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HomeMy WebLinkAbout26-018 - Contract - PacNW Soccer Club - Sponsorship Agreement: 2026 Winter ClassicWinter Classic, 2026 26-018 SPONSORSHIP AGREEMENT Council Approval N/A This Sponsorship Agreement (together with all attachments and exhibits, the "Agreement") is entered into by and between the City of Tukwila , a non -charter optional municipal code city (the "City") and the Pacific Northwest Soccer, a 501(c)(3) entity ("Recipient") (collectively, "the Parties"). RECITALS WHEREAS, the Recipient will hold the PacNW Winter Classic 2026 soccer tournament at Starfire Sports during January of 2026 ("Event"); and WHEREAS, the Event will be organized and operated by the Recipient; and WHEREAS, the City of Tukwila wishes to sponsorthe Event in orderto promote tourism and local businesses; and WHEREAS, the City of Tukwila's Lodging Tax Advisory Committee and City Council approved a lodging tax application to sponsor this tourism event; and NOW THEREFORE, in consideration of the terms and conditions set forth herein, and in the attachments incorporated and made a part hereof, the Parties agree asfollows: AGREEMENT 1. Term. This Agreement begins upon mutual execution by the Parties and continues until March 31, 2026, unless earlier terminated as permitted herein. 2. Sponsorship Fee. In consideration forthe benefits described in this Agreement, the City will pay the Recipient a sponsorship fee ("Sponsorship Fee"), outlined in Attachment "A" of this Agreement. 3. Additional Benefits to City. In addition to bringing the Eventto the region, Recipient shall provide the benefits to the City, outlined in Attachment "B" of this Agreement. 4. Event Logistics. Recipient is solely responsible for organizing and operating the Event. This Agreement creates no obligation on the City to manage the Event's planning, logistics, and/or operations. Through this Agreement, the City's sole role is limited to a financial sponsor for the Event. 5. Payment of Sponsorship Fee. a. Recipient shall submit invoice and supporting documentation to the City as outlined in Attachment "A" of this Agreement. b. If the Event is canceled for any reason prior to completion of the Event, the City shall nN t be responsible for payment of the Sponsorship Fee and shalt be entitled to reimbursement of any portion of the Sponsorship Fee paid prior to Event cancellatio Reimbursement to the City shall be made within 30 days of Event cancellation. I c. If any of the games for the Event occurs outside the corporate boundaries of the it of Tukwila, the city shall not be responsible for payment of the Spionsorshi p Fee. Reimbursement to the City of any portion of the Sponsorship Fee shall be made withl � I III I I III I I I I' �li w �"= � 6. The Recipient shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arlse from or in connection with the performance of the work hereunder by the Recipient, their agents, representatives, employees or subcontractors. Reciplent"s maiintenance of insurance, its, scope of coverage and limits as required herein shall not be constru A to limit the liability of the Recipient to thecoverage provided bysuch insurance, orotherwise limitthe City's recourse, to any remedy avaIllabIle at law or in equity. the I I m its descri bed be low: Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. Automobile lia ill vin Alm- MIMI Iv. Al a 01114IT114 MU H. Commercial General Liability insurance with limits no less than $2,000,000 each occurrence, 52,,000,000 general aggregate and $2,,000,000 products -completed operations *t, --rcat-wr N ccurrence form CG 00 01 andshall cover liability arising from premises, operations, independent contractors, products-com pleted operations, stop gap liability, personal inju ry and advertising Injury, and lia bi lity assumed under an insured contr-N ct. The Commercial General Liability Insurance shall be endorsed to provide a per pro general aggregate limit using ISO form CG 25 03 05 09 or an equivalent endorsement. -r�Tl property dabe narned as an: additional insured unw- "'^ w eRecipient's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additionaill Insured endorsement CG 20 10 10 01 and Additional Insu red-Compteted operations endo0 01 or substitute endorsements providing at least as broad coverage. row 7. Indemniflication. Recipient shall defend, indemnify and hold the City, its officers, agen officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or In connection with! the Event or Recipient's performance under this Agreementexcept for injuries and damages caused the sole negligence of the City. I However, should a court of competent jurisdiction determine that thi's Agreement is subject toRCW4,24.,115 then, in the event of liabi'lityfoir damages arising out of bodily injury to contractor and the Public Entity, its officers, officials, employees, and volunteers, the Contractor's liability hereunder shall be only to the extent of'the Contractor's negligence, Itis further specifically and expressly understood that the indemnification provided erein constitutes the Contractoes waiver of immunity under Indutdal Imurance, Title 51 EM soleity for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive! the expiration or termination of this Agreement. 8. License of City, of Tukwila Tourism Marks. The City hereby grants to Reciplent 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, aldvertising, commercial and' marketing materials, in all formats and media including but not limited to digital, print, sociaill media to supportthe Event and Recipient's engagement and involvement With the Event promotion and Recipient's obligations under the foregoing, Recipient for pu rposes of performing its obligations hereunder shaU be permitted to warrant to third party service providers, providing direct services to the Event that it has! the right to use City of Tukwila Marks. However, the scope of this license to Recip,ientshiall be interpreted'as limited to accomplishing the purposes set forth in this Agreement in support of the Event and for no other purpose, Recipient may not use the City Cityforits priorwritten approval, which may not be unreasonably withheld, conditioned or lit i Pr 9. Miscellaneous. a. Nakes, All, notices shall be sent in writing to the addresses listed in the signature blocks below, or to an address that may otherwise directed herein, and shall be deemed received on the third (311d) day after de posit 1 n mail. The pa rties also recogn ize and accept the sufficiency of electronic mail communications. All official notice sent deemed received upon return of that read receipt notice. b. Nice eoweg, Nothing in this Agreement shall be interpreted to limit, restrict, or diminish the police powers of the City of Tukwila conveyed upon it by the State of Washington. C. signment, No party may assign any of its rights under this Agreement or delegate its performance under this Agreement, whether voluntarily or involu Mari ly, by merger, consolidation, dissolution, operation of law, or in any other mannerl without the prior written consent of the other party, except as othierwise expressly agreed herein, d. G!2yecajaa Low od Venue, All matters arising relating to thi's Agreement shall be governed and construed in accordance with the laws ofthe State of Washington without giving effect to any choice -of -law provision or rule. The state and federal courts of King County, Washington shall have the exclusive judsdiction over the resolution of any disputes that arise under this Agreement. e. Sucos5Qcs g-n-dAss�gn& Lo Third -Po-* icjqr�gs. This Agreement is legally binding upon and inure;s to the benefit of the parties and their permitted successors and assigns. No third party is intended to benefit from, nor may any third party seek to enforce, any of the terms of this Agreement. f. RejQUoQShjaQLLhe Porties. Recipient and City agree that Recipient is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Recipient nor any employee of Recipient shall be entitled to any benefits accorded City employees by virtue of the services provided underthis Agreement. The City, shalt not be responsible for withholding or otherwise deducting federal income tax, orsociat security or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an employerwith respect to the Recipient, or anyemployee of the Recipient. g. Qmpkite/lgrgerrient. This Agreement constitutes the final agreement between the parties. it is the complete and exclusive expression of the parties' agreemeniton the matters contained in this Agreement. All prior and c�onitemporaneous negotiations and agreements between the parties on the matters contained in this Agreement are expressly merged into and superseded by thiis Agreement. In entering into this Agreement, neither party has relied upon any statement, representation, warranty, or agreement by or from the other party except for those expressly contained hierein. W-Qjygr od,SQao. The faiture of either pa rty to enforce any of the provisions of this Agreement, or to exercise any option provided in this Agreement, or to req,uire performance by the other party 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 to enforce each and every provision of this Agreement thereafter. The express waiver whether one or more times) by either party of any provision, condition or requirement of this Agreement does not constitute a: waiver of any future obligation to comply with such provision, condition or requirement. If any provision of this Agreement is determined to be invalid, illegal or unenforceable, the remaining provisions of this Agreement remain infill force if the essential terms and conditions of this Agreement for each party remain valid, binding and enforceable. CITYOFTUKWILA '�FNI Signed by: ,bwwas ftctu� "nms=!7 Thomas M� cLeod, Mayor Office of the City Clerk Tukwila City Hall 6200 Southcenter Blvd. Tukwila, WA 9818 ATTESTIAUTHIENTICA TED ,—Signed by: Andy Youn-Barnett, City Clerk RECIPIEN By: -T Printed tjarne; Address: 100 Andover Park W, Suite 150 Tukwila, WA 98188 F-11:2:2200# ORTIRM63 ZOWLT, ,�—Signed by: %Cr�.^,i, ot. Sun d Asch mentA PacNW Winter Classic 2025 Compensation MYVw w ww nights booked in Tukwila, Room nights booked via a third -party booking service or directly wit'h a lodging b�usiness, without the involvement of SSRTA and Event Connect, will not be eligible for reirribursement. Unpaid rooms (comp rooms) are not eligible for reimbursement. Overflow rooms outside the City used by the; hotels to accommodate overbogi will also not be eligible for reimbursement to the City: Total number of attendees at, the Event Z Totall number of attendees that traveled from outside Washington State. 3. Information from SSRTA including* a. List of Tukwila hotels used for the event. b, Number of room nights booked and total number of room nights actualized in each hotel used for the Event. 4. Current W-9. 5Examples of marketing matenials used to promote the event 6. P The City shall provide payment within 30 -days of receipt of the invoice and documentation outlin above. I Attachment B Pacific Northwest Winter Classic 2026 Sponsor Benefits for City of Tukwila 1. The Event's primary venue must be held within the corporate boundaries of the City of Tukwila, secondary fields outside of the City of Tukwila maybe used for the event. Z Recipient shall only promote hotels in the City, of Tukwila to atten'dees of the Event. 3, The City shall be listed as a sponsor on all cligital, and print assets promoting the Event. 4. The City shall be listed as a sponsor on the official' website for the tournament, with a di rect link provided to ExpenenceTukwila.com. 5. Pacific, Northwest Soccer Club will folliow/like the Experience Tukwila social media accouints. 6The City shall receive two dedicated social,meidia posts on Recipient's social media recognizing the City for its spioniso,rship. 7, Recipient and, City shall draft and issue, after approval by the C 4i, a press release highlighting the City's sponsorship. 8, In emails to attendees about the Event, Recipient shall include information about things to do in I the City of Tukwila and include a link to ExperienceTukwila.com.