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HomeMy WebLinkAbout24-002 - Pacific Northwest Soccer - 2024 PacNW Winter Classic Soccer TournamentWInter Classic, 2024 SP LIS SHIP AGREEME T 24-002 Council Approval N/A This Sponsorship Ag JTe t (together th all attach n ,nts a d exhibits,. the "Alr ment") Os entered into by and be en the City of Tukwila , a non -charter optional rhunicip cod city (the 'City") and the Pacific Northw st Soccer, a 501(03) entity ("Recipient") (collectively, "the Parties"). ECITALS HEREAS, the Recipient will hold the P4cNW Winter Classic 2024 soccer tournament at Starfire Sports during Ja u- ry of 2024 ("Event"); and WHEREAS, the Event ll be organz and operated by the Recipient; and HEREAS, th t City f Tukwia wshes to sponsor the Event in order to prom.te tounsm and local businesses; and WHEREAS, the City of Tuk i 's Lodging Tax Advisory C01111 ttee and City Co , cU approved a lodging tax applic tion to sponsor this tourism event; and NO "4 THEREFORE, in consideration of the ten s and conditions set forth heren,and in the attachments incorporated and made a part hereof,. the Parts agree s follows: AGREEMENT 1. T rrn This greereent begins upon mutual execution by the Parties and continues until March 31, 2024, unless earlier terminated as oerrnitted hereiln. 2. S •ns4irsinip F n c nsideration for the benefits described in 's Agreement, the City will pay the Recipient a sponsorship fee ("Sponsorship Eee"), outlined in Attachment "A" of this Agreement 5. d (VC nal tht!' fits t City. in additio to bringing the Event to the region, Recipient shall pr vide the benefits to the City,outlined in Attachment "B" of this Agreement, Event Lr tki R .cipient is solely responsible for organizing and perating th Event, This Agreement creates no bligation on the City to anage the Event's plannin logistics, and/or operations. Through this Agre ment, the City's sole role is lirnited to a financial sponsor for the Event, yrir nt 'A orship a. Recipient shall subr it invoice and supporting documentation to the City as outlined in Attachment "An of this Agreement. 6. The recipient shall procure and maintarn for the duration of the Agreement, insurance ag inst claims for injuries to persons or damage to roperty hich may arise fro or in connection with the performance of the work hereunder by the Recipient, their agents, representativ s, employees or subcontractors. Recipie es maintenance of insura ce, its sc pe of verage and limits as required herein shall not be construed to Ulit the liability of s le Recipient to the coverage provided by such i s rance, or otherwise limit th City's r course to any remedy available at la or in equity. (a) Minim m Sco i of the limits described belo ce. Recipient shall b a nsura ce of the pes and i h i. Auto sobile Liability insurance ith a r in b dily injury a d property dassage of 1,000,000 per accident, Autorno Ile tabflity insurance shall c ver all owneit, n n-os ned, hired and leased vehicl Coverage shall b written on Insura ce Services Office (ISO) form CA 00 01 or a substitute form providi g equivale t liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverag um combine single limit for Curn ercist Genersi Li bility insurance with U t no less thin $2,00 ,000 ech occu ence, $2,000,000 general ggregate ani $2,000,00I products- compl sted operations a , regate limit. Com ercial General Liability insurance shalt as least at broad as ISO ccurrence form CG 00 01 a d shall c ver liability arising from premises, oper tions, ind pendent c ntractors, products - completed operations, stop gap liability, pers nal injury and advertisi g injury, and liabilityssu ed under an insured contract. 'The Co im rci- General Liability insurance shall be end rsed t provste a per pr j ct general aregat limit using ISO form CG 25 03 05 09 or an equi aient ndisrsement. There shall be no exclusion for liability arising from explosion, collspse or u derground property ia ate, The City shillbe named as n a ditional insure under the Recipient's Commercial General Liability insurance policy with respect to the rk perfor ed for the City using SI Additional Insured en ors ment CG 20 10 10 01 and Additional Insured -Co: pl. ted Operations end rs ment CG 20 37 .10 01 or substitute endo ements providing at Last as firoad cove. sge, e Co ipensati n coverage as required by the Industrial linsu nee la s of the State of Washingt n. 'Y. nd aronificssion., Recipient shall defend, indemnify and hol the Cihy, its o leers, agents, officials, employees and vol nteers harmless from any and all claims,injuries, dama es, losses or suitscluding attorney fees, arising ,.!sut of or in connecti with the Ev nt or Recipient's perf rmance under this Agree ent, except for injuries nd damages caused by the sole negligence of the City. Ho ever, should a cou of competent jurisdiction determine th t this Agree nt is subject tc f424J15.. th in the event of li bility for d mages arising out of bodily injury to persons or d ags to pr perty caused by or resulting from the co curr nt neslisenc of the Contractor and the Public Entii its afflcers, officials, mployees, and volunteers, the Contractor's liability hereunder sh U be only to th .xt- nt of the Contractor's negligenc it is further specifically and expressly und tood that the indemnificatio provided herein constitutes th Contractor'swavrcf unity under iiut Liim r jace,,iifie_51,jac;;„ solely for the purp ses of this in emnific tion. This waiver has been tuUy ne otiated by the parties. The provisions of this section sh4lisurviv th expiration or ina n of this Agree ent, sfC fT k TTurs Marks. The City hereby grants to Recipient a ,,i or di ide, non-exclusive, non-transferTable, non-sublicensalMe and royalty free right and licens to use its ame, logo, ordmarks or other trademarks ("City of Tukwila Tourism Marks") i ra oti nal, advertising, corn ercial and marketing aterials, in all for ats and media including but not limited t digital rint, social edia to support the Event and Recipient's engagement and involv ment with the Event pr n otion and Recipient's obligati ns undr this Agreement, n the fo includingcolors and sizin provided by the City. Not iiiiistandin the foreg ing, Recipient for purposes of performing its obligati ns hereunder shall be permitte to rrant to third arty service provers, providing direct services to the Ev nt that it has the right to use City of Tukwila Marks, Ho ever, the scope of this license to Recipient shall be interpreted as lirnited to accomplishing th purposes set forth in this Agreement in support of the Event an for no ether purp se, Recipient ay not se the City of Tukwila Marks in any manner for any purpose ithout submitting such prop sed use to the City for its prior written approval, which may n t be unreasonably ithheld, c nditioned or delayed. The use of the fficM seal of the City of Tuk Ha by Recipient is nit authorized under this asreement, 9. Misc,,tiai us. a. Njtigj All notices shall be sent in writin to e a dresses listed in the si , nature blocks below, or ti an address that may other ise directed herein, and shall b dee d received on the third (V) day a r deposit in mail The parties &so recognize and accept the sufficie cy f electronic m communications. All 0 ca otice sent thr gh electr Mc communication shall is sent ith a read receipt and shall be dee ed received up return of that read receipt notice, Nothing in this Agreement shall be inter reted to limit, restrict, or diminish the police po ers if the City of Tulks/la conveyed upon it by the State of ashington, No party may assign any of its rights under this Agreement lir delegate its performance under this A. reement, whether volunt rily or involu tarily, by meter, co solidati n, dissolution, op ...rati , or in ny other ma ner, without the prior ritten consent of the ither p rty, except as othe ise expressly agreed herein. d. G All nnatt rs ar5» reLting to this Agr ent shall be governed and const ed in accordance wth the laws of the State of shir, on ithout gvng e ect to any choic .-of-law provision or rule. The state and 'federal courts of King County. ash i 'tton shallhave the exclusive jurisdiction over the resolution of any dis u s that arise and .r this Agreement. w f rco a,W2L&W1LJi hLQLjvw&1QrLo. This greement is I gaily binding upon and inures to the benefit of the parties and their permitted successors nd assigns. No third party is intended to benefit from, n r may any third p rty seek to enforce, any of the terrns of this reement. LknthLLQLLtEQtho„ Recipient and City agree that Recipie t is an independent:, contractor ith respect to the services provided pursuant to this kreement, Nothin in this Agree ent shall be considered to create the relationship of e oyer and employee between the parties hereto. Neither flleci ient nor any employee of Recipient shall be entitled to any benefits accorded City ernployees by virtue of th .services provided under this Agreement. The City shU not be responsible f withh iding or otherwise 4educting federal income tax or social security or contributing to the State industrial Insurance Program, or otherwise assurrng the duties of an employer with respect to the Recipient, or any employee of the Recipient Q2mpLetek,reenten1. This Agreement constitutes the final agreement between the parties. it is the cornplete and exclusive expression of the parties' agree rent on the otters contained in this Agreement, AU prior and contempor neous negotiations and agreements between the parties on the matters contained in this Agreement are expressly merged into and superseded by this Agreement, n enteri i to this Areenent, neither party h.s relied upon any statement, representation, wa 'anty„ or agreement y ir from the ither party except f r those expressly csntned herein. h. ttliEntact gat. The ter s of this Agreement may not be modifiesor amended other than by a writing executed by l'xoth parts by th ir duly authorized representatives. Walieteond, Sdi4. gsl. The fail re of ther p. to enforce any of the provisions of this Agreement, or to exercise any option provid ..d in this Agreement, 4rt0 require performance by th other arty of any of the provisions in this Agreement, is not a present or future waiver of such provisions and 'does not affect the validity of this Agreement or the right of the other party t enforce .ach and every provision of this Agree . ent thereafter. The express wver tiler one or more times) by either pa y of any provision, condition or reurernent of this Agreement dos not constitute a 1/10/24 chi PacN ht rCic 11 11 City shall prrd(4,a rn 'bat of $10 pe oorn night at lodgin bui Tukwila, up to a maxi 2170 for the terr of this Agre m nt. The hotel b utilize the s 'cos of th City' destination marketing or nization, Seattle So h Authority (SSRTA). Only th se rooms book throu ,h SSRTA aM SSRTA's 3 party h cxxitr, ctor, Event Connect will b eligible for th $10 room night rebate. City of ings must ional Tourism sin Recipient must provide documentation from SSRTA on the ctwil number of paid r ms and paid nights sc.k d in Tukwila Room nights booked via a third -party b iking rvi or directly a lodging business, Without the involvement of SSRTA an. Eviint Connect, will not be el" ible for re i bursern nt. Unpaid oms (comp roo ) ar no Agibi , for re i bur m nt Over outside the City used by th; hotels to crximmodat overbo ing will lso not be eligible for reirnbu rent. No ter man Marc) 31, 2024, Recipient sh provid vide the following info tion to th r an invoice, with this invoice, the Re plent shall 1. Total nurnber of attendees at the Event. 2. Total nu b r of attendees that traveled fr.utsde Washing 3,. info nation from SSRTA lila ding: a. List of Tukwila hotels used for the event. b. N rnber of room nights booked and t tal number o r. used for the Event. 4. Current W-9„ 5. Ea rpes of marketing materials used to promote the event 6. Photos of the Event. e City shall provide paymen above. in 3Od 5 nights actualized in ech hotel ys of receiptof ihe invoice an documentaton outhned 1. The Evenrs primary C Attachmer ortF sor Bnffts fit CI nee must be heid n the corp sec dary fiel s o tsi e of the City of Tukw m sic 24 xam widen f the City of Te used for th event. 2. Rpnt shall only p mote hot Is in the City if Tel "Ia to at1 ndees of the Event. 3. Paddle Northwest Sr r Club will follicrwilik tl e Experience 'rua sodal