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HomeMy WebLinkAboutAgreements/Contracts - BOCC (002)K26-027 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 DATE: 2/5/2026 PHONE: 2931 ©Agreement / Contract ❑AP Vouchers ❑Appointment / Reappointment ❑ARPA Related ❑ Bids / RFPs / Quotes Award ❑ Bid Opening Scheduled ❑ Boards / Committees ❑ Budget ❑ Computer Related ❑ County Code ❑ Emergency Purchase ❑ 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 GWIN Wh LTAC Grant • • •4i to the Quincy ValleyChamber of • for Year -Round Tourism Promotion in the amount of $30,000.00 to be paid from Fund 134.0000 (Lodging Tax) 3iete a rinanciai rceouest t-orm r- If necessary, was this document reviewed by accounting? ❑ YES ❑ NO 0 N/A If necessary, was this document reviewed by legal? 7 YES ❑ NO ❑ N/A DATE OF ACTION: APPROVE: DENIED ABSTAIN D1: D2: D3: DEFERRED OR CONTINUED TO: WITHDRAWN: 4/23/24 GRANT COUNTY ILODGING TAX ADVISORY COMMITTEE {LTAC) PO Box 37, Ephrata, WA 98823 1 (509) 7542011, x2931 LTAQP November 19,2025 Dear Grant Recipient, Enclosed you will find your contract(s) for each awarded grant from the Lodging Tax Advisory Committee. Please review and sign the contract and return as soon as possible to: Lodging Tax Advisory Committee ATTN: Caitlin E. Manell 35 C St. NW P.O. Box 37 Ephrata, WA 98823 If you have any questions or concerns about the enclosed agreement(s), please do not hesitate to reach out to the undersigned. Thank you, Caitlin E. Manell Clerk of the Lodging Tax Advisory Committee (50 ) 754-20211 ext. 2931 cemanell@grantcountyNva.gov iwi'l WIN LTA C GRANT #-, 2026-048 EVENT: Year -Round Tourism Promotion ORGANIZATION: Quincy Valley Chamber of Commerce AMOUNT: $30,000.00 THIS AGREEMENT is made by and between Grant County, a non -charter County of the State of Washington, hereinafter referred to as "Coun'ty,11 and Quincy Valley Chamber of Commerce hereinafter referred to as "The Entity", jointly referred to as "Parties." Tourism Promotion. "Tourism promotion" means activities, operations, and expendi 0 tures designed to increase tourism, 'including but not limited to advertising, publicizing, or otherwise distributing information for the purpose of attracting and welcoming tourists; developing strategies I% "t 4. to expand toun'sm; operating tourism promotion agencies; and mnamg 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: Eurpose of ement. The purpose of this Agreement is for the County and the Entity to promote tourism in Grant County. The County agrees to make ftmds available to the Entity for the purpose of tourism promotion to attract visitors overm*ght to create business and revenue in Grant County, 2* A tration. The Board of County Commissioner's Office shall administer and be the primary contact for The Entity regarding teens of this Agreement. For good cause, as solely deterrrdned 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. ai 3, esentations. 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 AgTeement, the Entity represents that the It rw funds will be used for tourism promotion as ctenned 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 other responsibilities in a timely manner. III! pil qll I I � I I I I 1 11111 ___ "Og�ffl 1111FWI 111!i 4, Rejtuirements for Grant Use. Tourism promotion grants are lintlended to in-cerease Tourism and to draxivr toldIrlsts from more than 510 miles away. As a requirement o, your grant Papproval, you must-, a. Promote Grpunt Coun-11-y L'TAC, on all advertising -and relevant media., as a paertner and have -the Grant County LTAC logo provided andor *ncluded in all appropriate advertising and media. -'he logo for advertisitita use is available in muft*ple formals at,' h civi , rim _11M.Hwa-�,Yrqntcounty. lus.com/1032/Lod&Ln&-iax- Advis rj!:Qo Q, . Copies of the logo may also be requested by contacting LTAC by email at ltac(&,grantcojjp�ta.LYov, b, Ut'lize I man funds to advertise, promote or otherwise attract visitors to your event_/venwe from - mt ore than 50 w-dles awa:Nr (local events should be fianded thri ough local LTAC gyrraunts). Grant funds mav, not be used fior the followill r- i, Capital Improvements 113 Advert's'ng locally — to draw ftom local crowds for local events. v++.j, Fl. ROPOrtinti. RCW 67.28.1816 as ,mended includes repo-.rting requirim ents for the Entity and the County on the use of funds distrlibu ited pursuant to this Agreenient and the estimated and at -ual nt er of increased visitors. These reports are required to be provided b-q the 'EintNn,,, to the I C:ounty and bv the County to the Joint Legislative Audit and RecMeAv CoraTrij. itt e e 1%, (JLARQ lilie frollowung provisions allow the Entity and.11he Co-u-Intiv to vnsexet their respective requirements under R C W 67 -]2 8. 1814 6 a, Estimated Increase InVisitors: As part of its LTAC application, ttie Entity shall provide the County with ar,1, estimate of theru, berof visitors resulting from the ase of ifiand s under this Agree7n. ent, The estimated number of visiticors provided shall be consisterflit with the EIntity's proposal to the Countv ter lodaing tax ranuals. 10141" to the extent su, estunattes were provided there llil, b, Final Lodiaint! Tax EM�p������_Increase in Visitors-, Upon cornpletion. ot the touri's-irn promotion as specifiled wits a the wpplication and this Agreement, but no iater than 60-dlx L4�_ aftvri-�,iaL e Entiltv shall complete a rtenr)ort- s-dositant-Itally th! and provide to tie Counqw a final report of 11--he ritunber of visitors resul, Llrft om, U the use of flunds under this Agreemcnit and expeneatn -ditures, ,u ises o, t-wrids wrider this Agrcezrnent, 'rhe numbers of ivrisitors, shall be based on an actual count, or if it a � is not practical. to make an actual. count., a good fa;jtb best-estimate of thhe number of visitors resulting from the use of fainds under this Agreement. The furtial report shall deswedribe the methods used to determine the actual number of visitors,. or 11'r, the event such niumbers were determined from an estim ate, the Pinethods used to detern-1,11ne such estimates. c. Coqjnty Reporting: The Countv shall provide the Ent ity"s estimates and final =L_ 1-f rsepo-rt to JLARC as part of its annual report. d. All reimbursement requests must include cop .es of the invoice, receipt of payment and/or tear sheet to pry lvr.de proof of request., payment and use. All reirnburse. mr ent requests must be submitted with a complete Lodging Tax ExpendittitnEIN Report. C� 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, 7. Term of Contract. This Agreement shall be in full force and effect upon full execution and shall remain in effect until terminated either by The Entity expending the allocated County funds or completion of the tourism promotion activities. Either Party may terminate this Agreement by 30 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 desist from distributing any her funds to The Entity for work perfonned or otherwise. The County shall make payment for all work satisfactorily performed up to the time of termination. 8* C ensation. The County agrees to pay the, Entity ap amount not to exceed $30,000.00 as recommended by the LTAC and approved by the County Commissioners. 900 Pament. The County shall pay the Entity upon presentation of approved documentati AWM"W- ion to the County. The Entity shall be responsible for showing that the County funds were used for tourism promotion. The proof of expenses shall be forwarded for reimbursement to the LTAC Clerk, asp of required reportffig, at the address below no later than 60 days from the completion of your event and/or no later than the 15thday of December in the year that funds were awarded for year-round promotion. The County reserves the fight to withhold payment of and under this Agreement which 1*8 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., 100 An able Laws and Standards. The Parties, in the performance of this Agreement, agree to comply with all applicable federal, state, and local laws, ordinances, and regulations. Relationships of the Parties, 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 services are perfortned is solely wimm the I V discretion i scretion 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 A.- - for the conduct and actions of all employees of the Entity under this Agreement and any liability that may attach thereto. 12. Records. The County or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all the Entity's records with respect to all matters covered in this Agreement. Such representatives shall be pennitted to audit, examine and I* 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. 11 iiiiiiq IIII X` lfflwil Q 13. Indemnification and Hold Harmless. The Entity shall, at its sole expense, defend, indeirmify 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 wrongfal or negligent acts, 0 IV V 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 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 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 Wising out of such sem"ces 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, indemm"fy 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 smices 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 indemm'fication obligations shall not be brMted in any way by any limitation on the amount or type of dmnages, 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, 14. 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 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. q U- 15. Assignment and Dg Ueation. 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. 0 '1 .4 16. ISubcontracts. 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. 17* Confldentia!i:.t-N1. The Entity may, from time to time, receive infonnation which is deemed by the County to be confidential. The Entity shall not disclose such infonnation without the prior express written consent of the County or' upon. order of a Court of cornpetept j*un* sdiction. - .4 i 18. JuAsdicton and Venue. This Agreement is entered into in Grant County, Washington. Disputes between the County and the En it hall be resolved in the Superior Court of the State of Washington in Grant County. Notwithstanding the forego'ngthe Entity agrees that it may, at the , County's request, be joined as a party in any arbitration proceeding between the County and any thjTd 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 finther 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, 1.9. Cost and Attornelll!s Fees. The prevailing party in any litigation or arbitration Wising out of this Agreement shall be entitled to its reasonable attorney's fees and costs of such litigation Oncluding expert witness fees). 20, EntireA,,greement. This wn'tten.Agreement constitutes the entire and complete agreement . 44, - between the Parties and supersedes any prior oral or Wn'tten agreements. This Agreement may not be changed, modified, or altered except in writing signed by the Parties hereto. 21, 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, 22* SeverabiR . 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 E � TPROVAL, Niguel, i I — ----- ORGANIZATION: Quincy Valle y Chan be r C441merce Si$ EVENT: Year -Round Tourism Promotion Pti"Inted Name E Position 1, lyeotr AMOUNT: $ 30,000.00 Dwe ICOUNTY APPROVAL: Signed this day of 2025 GRANTCOUNTY Cindy Ca�r, V=`� Kevin Burgess, A, EST: BI drb6/ J. Va. u 1er"f, e Board Date 3� Approved as to form: Barbara G. Duerbeck, WSBA #53946 Grant County Civil Deputy Prosecuting Attorney