HomeMy WebLinkAboutYakima Folklife Festival - Promotion Services Agreement PROMOTION SERVICES AGREEMENT
Special Event Promotion Services — Yakima Folklife Festival
(July 8 -10, 2016)
THIS PROMOTION SERVICES 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 The Yakima Folklife Association (hereinafter
"Promoter ").
I. RECITALS
A. City is a municipal corporation of the State of Washington with City Hall located at
129 North 2nd Street, Yakima, Washington 98901.
B. Promoter is a nonprofit corporation or association with local offices at 3905
Commonwealth Road, Yakima, Washington 98901, with contact person Don Eastridge,
President of such corporation or association.
C. City desires to facilitate a special event known as the "Yakima Folklife Festival"
consisting of concerts and associated activities for the benefit of the community, to occur
on July 8 through July 10, 2016 within Franklin Park and various privately owned locations
throughout the City of Yakima. These events will feature free concerts and entertainment
intended to benefit the public and promote the cultural, recreational, educational and
economic development interests of the community.
D. Promoter 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
Promoter as follows:
1. Special Events — Schedule. The special event subject to this Agreement is
the Yakima Folklife Festival to be held on July 8 through July 10, 2016, and shall consist
of concerts, entertainment and related productions, open to the public at no admission
charge.
2. Special Events Location. The special event will be scheduled to occur within
Franklin Park and in various privately owned venues within the City of Yakima.
3. Scope of Work. Promoter shall provide special event services, staff, specialized
equipment, and otherwise do all things necessary for or incidental to the performance of
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the following work: Promoter will produce the Yakima Folklife Festival taking place in
Franklin Park and in Downtown Yakima Venues on July 8 -10, 2016. The City's
sponsorship funds as set forth in Section 4 below will be used by Promoter to help pay
bands and Promoter's expenses for this event which is free and open to the public.
Promoter shall obtain a Special Event Permit (or Special Event Permits as appropriate)
pursuant to Chapter 9.70 YMC to cover the special events set forth in Section 1 at the
locations set forth in Section 2 of this Agreement. The permit will include provisions
incorporating the following elements, as well as the Indemnification provisions set forth in
Section 12 and the Insurance requirements set forth in Section 13 and of this Agreement:
a. Provide production management for the event entertainment, including but not
limited to hiring and payment of fees and costs of sound reinforcement, lighting,
stage hands, artists, and stage manager, and shall perform those duties
normally associated with production of stage entertainment
b. Provide management of vendor space, including but limited to marketing, booth
placement, selection of vendors and other related tasks as necessary or
appropriate. Fees collected by Promoter for vendor booth spaces will be
retained by Promoter.
c. Promoter shall be solely responsible to obtain and comply with any applicable
liquor license necessary for the special event.
Promoter shall provide the above services for the scheduled special event described in
Section 1 above notwithstanding the number of vendors retained or sponsors retained for
any or all events.
4. Sponsorship Funds. The City shall pay Promoter the sum of Three Thousand
Dollars ($3,000.00) as full compensation and payment of sponsorship for Promoter's
special event described herein. Total payment to Promoter under this Agreement shall
not exceed $3,000.00. All payments are expressly conditioned upon Promoter providing
services hereunder satisfactory to the City.
5. Term of Agreement. The term of this Agreement shall commence upon full
execution by all parties and shall terminate upon completion of Promoter's special event.
This Agreement may be terminated by either party in accordance with Section 17 of this
Agreement.
6. Status of Promoter. The Promoter and the City understand and expressly agree
that Promoter is an independent contractor in the performance of each and every part of
this Agreement. The Promoter, 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, Promoter and
its employees shall make no claim against the City for employment benefits, social
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security, and /or retirement benefits. Nothing contained herein shall be interpreted as
creating a relationship of servant, employee, partnership or agency between Promoter or
any officer, employee or agent of Promoter and the City.
7. Taxes and Assessments. Promoter shall be solely responsible for compensating
his 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, Promoter
shall pay the same before it becomes due.
8. Non- Discrimination. During the performance of this Agreement, Promoter shall
not discriminate in violation of any applicable federal, state and /or local law or regulation,
or 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. Promoter 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. Promoter represents that he and /or his 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 provid by City. It is understood the City does not maintain
liability insurance for Promoter and /or his employees.
12. Indemnification and Hold Harmless
(a) Promoter 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 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.
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13. Insurance. At all times during performance of the Services, Promoter shall
secure and maintain in effect insurance as required by City's applicable codes governing
Special Events as set forth in Chapter 9.70 YMC.
14. Assignment. This Agreement, or any interest herein, or claim hereunder, shall
not be assigned or transferred in whole or in part by the Promoter 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 Promoter as stated herein.
15. 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.
16. Non - Waiver. The waiver by Promoter 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.
17. Termination. The Promoter 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. In the event of such termination, the Promoter shall be compensated for
actual expenses incurred, which cannot be reversed, up to the effective date of
termination. In such event, Promoter shall provide City with invoices supporting and
documenting such expenses. In no event shall total compensation, including
reimbursement of expenses hereunder, exceed $3,000.00.
18. 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.
19. 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 2nd Street
Yakima, WA 98901
To Promoter: The Yakima Folklife Association
Attention: Don Eastridge, President
3905 Commonwealth Road
Yakima, Washington
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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.
20. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington.
21. Venue. The venue for any action to enforce or interpret this Agreement shall lie in
the Superior Court of Washington for Yakima County, Washington.
22. Effective Date. This Agreement shall be effective as and from the date signed
by the last party to sign.
CITY OF YAKIMA THE YAKIMA FOLKLIFE ASSOCIATION
By: 4 / By: MIA _-
Je *ter, Interim City Manager Don astridge, President
Date:nJ M _ iaD I Date: /
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ATTEST:
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"So di . r Tee, City Clerk
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