HomeMy WebLinkAbout19-143 - Westfield Southcenter - 2019 Food Truck Rally1g-143
Council Approval N/A
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G2UO8uuthconberBoulevard, Tukwila VVA88188
Contract Number:
AGREEMENT FOR SPONSORSHIP OR GRANT FUNDS
THIS AGREEMENT for sponsorship orgrant funds ("Agreemant") is entered into between
the City of Tukvvka. VVaohingtnn, hereinafter referred to as "the City", and Westfield Soudhmanter,
hereinafter referred to as "the Recpiaff, in consideration of the mutual benefits, 0anno, and
conditions hereinafter specified.
WHEREAS, the Recipient requested sponsorship or grant funds from lodging taxes obtained
bythe City afTukwila; and
WHEREAS, the Cbv's Lodging Tax Advisory Committee and City Council approved the use
oflodging tax funds for anInternational Food Truck Rally;
WHEREAS, it is within the power and public interest of the City to sponsor a local community
celebration such as the 2010 /n&an/aYiom/a/ Food 7ruckffa0x Presented by City of Tukwila and
Westfield 3uut/centor(the ^Evant")and
WHEREAS, the City and Recipient previously partnered on this Event in July and desire to
doitagain before the end ofthe year,
WHEREAS, the City finds that the Recipient celebration will aid and strength the Cdv'soemmm
of community and celebrate the C|ty'od|weroe cultural;
VVHERE/\8. the Event will promote tourism to the C|b/ and provide greater City exposure
through branding and marketing; and
NCJVV, 7[HEREPORE, in consideration of the mutual benefita, covenants . condibnoo,
promises and agreements set forth herein, it is agreed by and between the City and the Recipient as
follows:
1. Event Designation. The funds provided from the Qh/ to the Recipient are for the purpose
of, and shall only bespent on, the Event. The Event must occur within the corporate
boundaries of the City of Tukwila at a venue of the Recipient's choosing. The Event must
occur prior toDecember 31.2U19.
2. Services 15V Recipient. The Recipient shall make all arrangements for the Event as
specified in this Agreement and as necessary to organize and operate it. The Recipient shall
arrange for all nmmiceo. labor and related equipment to conduct and complete the Event.
The Recipient shall execute this Agreement by September 27, 2019. in order to receive
funding the Event.
3. PaYnmemt The Recipient shall bapaid bvthe City for the Event aofollows:
A. The City shall pay the Recipient in accordance with Attachment A for the sole purpose of
sponsorship ofEvent.
B. The Recipient shall maintain tinne, expense, and spending records of funding and
provide them tothe City upon request,
C. The Recipient shall: submit e written report to the City on the Event pursuant to this
Agreement, nolater than 3Odays after completion ofthe Event. The written component
of the report should be no longer than two pages |ong, excluding budget dgtaU, and
should follow the outline below:
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• Summarize the activities undertaken inthe Event;
^ Provide an analysis of actual expenses and income related to the Event, including the
expenditure nfCity funds;
° Provide mgood-faith best estimate nfactual attendance ofthe event.
O. The Recipient's Event records and accountspe�m|ninQtothis Aonaemnentare tobekept
available for inspection by representatives of the City and the state of Washington for o
period of three (3) years after final payments. Copies shall be made available upon
request.
4. Event Promotion. All marketing and media announcements for this celebration shall list the
location asbeing in, "Tokw]|o.^ The Recipient kxsolely responsible for any and all information
contained inthe press release and marketing for the Event.
5. Compliance with Lnmum. The Recipient shall, in podbmn|nQ the oan/iosn contemplated by
this Agreement, faithfully uboan/e and comply with all federo|, state, and local laws,
ordinances and regu|mt|nno, applicable to the services rendered under this Agreement.
Recipient is /aqo)nod to obtain any and permits for the Event.
8. Indemnification., The Recipient shall deYend, indemnify and hold the Qty. its officers,
oMicia|u, employees and volunteers harmless from any and all o|m|non. injuries, domageu,
losses or suits including attorney fees, arising out of or resulting from the anto, errors or
omissions of the Recipient in performance of this Agnaemen1, except for injuries and
damages caused bythe sole negligence ofthe City.
Should a court of competent jurisdiction determine that this Agreement is subject to RCVV
4.24.115, then, in the event of \iohi|ih/ for damages arising out of bodily injury to persona or
damages to property caused by or resulting from the concurrent negligence of the Recipient
and the City, its officers, ofOuio|o, emnp|oyeen, and volunteers, the Recipient's liability
hereunder mhm|k be only to the extant of the Recipient's negligence, It is further specifically
and expressly understood that the indemnification provided herein constitutes the Recipient's
waiver of immunity under Industrial |nooronma, Title 51 RC\N' solely for the purposes of this
indemnification. This waiver has been mutually negotiated bvthe parties. The Provisions of
this section shall survive the expiration o,termination oYthis Agreement.
7. Intellectual Pnopert/,
a. License. Citv of Tukwila Tourism Marks. The City hereby grants to Recipient a.
worldwide, non-exclusive, non-transferrable, non-sublicensable and royalty free
right and license to use: its name, logo, wordmarks or other trademarks ("City of
Tukwila Tourism Marks") in promotional, advertising, commercial and marketing
materials, in all formats and media including but not limited to digital, print, social
media to support the Event and Recipient's engagement and involvement with the
Event promotion and Recipient's obligations under this Agreement, in the form
including colors and sizing provided by the City. Notwithstanding the foregoing,
Recipient for purposes of performing its obl'igations hereunder shall be permitted
to warrant to third party service providers, providing direct services to the Event
8.|meurance
A. Insurance Term
The Recipient shall procure and maintain for the duration of the Agreement, insurance
against claims for injuries to persons ordamage to propertywh|ch may arise from or in
connection with the performance of the work hereunder by the Recipient, its agents, its
guests, its napnaeentmUves, volunteers, or employees.
B. No limitation
maintenance of insurance as required by the agreement shall not be construed to
limit the |iebUhv of the Recipient to the coverage provided by such insurance, or otherwise
limit the Cit/erecourse tuany remedy available etlaw mrinequity.
C. Required Insurance
Recipient's required insurance shall baoofollows:
Gaoeno| Liability insurance shall beotleast ambroad aa Insurance Services Office (I8D)
occurrence form CG 0001 covering pnemisma, upensdons, produo1s-nnmph/tmd operations
and contractual ||ebHih/. The City of Tukwila shall be named on an additional insured on
Recipient's General LimbH|h/ insurance policy using ISO Additional [noupod-k8nomQero or
Lessors of Pnanl)neo Form CG 20 11 or an endorsement providing at least as broad
coverage. The General Liability insurance shall bewritten with limits ooless than
$1.OQU.000each occurrence, $Y.00O'00Ugeneral aggregate.
The insurance noUov shall conbsu, orbeendorsed tn contain that the User's insurance
coverage shall be primary insurance as respect the City of Tukwila. Any insurance, self-
insurance, or self -insured pool coverage nna|nte|Dad by the City of Tukwila shall be excess
oythe Recipient's insurance and shall not contribute with it.
D. City of Tukwila Full Availability of User Limits
If the Recipient maintains higher insurance limits than the minimums shown above, the City
of Tukwila shall be insured for the full available |inmdo of Commercial Gemaod and Excess or
Umbrella liability maintained by the Recipient, irrespective ofwhether such limits maintained
by the Recipient are greater than those required by this contract or whether any cerWiomba
of insurance furnished to the City of Tukwila evidences limits of liability |nvver than those
maintained by the Recipient. -
E. CerHficote of Insurance and Acceptability of Insurers
The Recipient shall provide a certificate of insurance evidencing the required insurance
before using the Premises,
Insurance is to be placed with insurers with a nurnontA.k8. Best rating of not less than A:
9. Contractual Relationship. The RenpKamd and the City agree that the Recipient is an
independent ondh/ with respect to this Agreement. Nothing in this Agreement shall be
considered to create the relationship of employer and employee between the parties hereto.
Neither the Recipient nor any employee of the Recipient shall be entitled to any benefits
accorded City employees by virtue of the services provided under this Agreement, The City
shall not be responsible for withholding or otherwise deducting federal |nomnne tax or social
security orfor contributing tVthe state industrial insurance program, otherwise assuming the
duties ofenemployer with respect iothe Recipient, orany employee ofthe Recipient,
10' Oksox|nmiusdion Prohibited. Reoipient, with regard to the work performed by it under this
Agnaenmemt, will not discriminate on the grounds of race, raUgion, creed, color, national origin,
oge, veteran otoduo, oex, oezum| urientmMon, gender identity, marital status, political aMi|ioUnn,
the presence of any dimob|Uty, or any other protected' c|ea$ steb4m under state or federal law,
in the selection and retention of employees or procurement of materials or supplies.
11. Asmiqnnnmni. The Recipient shall not sublet or assign any of the services covered by this
Agreement without the express written consent of the City.
12. Non -Waiver. Waiver by the City of any provision of this Agreement or any time limitation
provided for in this Agreement shall not constitute awaiver nfany other provision.
13. Applicable Law; Venue; 4ffmrnmV'a Fees. This Agreement shall be subject to, and the
Recipient shall at all times comply with, all applicable federal, state and local lawo,
regu|aUons, and rules, including the provisions of the City of Tukwila Municipal Code and
ordinances of the City. In the event any ouit, arb|iroUon, or other proceeding is instituted to
enforce any term of this Agreement, the parties specifically understand and agree that venue
shall be properly laid in King County, Washington. The prevailing party in any such action
shall be entitled to its attornay`sK*es and costs of suit. Venue for any action arising from or
related tothis Agreement shall be exclusively inKing County Superior Court.
14. Seaerab0dyand Survival. |Yany term, condition orprovision nfthis Agreement |sdeclared
void or unenforceable or limited in its application or effect, such event shall not affect any
other provisions hereof and all other provisions shall remain fully enforceable. The
provisions of this Agreement' vvhioM by their sense and context are reasonably intended to
survive the completion, expiration or cancellation of this Agreement, shall survive termination
Vfthis Agreement.
15. Notices. Notices tothe City shall besent bothe fu|[owing oddnann:
City Clerk
City nfTukwila
G2OO8outhcenterBoulevard
Tukwila, WA 98188
Notices bnRecipient shall besent tothe following, address:
VVestfieW8outhoonter
ATTN:Jason Dyer
28OO8outhuonterMall
Tukwila, WA 98188
10. Entire Aqmement|Modificatimn' This Agreement, together with attachments oraddenda,
represents the entire and integrated Agreement between the City and the Recipient and
supersedes all prior nogotiationa, neprenmrdodionn, or agreements written or oral. No
amendment or modification of this Agreement shall be of any force or effect unless it is in
writing and signed bvthe parties,
/�
�DATED this ( �
CITY OF TyJ<WILA
,2
Derek'EDAdmtrator
Page 5
Attachment
Payment ofCity Sponsorship Funds
The City of Tukwila will provide the following sponsorship funds for the purposes set forth below.
l. Marketing ofthe event, including di .orint, digital marketing and/or any other
marketing the Recipient determines will best drive customers to the Event.
2. Operations for the event only, including any police officers o,private security required for
the event.
A I expenses must be d by the City. TheUH only pay for Vatcosts, not tn
exceed $7,500.00. Recipient shall provide proper documentation, tnthe satisfaction ofthe City,
showing that expenses were incorrpd'andpaid. Funds shall bepaid directly tothe Recipient, with
Recipient responsible for payment nfall expenses incurred.
Ineligible Expenses
The following expenses are not eligible fo[meinnbursernent
I. Reimbursement for purchase ofalcoholic beverages.
2. Staff time for Recipient's emno|n .
3. Charges related to Recipient's digital or static marketing within or on the property of
VVgstf|e(dSouthcentor.
4. Any charge not pre -approved bythe City,