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HomeMy WebLinkAboutAgreements/Contracts - BOCC (003)GRANT COUNTY COMMISSIONERS AGENDA MEETING REQUEST FORM (Must be submitted to the Clerk of the Board by 12:00pm on Thursday) REQUESTING DEPARTMENT: BOCC REQUEST SUBMITTED BY: CEMANELL CONTACT PERSON ATTENDING ROUNDTABLE: CEMANELL CONFIDENTIAL INFORMATION: ❑YES ®NO oATE:12/19/2024 PHONE: 2931 ®Agreement / Contract ❑AP Vouchers ❑Appointment / Reappointment ❑ARPA Related ❑ Bids / RFPs / Quotes Award ❑ Bid Opening Scheduled ❑ Boards / Committees ❑ Budget ❑Computer Related El County Code ❑Emergency Purchase El Employee Rel. ❑ Facilities Related ❑ Financial ❑ Funds ❑ Hearing ❑ Invoices / Purchase Orders ❑ Grants — Fed/State/County ❑ Leases ❑ MOA / MOU ❑ Minutes ❑ Ordinances ❑ Out of State Travel ❑ Petty Cash ❑ Policies ❑ Proclamations ❑ Request for Purchase ❑ Resolution ❑ Recommendation ❑ Professional Serv/Consultant ❑ Support Letter ❑ Surplus Req. ❑Tax Levies ❑Thank You's ❑Tax Title Property ❑WSLCB 2025 Grant County Travel Planner Contract with Grant County by and through Grant County Tourism Advisory Committee and Columbia Basin Publishing for 40,000 Grant County Travel Planners in the amount of $40,000.00. Contract term is January 1, 2025 through December 31, 2025 to be paid out of fund 114.156. If necessary, was this document reviewed by accounting? ❑ YES ❑ NO 0 N/A If necessary, was this document reviewed by legal? © YES ❑ NO ❑ N/A DATE OF ACTION: 12-Z22_ 3 APPROVE: DENIED ABSTAIN D1: D2: � D3: DEFERRED OR CONTINUED TO: WITHDRAWN: 4/23/24 2025 GRANT COUNTY TRAVEL PLANNER 1. PARTIES. This Contract is entered into between Grant County, duly organized and operated under and by virtue of the Constitution and the laws of the State of WasbincyZ:�ton, by and through the Grant County Tour ism Advisory Committee ("County"), and Columbia Basin Publishing. 2. PURPOSE. The purpose of this Contract is to set forth the terms and conditions under which Columbia Basin Publishing agrees to produce a travel planner entitled "Nature's Playground Grant County Travel Planner" for the Grant County Tourism Advisory Committee. 3. TERM. This Contract shall be in full force and effect from January I't, 20-25, through December 31st, 2025, unless otherwise ten-ninated pursuant to the terms and conditions herein, 4. TERMINATION. Columbia Basin Publishing may terminate this Contract with thirty (30) days written notice, The County may terminate this Contract with three (3) days written notice. If the Contract is terminated by the County for any reason other than for breach of this Contract,, Columbia Basin Publishing will be entitled to compensation as set forth herein. If the Contract is terminated for cause by the County, or by Columbia Basin PUblishincy, Columbia. Basin Publishing will be entitled to compensation in an arnount reflecting the value added to the County. a. Columbia Basin Publishing shall design, layout and print an eighty-four (84) page plus four -page cover, Grant County Travel Planner.. b. The Grant County Travel. Planner content will *Include eighty-four (84) pages plus a four -page cover in all 40,000 copies printed. c The County will receive 10,000 copies of the travel planners entitled "Nature's Playground Grant County Travel. Planner" for their own distribution. Columbia Basin Publishing will receive 30,000 copies of the (40,000) travel planners entitled "Nature's Playground Grant County Travel Planner'" and will distribute through Certified Folder and their distribution channels. '1025 Grant County Travel Planner Agreement law Grant County Tourism Advisory Corn.mittee and COILIrnbia Basin Publishing d. Columbia Basin Publishing will print 40,000 copies of the travel planner to be ready for distribution on or before January 31, 2024. The parties agree that the above referenced distribution date is a projected distribution date only, Columbia Basin Publishing will not be held responsible for delays in distribution that are beyond its control, including but not limited to, delays caused. by the County or by others, *Including printers or material suppliers, Columbia Basin Publishing will however make a good faith effort to meet the distribution deadline agreed to by the parties. e. Upon publication, Columbia Basin Publishing will provide an electronic I file (pdf) of the travel planner to Grant County Tourism for website purposes. 6. COUNTY'S OBLIGATIONS. The County agrees to: a. Provide Columbia Basin Publishing assistance in locating photographs for placement in the (84-page section and cover) ravel planner; and b. Provide information for the editorial pages-, and b. Proofread editorial copy prior to printing; and C. Be responsible for distributing the travelpIcinner. 7. PAYMENT: a. The County agrees to pay Columbia Basin Publishing, a fee of $40,000.00 plus applicable taxes, as full compensation for Columbia Basin Publishing performance of this Contract. b. Columbia Basin Publishing agrees to facilitate the delivery of 10,000 copies through the 2025 calendar year, at no additional cost to the County. C. Columbia Basin Publishing agrees to facilitated the delivery of the remaining 30,000 copies through Certified Folder, at no additional cost to the County. d. Work changes in layout, additional pages, photos or info rrn ati on other than that referenced herein are subject to additional charges. SLich additional cli.arges will be negotiated by the parties and Subject to written agreement, In e. In consideration for the services and product provided by Columbia Basin Publishing, the County agrees to compensate Columbia Basin Publishing the sum of, $40,000.00, payable as follows: i. An initial fee 'of $0.00, due upon receipt by the County of Page 2 oF5 '2.025 Grant COUnty Travel Planner Agreement Grant County Tourism Advisory Committee and COILImbla Basin Publishing the Final Pre -Press Proofs Submitted for approval and signed by all the parties. Contract balance of $40,000.00 upon receipt of the (10,000) travel planners by the County, no earlier than January 3 1., 2025. iii. .dditional fees for changes, additional pages, taxes etc., as referenced herein above and as agreed by the pat -ties, are due and payable within thirty (30) days of receipt of delivery of the Iravel planners. 8, NOTICE. All notices and/or written communications required or permitted to be given or served by any party hereto upon any other, shall be deemed given or served in accordance with the provisions contained herein, by personal delivery, or by mail with pre -paid postage and properly addressed, as follows: If to the County: Board Of COUnq, Commissioners Grant County Courthouse P.O. Box 37 Ephrata, WA 98823 If -to Columbia Basin Publishing: Editor Columbia basin Publishing PO Box 910 Moses Lake, WA 98837 9. ENTIRE AGREEMENT. This Contract constitutes the entire agreement of the parties, and supersedes all prior written or oral agreements, contracts,,, and understandings. The Contract may be amended in writing, signed by both parties, 10, ASSIGNABILITY. Columbia Basin 'Publishing may not assign its rights and/or obligations under this contract to a third party without the express written 0 consent of the County. 11. NO WAIVER. The failure of either party to insist on the strictest performance of any term of this contract shall in no way constitute a waiver of any such term or abonnement of this Contract. 12. SEVE RABILITY. If any term, provision, covenant, or conditions of this Contract is held by a. court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of this Contract shall continue in full force and effect, and shall in no way be affected, impaired. or invalidated. The provisions of this Contract are severable. Page 3 of 5 '1025 Grant COLInty Travel Planner Agreement .4w Grant County Tounsin Advisory Commlittee and COIL[mbia Basin :Publishing 13. HEADINGS NOT CONTROLLING. Headings used in this contract are for reference only and shall not be considered a Substantive part of this Contract. 14. jURISDICTION AND VENUE. This contract is governed by the laws of the State of Washington both as to interpretation and performance. Venue for any suit, legal action, or alternative dispute resolution proceeding arising from or related to this Contract shall be conducted in Grant County, Washington. 15. DISPUTES. The parties agree to attempt to resolve any disputes regarding interpretation or enforcement of the terms and conditions of this Contract by good faith negotiation. 16. INDEA/MIFICATION. The County shall be liable and responsible for the consequences of any negligent or wrongful act or failure to act on the part of the County or its officers, employees and/or agents. Columbia Basin Publishing shall be liable and responsible for the consequence of any negligent or wrongful act or failure to act on the part of Columbia Basin Publishing, its officers, employees, and/or agents. Neither patty assumes responsibility to the other party for the consequences of any act or omission of any person., firm or corporation not a party to this Contract. 17. EFFECTIVE, DATE. This Contract shall 'be effective upon signature by the last party signing and shall terminate only upon the written mutual consent of both .parties.,, except as may be other -wise provided in this Contract. Columbia Basin. Publishing, dba Columbia Basin Herald Position: Grant County Tourism Advisory Committee Name: Position: Date.- e-1] Date: Signature: Page 4 of 5 2025 Grant County Travel Planner Agreement Grant County Tourism Advisory Committee and Columbia Basin Publishing 13. HEADINGS NOT CONTROLLING. Headings used in this contract are for reference only and shall not be considered a substantive part of this Contract. 14. JURISDICTION AND VENUE. This contract is governed by the laws of the State of Washington both as to interpretation and performance. Venue for any suit, legal action, or alternative dispute resolution proceeding arising from or related to this Contract shall be conducted in Grant County, Washington. 15. DISPUTES. The parties agree to attempt to resolve any disputes regarding interpretation or enforcement of the terms and conditions of this Contract by good faith negotiation. 16. INDEMNIFICATION. The County shall be liable and responsible for the consequences of any negligent or wrongful act or failure to act on the part of the County or its officers, employees and/or agents. Columbia Basin Publishing shall be liable and responsible for the consequence of any negligent or wrongful act or failure to act on the part of Columbia Basin Publishing, its officers, employees, and/or agents. Neither party assumes responsibility to the other party for the consequences of any act or omission of any person, firm or corporation not a party to this Contract. 17. EFFECTIVE DATE. This Contract shall be effective upon signature by the last party signing and shall terminate only upon the written mutual consent of both parties, except as may be otherwise provided in this Contract. Columbia Basin Publishing, dba Columbia Basin Herald Name: Date: Position: Grant County Tourism Advisory Committee Signature: Name: Amanda Laramore Date: 12/19/2024 Position: Chair Signature: J►.t,,. Page 4 of 5 '10'15 Grant County Travel Planner Agreement Grant Comity Tourism Advisory Committee ajid COILIinbia,Basin Publishing APPROVED AND ADOPTED this wZ�/_a day of 2024. t if� I-, BOARD F COUNTY COMMISSIONERS GRANT COUNTY, WASHINGTON Cindy Cat -ter, -hair Danny E. 'toj Vice Chair Rob her f-w- ATTEST: Barbara J. Vasquez, Clerk of the Board APPROVED AS TO FORM: Rebekah Kavlor, Chief Civil Depute Prosecuting Attorney wf Page 5 of 5 Outlook RE: Travel Planner Contract From Rebekah M. Kaylor <rmkaylor@grantcountywa.gov> Date Thu 12/19/2024 2:01 PM To Caitlin E. Manell <cemanell@grantcountywa.gov> I am fine with this except I would take out the third-class county. Other than that, as long as the BOCC is OK with the terms I am fine with this. Regards, Rebekah Kaylor Chief Deputy Prosecuting Attorney (Civil/Appellate) Grant County Prosecuting Attorney's Office PO Box 37 Ephrata, WA 98823 Phone: 509.754.2011 x3950 Fax: 509.754.6574 rm kaylorgra ntcou ntywa.gov The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be protected by attorney -client privilege, work -product, or other privileges, and may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail. Please also permanently delete all copies of the original e-mail and any attached documentation. Please be advised that any reply to this e-mail may be considered a public record and be subject to disclosure upon request. From: Caitlin E. Manell <cemanell@grantcountywa.gov> Sent: Wednesday, December 11, 2024 1:25 PM To: Rebekah M. Kaylor <rmkaylor@grantcountywa.gov> Subject: Travel Planner Contract Hello! Please see attached draft travel planner contract between the County/Tourism and Columbia Basin Publishing for your review. In section 7, both b and c were points that the publisher guaranteed Tourism (I've copied his email below). Just wanted to give you a heads up before you saw it. Thanks! Caitlin E. Manell Deputy Clerk of the Board I Grant County Commissioners Office PO Box37 35 C Street NW Ephrata, WA 98823 509-754-2011 ext. 2931 509-754-6098 (fax) Hi Rachel le, I am sorry that it has taken this long. Between the changes from the committee and the numerous changes I have had to make to fit this into a smaller budget, I have kept pushing it along slowly. Here are the details, if you have any questions, feel free to ask. Description : Vacation and Travel Planner 40M - 4 + 80 Format: 4-page cover + 80-page interior Color: COVER: 4 + flood gloss UV/4 INSIDES: 4/4 Paper: COVER: 80## matte text INSIDES: 60## gloss text Finished Size : 8.375 X 10.87511 Finish : Perfect Bound Binding I Will at no charge to Grant County, facilitate the delivery of 10,000 of these copies through the 2025 calendar year. I will also, at no cost to Grant County facilitate the deliver of the remaining 30,000 copies to certified folder. ($675 value that I will cover) Total Cost to Grant County- $40,000 Bob Richardson I Regional General Manager, Publisher- Hagadone Media Washington Columbia Basin Herald Sun Tribune Basin Business Journal Moses Lake Magazine Grant County Magazine Adams County Magazine brichardson@hagadonemedia.com 813 West Third Ave. I PO Box 910, Moses Lake, WA 98837 columbiabasinherald.com 112agadonemedia.com basinbusinessiournal.com Phone: 509.765.4561 x131 I Fax: 509.765.8659 Connecting community and commerce through print & digital media