HomeMy WebLinkAboutAgreements/Contracts - BOCC (002)K)
GRANT COUNTY
COMMISSIONERS AGENDA MEETING REQUEST FORM
(Must be submitted to the Clerk of the Board by 12:00prin on Thursday)
REQUESTING DEPARTMENT:BOCC / LTAC DATE: 2/22/24
REQUEST SUBMITTED BY:J Gingrich
CONTACT PERSON ATTENDING ROUNDTABLE:
CONFIDENTIAL INFORMATION: DYES ®NO
PHONE: 2931
I Is -
NOON NO
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Approval of the following LTAC Tourism Promotion Agreement: 2024-29/Royal City
Royalfest Summerfest for $6,000.
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DATE OF ACTION:, DEFERRED OR CONTINUED TO:
APPROVE. DENIED ABSTAIN
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D2:
D3:
RAgreement Contract
EIAP Vouchers
ElAppointment / Reappointment
FIARPA Related
D Bids / RFPs / Quotes Award
013id Opening Scheduled
[]Boards Committees
R Budget
ElComputer Related
OCounty Code
REmergency Purchase
E]Employee Rel.
El Facilities Related
El Financial
ElFunds
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El Invoices I Purchase Orders
F-] Grants — Fed/State/County
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E]Surplus Req.
F]Tax Levies
E]Thank You's
E]Tax Title Property
EIWSLCB
I Is -
NOON NO
_—rl,,� Tow,;
Approval of the following LTAC Tourism Promotion Agreement: 2024-29/Royal City
Royalfest Summerfest for $6,000.
--- - --------- --
DATE OF ACTION:, DEFERRED OR CONTINUED TO:
APPROVE. DENIED ABSTAIN
Dl:
D2:
D3:
K14-054
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GRANT COUNTY TOURISM PROMOTION AGREEMENT
LTAC GRANT #: 2024-29
EVENT.- Royal City Summerfest
ORGANIZATION: Royal City Royalfest
AMOUNT: $ 6000
THIS AGREEMENT is made by and between the Grant County, a non -charter County of the State
of Washington, hereinafter referred to as "County," and Royal City Royalfest hereinafter referred
to as "The Entity," jointly referred to as "Parties,"
DEFINITIONS
Tourism Promotion. "Tourism promotion" means activities, operations, and expenditures
designed to increase tourism including but not limited to advertising, publiciz' -wise
ing,orother
distributing information for the purpose of attracting and welcoming tourists- develoing strategies
p
to expand tourism; operating tourism promotion agencies; and funding the marketing of or the
operation of special events and festivals designed, to attract tourists.
Fund(s). "Fund(s)" is defined as any amount of compensation derived . from the lodging tax monies
of Grant County which is allocated to the Entity for tourism promotion.
IN CONSIDERATION of the terms and conditions contained herein, the Parties-. covenant and
agree as follows:
11 Purpose of Agreement. The purpose of this Agreement is for the County and the Entity
to promote tourism in Grant County. The County agrees to make funds available to the Entity for
the purpose of tourism promotion to attract visitor's overnight to create eate business and revenue in
Grant County.
2, Administration. The Board of County Commissioners Office shall administer and be the
primary contact for The Entity regarding -terms of this Agreement. For good cause, as solely
determined by the County, the County may direct that the Entity is no longer entitled to the use of
said funds for tourism promotion and terminate this Agreement.
3, Rej'2resentations. The Entity shall use the funds received from the County for tourism
promotion and advertising solely for the purposes and in accordance with thepro-posal 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 ofpurpose or use of the funds shall be made
without the written consent of the County. The County shall make decisions and carry out its other
responsibilities in a timely manner.
4. Requirements for Grant Use. Requirements for use of this tourism promotion grants
include but are not limited to the following:
a. This agreement must be signed and returned to Grant County within 60 days of
issuance. If this agreement is not signed by the entity and returned to Grant County
within 60 days for fall execution, this agreement 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 of 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 than
Friday, ]December 13, 2024, without exception.
d. All requests for reimbursements, upon completion of event, must be filed on a Grant
County approved invoice that details the reimbursements requests_.
e. Event reporting must be completed prior to any funds being reimbursed.
f. Grant funds must be used to advertise, promote, or otherwise attract visitors to your
event/venue from more than 50 miles away (local events should be funded through
g
local LTAC grants) .
g. Grant funds may not be used for the following:
i. Capital Improvements
ii. Advertising locally — to draw from local crowds for local events.
iii. Give away items.
5. Reportin. 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 (JLAR.0). 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: As part of its LTAC application, the Entity shall
provide the County with an estimate of the number of visitors resulting from the
use of funds under this Agreement. The estimated number of visitors provided shall
be consistent with the Entity's proposal to the County for Lodging tax funds, to the
extent such estimates were provided therein.
b. Final Report 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 substantially and provide to the County
a final report of the number of visitors resulting from the use of funds under this
Agreement and expenditures and uses of hinds under this Agreement. The numbers
of visitors shall be based on an actual count, or if it is not 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.
11
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c. Cojmjy Rgorting: The County shall provide the Entity's estimates and final report
to MARC as part of its annual report.
d. All reimbursement requestsmust include copies of the invoice, receipt of payment
and/or tear sheet to provide proof of request, payment, and use. All reimbursement
requests must be submitted on an itemized cover invoice provided by the County.
6, Modifications. The County may modify this Agreement and order changes in the, work
whenever -necessary or advisable. The Entity will accept . modifications consistent with state and
local law. when directed orally or in writing by the County Commissioners or designee.
71. Term of Contract. This Agreement shall be in fall force and effect upon full execution
and shall remain. in effect until te'rminated either by The Entity expendin 0
i . g the allocated Count.
funds or completion of the tourism promotion activities. Either Party may terminate this
Agreement by 3 0 days written notice to the other Party 'or with no notice upon a determination by
the County that the funds will not be or have not been used for the purpose as stated in this
Agreement. In the event of such termination the County shall cease and deist distributing
any far her funds to The Entity for work performed or otherwise. The County shall make pay�,nent
for all work satisfactorily performed up to the time of termination.
8. Compensation, The Countya.grees to pay the Entity an amount not to exceed fW"' -----as
,recommend by the LTAC and approved by the County Commissioners up -nentati
on proper docui on
and reporting requirements being completed. The County shall pay the Entity U -Pon presentation
of approved documentation to the County. The Entity shall be responsible for showing that the
County funds were used for toul ism 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 -days from the coni nlet ion of Your event but no later than the 15' day of December in
the year that funds were awarded for year around promotion.
The County reserves the right to withhold payment of funds under this Agreement which is
determined in the reasonable judgment of the LTAC or designee to be noncompliant with the scope
of work, the County standards', and the County ordinances or federal or state law.
91 Applicable Laws and Standards. The Parties i I n the pterfonnance of this Ag"rebment,
agree to comply with 611 applicable federal, state, and local laws, ordinances and regulations.
F_ I
10. Relationship of the-Par'fies. It is understood, agreed, and declared that the Entity, its
employees, agents and assigns shall be an' independent contractor and not the agent or employee
of the County, that the County is interested in only the results to be achieved, and that the right to
control the particular manner, method, and means in which the set -vices areperformed is solely
within the discretion of the Entity. All employees who provide services to the County under this
Agreement shall be deemed employees solely of the Entity. The Entity shall be solely responsible
for the conduct and actions of all employees of the Entity under this Agreement and any liability
that may attach thereto.
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11. Records. The County or State Auditor or any of their representatives shall have full access
to and the right to examine during non -nal business hours all the Entity's records with respect to all
matters covered in this Agreement. Such representatives shall be permitted 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 by this Agreement for a period of three years
from the date final payment is made hereunder.
129 Indemnification and Hold Harmless. The Entity shall, at its sole expense, defend,
indemnify and hold harmless the County and its officers, agents, and employees, 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 agents, subcontractors,
subconsultants and employees to the fullest extent permitted by law, subject only to the limitations
provided below.
The Entity's duty to defend, indemnify and hold hanuless the County shall not apply to liability for
damages arising out of such services caused by or resulting from the sole negligence of the County
or the County's agents or employees pursuant to RCW 4.24.115.
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, subconsultants 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 personnel -related costs, reasonable
attorneys' fees, and the reasonable value of any services rendered 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 any immunity that 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 of immunity under this provision
extends only to claims against the Entity by the County, and does not include., or extend to, any
claims by the Entity's employees directly against the Entity. The Entity hereby certifies that this
indemnification provision was mutually negotiated.
13. Waiver. No officer, employee, agent, or other individual acting on behalf of either Party
has the power, right or authority to waive any of the 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 by law, shall be taken and construed
as cumulative, and in addition to every other remedy provided herein or by law. Failure of either
GRANT COUNTY TOURISM PROMOTION AGREEMENT
Party to enforce at any time any of the provisions 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 be a waiver
of such provisions nor shall it affect the validity of this Agreement or any part thereof.
14. Assignment and Dele - Neither Party shall assign, transfer or delegate any or all the
responsibilities of this Agreement or the benefits received hereunder without first obtaining the,
written consent of the other Party.
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.
16. Confidentiality. The Entity may, from time to time, receive information which is deemed
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 competent jurisdiction.
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 Entity agrees that it may, at the
County's request, be joined as a party in any arbitration proceeding between the County and any ,
third party that includes a claim or claims that arise out of, or that are related to the Entity'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.
180 Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out
of this Agreement shall be entitled to its reasonable attorney's fees and costs of such litigation
(including expert witness fees),
190 Entire Agreement. 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 writing signed by the Parties hereto.
20, Anti -kickback. No officer or employee of the County, having the power 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, Severabfty. If any section, 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
VAL:
ORGANIZATION: Royal City Royalfest
'�6u
EVENT:, Royal City Summerfest
AMOUNT: $ 6000
COUNTY APPROVAL:
Signed this '21 day of 2024.
GRANT COUNTY
BOARD OF COUNTY COMMISSIONERS
Cindy Carter, Chair
Danny E. tone, Vice Cn,
Rob s, ember
ATTEST:
D/� 7
Barbara J. nuez Clerk rrf the okard— Date
Approved as to for.:
Barbara G. Duerbeck, WS A. #53946
Grant County Civil Deputy Fro secutinor Attomey
Z--
Jerry T. Gingrich
From: Barbara G. Duerbeck
Sent: Wednesday, February 21, 2024 4:39 PM
To: Jerry T. Gingrich
Subject: RE: LTAC 2024-29 - Royal City Summerfest Royalfest
This has my approval.
Thank you,
Barbara G. Duerbeck
Deputy Prosecuting Attorney
Grant County Prosecuting Attorney's Office Civil/Appellate Division
509-754-2011
Extension 3912
bgduerbeck@grantcountywa.gov
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-----Original Message -----
From: Jerry T. Gingrich <jtgingrich@grantcountywa.gov>
Sent: Tuesday, February 20, 20241:27 PM
To: Barbara G. Duerbeck <bgduerbeck@grantcountywa.gov>
Subject: LTAC 2024-29 - Royal City Summerfest Royalfest
Please see the attached for your review and approval.
Jerry T. Gingrich
Deputy Clerk of the Board 2
Grant County Board of Commissioners
PO Box 37
Ephrata, WA 98823
509-754-2011 ext. 2931
Fax: 509-754-6098
www.grantcountywa.gov
jtgingrich@grantcountywa.gov
-----Original Message -----
From: GCSC-Sharp@grantcountywa.gov <GCSC-Sharp@grantcountywa.gov>
Sent: Tuesday, February 20, 2024 1:02 PM
To: Jerry T. Gingrich <jtgingrich@grantcountywa.gov>