshave full access
matters covered i hours all the, Entity
's records '
n this Agreement. Such re Y ds with respect.to all
make excerpts or transcripts representatives shall b e p ermitted to a '
from such record audit examine and
materials, a rolls a s and to make audits of all c •
p Y nd record o f matters cover ontracts, invoices
from the date fin ed by this Agreement fora '
al payment is made hereunder.period of three ears
Y
GRANT COUNTY TOURISM pROMOTION AGREEMENT
12. Incieification and. Hold Harmless. The Enti shall '
indemnify and hold harmlessty , at its sale ex erase de
the County and its officers p � fend,
claims, actions, suits liability,' agents, and employees, from an and
loss, costs, attorney's fees and c ' • Y all
and damages of -an nature whatsoever costs of litigation, expenses injuries
Y atsoever relating to or arisingout '
errors or omissions in the of the wrongful or ne li ent a
Services provided by the Entity,t g n acts
subconsultants and employees. he Entity's agents, subcontractors
p yees. to the fullest extent permitted b l actors,
provided below.
Yaw, subject only to the limitations
The Entity's duty to defend Inde '
rnnify and hold harmless the Count
damages arising out of such se y shall not apply to liability for
rvices caused by or resultingfrom �
or the County's agents ore caused
.m the sole negligence of the C
g employees pursuant to R.C�T 4.24.1 County
15.
The Entity's. duty to defend Inde '.., n111i.fy and. hold harmless the Countliability
arising out of such services caused b t Y against far damages
y he concurrent negligence of a g
agents or employees and(b)g O the .County or the.Coun '
. , : the Entity, the Entit 'sae , County s
employees, shall a l o Y g rats, subcontractors, subconsultant
pp y nay to the extent of the ne lie sand
subcontractors subcons` g g ence of the Entity, the Entity's ultants and employees. ..: Y...agents,
The Entity's dutyto def •
: end, indemnify and hold the Count
demands, losses and ' ' y harmless shall include as to '
liability to which it :a ties theall claims,
attorneys, fees pp Countyis personnel -related cost"
Y , and the reasonable value of an s, reasonable
ProsecutingAttorney, Y services rendered by the office o
orney, outside consultant costs c f the County
related 'expenses. Dort costs, fees for collection, and all
p .. other claim -
The Entity specifically a p y nd expressly waives animxn '
Washington State Industrial Y immunity'that may be granted under
• Insurance Act, Title S 1 RCW. T the
not be limited in any hese indemnificationobli at'
y way by any limitation on the aino obligations shall
benefits payable to or for unt or type of damages, corm. ensati
any third party under workers' co p on or
or other employee benefits act compensation 'acts, disability benefit act
s. Provided that the Entity's waive s'
extends only to claims a ai Y r of immunity under this provision
g nst the Entity by the Count and p °n
claims by the Entity's em Y9 does not include, .or extend t
Y employees directly against the Entity. o, any
indemixi*fication rovisio ` tity. The Entity hereby certifies that'
p n was 'mutually negotiated. this
13. waiver. No officer, - -
, employee, agent, or other individual
has the power, right or aut acting on behalf of either P
g .horny to waive an of the conditions a�Y
A waiver in one ' y or provisions of this
instance shall not b e held to b Agreement.
e a waiver of any other subsequent 'breach
_ q h or
nonperformance. All remedies afforded in this Agreement orb law, , shall be taken and construed
as cumulative; and in addition to every other remedy provided herein o
Party to enforce at any time anyo r by law. Failure of either
f the provisions of this Agreement •
performance by the other Pa of an �' ernent or to require at any time
�Y y provision hereof shall in
of such provisions nor shall it of no way be construed to be a waiver
affect the validity of this Agreement gr ment or any Part thereof.
14. T COUNTY T(�URISM PROMOTION AGREEMENT
Assl2nment and Dei
responsibilities of this 122!M41i2ae Neither Party shall assign5 transfer -or dale ateAgreement or the benefits received hereu der with44Y or all the
written consent of the, other Party- Out first obtaining the
15. Subcontracts
'the
Except as otherwise provided herein,. the Entity shall
subcontracts for any of the work not enter -into
contemplated under this Agreement
written approval of the County. without obtaining prior
16.
Oonfidentiali . TheEntity may, from time to time5 receive i 0 ion which is deemed
by the County to be confidential. The Entity shall not disclose such information"W1 prior
express written consent of the County or upon order of *thout. the
17. Jurisdictin-n Court of competent jurisdiction.
and venue. This Agreement is entered' lata in Grant CountY5 Washington.
Disputes between the County and the Entity shall be resolved in the* Superior Court of the State of
Washington in Grant County. solved the
19 foregoing, the Entity agrees
County's request, be joined as a -partv'in any arbitration Proceeding between that it May, at the
third Party that includes a claim o n the County and any
r claims that arise out of t
or that are related to the Entity5s services
under this Agreement. The Entity further agrees that the Arbitrators de 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 Attorney9s Fees. The
of this Agreement shall b prevailing party in any litigation or arbitration arising out
bee to. its reasonable attorney5s fees and costs •Of such litigation
(including expert witness fees).
19. lEntire Aereem ant. This written Agre
between the Parties and supersedes an'yp'rio emQnt constitutes the entire and complete agreement
be changed r oral or Written agreements. - This Agreem.
modified, or altered except in writing signed by the Parties hereto. ent may not
20* Anti.hcab acls. No Officer or employee of the
perform an official act ora related to this Agreement County,Naving the Power or duty to
Agreement shall have or acquire any interest
'in this
or have solicited accepted., or granted a present or future gift
thing of value from any person with an interest in this Agreement. favor service, or other
210 Severability. If any se'etion5 sentence) clause, or phrase of
to be invalid fora reason by a court of competent jurisdictionsthis Agreement should be held
5uch invalidity shall not affect
the validity Of any other section, sentence, clause, or phrase Of this Agreement.
(ff""RANT COUNTY TOURISM PROMOTION AGREEMEN�-1
ENTITY APPROVAL:
Oro
wa
Sign. Here
Chao 6RCLunoQ
Pruned Name / Posltio
Date
V . mqL-
COUNTY APPROVAL:
ORGANIZATION: Othello Sandhill Festival
EVENT: Othello Sandh & a
Fes •iva
AMOUNT: 0
Signed this day of
920240
GRANT COUNTY
nrr-"%ARD OFC
jo
U T COMMISSIONERS
Cindy Cart r, Chair
ATTEST:
Barbara J. squez, erk of the Board
Approved as to form:
Barbara G. Duerbeek, WSBA #53946
Grant County Civil Deputy Prosecuting Attorney
Date
Gingrich 0
Jerry Gi
T. nqnch
From: Barbara G. Duerbeck
Sent: Monday, February 12, 2024 4:07 PM
To.- Jerry T. Gingrich
Subject: Re: 2024-2 .6 - Othello Sandhill Crane Fes
tiv
al
This has my approval.
rn m
1 -%111 igrich <Itgingrich@grantcountywa.gov>
Sent: Monday., February 12,2024 3:28 PM
TO: Barbara G . Duerbeck <bgduerbeck@grantcountywa.gov>
Subject: 2024-26 -Othello Sandhi ll Crane Festival
Please see the attached forYour review and approval.
Jerry T. Gingrich
Deputy Clerk of the Board 2
Grant County Board Of Commissioners
PO Box 37
Ephrata, wA 9,9823
509-754-2011 ext. 2931
Fax: 509-754-6098
WWW-arantrmint Wa.c ov
itqinqrich(@qrantcountyWa,qov
1