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HomeMy WebLinkAboutSecond Street Grill - 2016 Summer Nights Beer & Wine Garden SPECIAL EVENTS AGREEMENT South 4 Street Venue — "Summer Nights Beer & Wine Garden" (Second Street Grill) THIS SPECIAL EVENTS AGREEMENT, hereinafter an "Agreement," is made and entered into by and between the City of Yakima, a Washington State municipal corporation (hereinafter the "City "), and Pete's Inc. UBI# 601- 988 -645, owner and operator of Second Street Grill (hereinafter "Second Street Grill "). I. RECITALS A. City is a municipal corporation of the State of Washington with City Hall located at 129 North 2 Street, Yakima, Washington 98901. B. Pete's Inc. UBI# 601- 988 -645 is a limited liability company duly formed and existing under the laws of the State of Washington, and owns and operates a restaurant known as "Second Street Grill," with local business offices at 28 North 2 Street, Yakima, Washington 98901. C. City desires to facilitate a series of special event concerts and associated activities, including a Beer and Wine Garden, for the benefit of the community, to occur on certain dates in the months of June, July and August 2016. These events will feature free concerts and entertainment, together with a featured Beer and Wine Garden, intended to benefit the public and promote the cultural, recreational, educational and economic development interests of the community. D. Second Street Grill has the experience and ability to provide promotional and operational services to accomplish such purposes. E. The parties desire to enter into an Agreement for the provision of such services pursuant to the terms and conditions set forth herein and below. II. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants, conditions, promises, and agreements set forth herein, it is agreed by and between the City and the Consultant as follows: 1. Special Events — Schedule. The special events subject to this Agreement are to be called the "Summer Nights Beer & Wine Garden," and shall consist of a Beer and Wines Garden (with individual payment for consumption), and concerts, entertainment and related productions, open to the public at no admission charge, on the following dates in the summer months of 2016: June 16, 23 and 30 July 7, 14, 21,and 28 August 4, 11 and 18 Page 1 of 7 The special events shall occur between the hours of 5:00 p.m. and 9:00 p.m. on such dates. Any variation of the dates and times described above shall be mutually agreed by the parties. 2. Special Events Location. Each of the special events in the above described series will be scheduled to occur within of the North Front Street Historic District between Yakima Avenue and Staff Sergeant Pendleton Way. 3. Scope of Work. Second Street Grill, in cooperation with City as set forth below, shall provide event services, staff, specialized equipment, and otherwise do all things necessary for or incidental to the performance of the following work: A. Liquor License — Permit. Second Street Grill shall acquire and comply with all necessary and appropriate liquor licenses or permits from the Washington State Liquor and Cannabis Board to promote and conduct the Beer and Wine Garden functions for each special event featuring such use. B. Acquisition and Sale of Beer and Wine — Sharing of Net Profits. Second Street grill shall purchase or otherwise obtain all beer and wine to be sold in the Beer and Wine Garden licensed venues from local wholesalers of such products, or from retail sources deemed necessary and appropriate by Second Street Grill with the agreement of City. City and Second Street Grill will cooperate regarding selection of preferred brands of beer and wine for sale in the Beer and Wine Garden venues. The parties will jointly determine prices for sale of beer and wine within the Beer and Wine Garden events. City and Second Street Grill agree that the net profits from the sale of beer and wine at each event shall be shared equally between City and Second Street Grill. "Net profits" for purposes of this section means total revenue from sales of beer and wine at each Beer and Wine Garden event, less cost of acquisition and transportation of such beer and wine consumed, and less costs incurred by Second Street Grill for payment of employees providing service within the Beer and Wine Garden and security personnel providing security directly for the Beer and Wine Garden function, and less costs of insurance premiums paid by Second Street Grill for operation of each Beer and Wine Garden event, and less taxes and fees incurred and payable by Second Street Grill to governmental entities (other than City) for licensing and permits for such Beer and Wine Garden function. Second Street Grill shall maintain accounts of the amount of beer and wine acquired for each event, total amounts of beer and wine consumed at each event and the cost of such beer and wine consumed, the costs incurred by Second Page 2 of 7 Street Grill for employees and security personnel retained by Second Street Grill for operation of each Beer and Wine Garden event, and any taxes and fees incurred for such Beer and Wine Garden event; provided, however, that payment of fees to City for issuance of any special event permit shall not be deducted from gross revenues to calculate net proceeds. Second Street Grill shall tender payment of one -half of the net proceeds for each Beer and Wine Garden event to City within thirty (30) days after conclusion of each event featuring a Beer and Wine Garden. Such payment shall be accompanied by a written statement of account showing gross revenue for each Beer and Wine Garden event, and net profit for each event stating and describing applicable deductions from gross revenue for costs of acquisition and transportation of beer and wine consumed for the event, total amounts of beer and wine consumed at the event, costs incurred by Second Street Grill for payment of employees and security personnel retained for operation of each event, and costs incurred by Second Street Grill for payment of taxes and fees associated with such event. C. Special Events Code — Insurance. Second Street Grill shall' obtain and maintain insurance as set forth in the insurance requirements of YMC 9.70.160 and liquor liability insurance requirements of YMC 9.70.160(3). D. Beer and Wine Garden Personnel. Second Street Grill shall retain sufficient employees and personnel to provide service, verification of age of customers and patrons, and security for each Beer and Wine Garden function in accordance with any requirements of the applicable Washington State Liquor Control Board permit or license and the provisions of the City's Special Events Code. E. Promotion of Events. Second Street Grill will cooperate with City to promote the special events, and will advertise and promote such events through its available social media outlets. F. Liaison. Second Street Grill will designate a person with appropriate authority to serve as event liaison, and will provide City with such person's contact information. Second Street Grill's event liaison contact is: Name: �� -.C� R N14 Title: IQ/L= Address: 22 L) Z- Page 3 of 7 Phone: 1 IC0G .f 436 4. City's Responsibilities. City shall provide the following services to facilitate the special events: A. Restroom Facilities. City will provide restroom facilities to accommodate event promoters and participants. B. Trash Receptacles. City will provide trash receptacles and cleanup services. C. Street Closure. City will provide appropriate closure of street at the event site, with appropriate barricades and signage. D. Event Security. City will provide personnel sufficient to provide general security for each special event listed in Section 1 of this Agreement, such personnel to be in addition to the security personnel provided by Second Street Grill for security of the Beer and Wine Garden venue. E. Promotion of Events. City shall make available appropriate space on its web site or telecommunications systems for the placement of information advertising and promoting the special events. City reserves the right to approve, deny or edit such information, advertising and promotion in any manner deemed necessary or appropriate by City in its sole discretion. F. Tents, Canopies, Fencing. City will provide tables, tents /canopies, and fencing as appropriate to facilitate the event. G. Liaison. City will designate a person with appropriate authority to serve as event liaison. The City's event liaison contact is: Sean Hawkins Economic Development Manager City of Yakima City Hall 129 North 2 Street Yakima, Washington 98901 Phone: (509) 575 -6274 5. Term of Agreement. The term of this Agreement shall commence upon full execution by all parties and shall terminate upon full performance of Second Street Grill's service hereunder. This Agreement may be terminated by either party in accordance with Section 16 of this Agreement. 6. Status of Parties. Second Street Grill and City understand and expressly agree that Second Street Grill is an independent contractor in the performance of each and Page 4 of 7 every part of this Agreement. Second Street Grill, as an independent contractor, assumes the entire responsibility for carrying out and accomplishing the services required under this Agreement free from supervision by the City over the methods and details of performance except as provided herein. Additionally, and as an independent contractor, Second Street Grill and its employees and contractors shall make no claim against the City for employment benefits, social security, and /or retirement benefits. Nothing contained herein shall be interpreted as creating a relationship of servant, employee, partnership, joint venture or agency between Second Street Grill or any officer, employee or agent of Second Street Grill, and the City. 7. Taxes and Assessments. Second Street Grill shall be solely responsible for I compensating his its employees and for paying all related taxes, deductions, and assessments, including but not limited to, federal income tax, FICA, social security tax, assessments for unemployment and industrial injury, and other deductions from income which may be required by law or assessed against either party as a result of this Agreement. In the event the City is assessed a tax or assessment as a result of this Agreement, Second Street Grill shall pay the same before it becomes due. 8. Non- Discrimination. During the performance of this Agreement, Second Street Grill shall not discriminate in violation of any applicable federal, state and /or local law or regulation on the basis of race, color, sex, religion, national origin, creed, marital status, political affiliation, or the presence of any sensory, mental or physical handicap. This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision of services under this Agreement. 9. Compliance With Law. Second Street Grill agrees to perform all services under and pursuant to this Agreement in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local, or otherwise. 10. No Conflict of Interest. Second Street Grill represents that it and /or its employees do not have any interest and shall not hereafter acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of this Agreement. 11. No Insurance provided by City. It is understood the City does not maintain liability insurance for Second Street Grill and /or its employees, contractors and agents. 12. Indemnification and Hold Harmless (a) Second Street Grill agrees to protect, defend, indemnify, and hold harmless the City, its elected officials, officers, employees, agents, and volunteers from any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including reasonable attorneys' fees and disbursements) resulting from death or bodily injury to any person or damage or destruction to a third party or third parties to the extent caused by any Page 5 of 7 negligent act and /or omission of City, its officers, employees, agents, volunteers and /or subcontractors, arising out of the performance of this Contract. (b) Nothing contained in this Section or this Agreement shall be construed to create a liability or a right of indemnification in any third party. 13. Assignment. This Agreement, or any interest herein, or claim hereunder, shall not be assigned or transferred in whole or in part by the Second Street Grill to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and liabilities of Second Street Grill as stated herein. 14. Integration. This written document constitutes the entire agreement between the parties. No changes or additions to this Agreement shall be valid or binding upon either party unless such change or addition be in writing and executed by both parties. 15. Non - Waiver. The waiver by Second Street Grill or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. 16. Termination. Second Street Grill or the City may terminate this Agreement, with or without cause, by giving the other party at least ten (10) days advance written notice of termination. 17. Survival. Any provision of this Agreement which imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. 18. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent or hand delivered to the parties at their addresses as follows: To City: Jeff Cutter Interim City Manager City of Yakima City Hall 129 North 2 Street Yakima, WA 98901 To Second Street Grill: Steve Pinza Second Street Grill 28 North Second Street Yakima, WA 98901 Page 6 of 7 J or to such addresses as the parties may hereafter designate in writing. Notices and /or demands shall be sent by registered or certified mail, postage prepaid or hand delivered. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. 19. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. 20. Venue. The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. 21. Effective Date. This Agreement shall be effective as and from the date signed by the last party to sign. CITY OF YAKIMA Pete's Inc. UBI# 601- 988 -645, doing business as SECOND STREET GRILL '----) By: Ci By: Jeff ?ukt i r, Interim City Manager Steve Pinza, Managing Partner Date: l.Q 1 `6' Date: 63 ■ LA \ (u ATTEST: 'it),11Julyv 1 �) ��� y K �� 1 CITY CONTRACT NO. .20/4 -//r Sonya Can Tee, City Clerkf', --.— 'S Page 7 of 7 I