HomeMy WebLinkAboutPremier World Tours, LLC - Tour Operator AgreementTOUR OPERATOR AGREEMENT
BETWEEN THE CITY OF YAKIMA AND PREMIER WORLD TOURS, LLC
This agreement is between Premier World Tours, LLC (the "Tour Operator"), and the City of Yakima, WA
and its elected and appointed officials, officers, employees, agents, and volunteers (collectively "City of
Yakinna,""the City'"and/or "Harman Ccnter"\.
The Harman Center, a facility located at 101 N. 65' Ave., Yakima, WA, is owned and operated by the City
of Yakima, and is not a separate legal entity. Any reference herein to either the City of Yakima or the
Harman Center includes the City of Yakima and its elected and appointed officials, officers, employees,
agents, and volunteers.
This agreement describes the terms under which the Tour Operator will organize, market,and operate
Tours for the Harman Center.
Section 1. Term
1.1
The period of performance under this agreement shall be three years, commencing on the day
on which it has been signed by both parties. An additional extension of two years may be
offered, at the option of the City, making the total agreement term a maximum of five years. In
the event the City elects to extend the agreement for an additional two-year term, the City shall
provide written notice to the Tour Operator at least 90 days prior to the end of the initial three-
year term. The obligations contained in the Indemnity, Venue, and Professional Liability
Insurance sections shall survive termination of this agreement.
Section 2. Tour Requirements
2.1 Tour Itinerary. After the Harman Center has made a selection of the Tour Operator's tours, in
the event that an itinerary outlined in the selected tour proposal changes, or if tour price
increases more than 5% over the tour price outlined in the tour proposal, then the Harman
Center reserves the right to no longer feature that tour, and any payments already made to the
Tour Operator shall be refunded in full.
2.2 Tour Changes. The Tour Operator shall not change the price, itinerary, or date of any tour
without the City of Yakima's prior written consent.
2.3 If the Harman Center is sharing a departure with other groups
or with participants from the Tour Operator's own mailing list, the Harman Center must be
advised of this before final agreements are signed.
Section 3. Tour Registration and Information Forms
3.1 The Tour Operator will desin and provide tour information and registration forms for each tour.
The Tour Operator is 100% responsible for all the costs associated with the production of the
information and registration forms. These forms should be completed at least nine months in
advance of a tour's departure date, unless otherwise agreed by the parties. The Harman Center
retains the right to proof and approve all forms. The forms are to adhere to the following
guidelines and conditions:
Contact information for the Harman Center should be prominently featured just abov
the registration section of the form.
Tour/Itinerary Details: All forms should contain extensive tour information, including a
detailed itinerary, along with a list of what is included in the per person tour costs. All
cruises must have cabin category preference information for traveler to select and ship
layout, if available.
Pricing: Tour pricing should be very noticeable and easy to find. The pricing details
should clearly state the cost of a land -only package and if available, the tour price
inclusive of air. Any taxes that are not included in the tour price and will appear on final
invoices, should also be clearly stated. Cruises should include prices for specific cabin
categories that are available. Single supplements pricing should also be included.
Cancellation Policy: The cancellation policy and deadline dates are to be clearly stated
and visible in the forms.
Liability Statement: A tour operator's responsibility statement or limit of liability clause,
if any, is required to be printed on the forms.
Travel Insurance: The forms will include a note that a travel insurance policy is strongly
suggested.
City of Yakima/Harman Center Release of Liability and Assumption of Risk Agreement:
The City of Yakima requires all travelers to sign a Release of Liability and Assumption Of
Risk Agreement as a requirement of tour participation. The foliowing information must
be included on the tour information and registration forms, normally foliowing the Tour
Operator's Responsibility or Limit of Liability clause:
See also the City of Vakimo arid the !larman Center's Release of
tion of Risk Aqreementform which you have to sin as a condition of
your going on this trip, and is required to complete registration. This document
can be foundot https://vakimnaporhs.conm/uen{opcenter/senior-trips'
tuurs/lixb8itxw/a/vermrrequesbedbyennoiling/orischotc@yokinmw/o.gou
Activity Level: The forms should include the tour's d ' ated activity level and be at
Ieast as descriptive as the foliowing list:
Mildly active: Easy pace, little walking, and little stair -climbing.
Moderately active: Faster pace, substantial distances covered, extensive walking, and
stairclimbing.
Active: Involves long distances and/or extensive movement, walking, hiking, and/or stair
climbing.
Very Active: Strenuous hiking and other physical activities.
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Section 4. Reservation Procedu res
4.1 The Harman Center is the primary primary contact for travelers' inquires and reservations. Whenever
the Harman Center receives a completed reservation form along with payment to the Tour
Operator, the Harman Center will forward the form along with payment to the Tour Operator.
4.2 Tour Cancellations. Both the Tour Operator and the Harman Center should inform the other
party of any tour cancellations that are received by either office, within 24 hours of the receipt
of the cancellation. The notice of any tour cancellation will be in letter, email, or fax form so that
there is a record ofthe actual date of cancellation.
4.3 Reservation Reports. Toavoid overlooking any reservations oruance|atkans,amonthly
reservation report shall be emailed to lori.schatz@yakimawa.gov.
Section 5. Information Provided to Participants and the Harman Center
5.1 The Tour Operator will be responsible for communicating all tour specific information to
participants at appropriate intervals. The information will be written and presented in a manner
appropriate to the quality of tours featured by the Harman Center. The Harman Center must
approve all pre- and post -trip information to be distributed to Harman Center travelers. A
sample copy of all materials the Tour Operator sends to participants must be sent to the
Harman Center, ahead of time and prior to participant mailings. Electronic copies are preferred.
5.2 The Tour Operator will provide participants with information that includes the following:
Visainformation: The Tour operator shall provide information pertaining to all necessary visas
for countries included in the tour itinerary as announced in the tour information and
registration form.
Payment : The Tour operator is to notify participants regarding final payment date
balance due and acceptable methods of payment. Refunds are to be made promptly and within
the terms as stated in advance. Final invoices must be sent directly to each traveler.
Itinerary: A fina itinerary listing destinations, arrival and departure times, meals included, and
hotels is to be sent to all participants for each tour as early as possible.
Medical information: The Tour operator is to provide participants with all medical information
for recommended inoculations, vaccinations, and medications. In lieu of specific details, a
referral to and contact information for the Center of Disease Control is acceptable.
Optional Sightseeing: |nfonnadonondaUcostsregardingomtiona| sightseeing and pre- and post
thpentensipnsistobe9ub|isheda|ongvviththetota|bourcmsthutprementedseparatek/fnomn
regular trip cost. The Tour Operator will not add in any optional costs to the regular trip cost,
and will provide this information under an "Optional Tours/Extensions" section.
Travel information: Information regarding clothing, temperatures, etc. is to be provided well in
advance of departure.
Flight information: If the Tour Operator 15 responsible for air arrangements for Harman Center
travelers, departure and arrival flight information is to be provided for each participant and the
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Harman Center office as soon as it is confirmed by the airline. When air is not included or
arranged by the Tour Operator, the meeting place and time must be clearly stated. The terms of
airport/hotel transfers for those not using group air should be clearly defined.
Risks: All risks inherent to the trip must be communicated to the participants in written form.
5.3 Final Documents: The Tour Operator will mail or otherwise deliver all final documents far
enough in advance so that they arrive at the Harman Center at least 14 days before a trip's
scheduled departure. Final documents should include the Tour Operator's emergency contact
information.
Section 6. Tour Commissions and Complimentary Travel
6.1 Tour commissions paid by the Tour Operator to the City of Yakima shall be paid at the rate of
10% of the total trip or tour revenue, exclusive of taxes.
6.2 The Tour Operator shall pay full commission to the City of Yakima for all Harman Center
travelers who cancel their travel arrangements.
6.3 Tour commissions must be received no later than 30 days after a tour's return date. Payments
for miscellaneous tour expenses are due upon receipt of an invoice.
6.4 The Tour Operator shall provide complimentary tour packages for Harman Center hosts at a
ratio of one complimentary package per every seven paid tour packages. Hosts shall be
responsible for any travel insurance.
Section 7. Insurance
7.1 At all times during performance of the Services, the Tour Operator shall secure and maintain in
effect insurance to protect the City and the Tour Operator from and against all claims, damages,
losses, and expenses arising out of or resulting from the performance of this agreement. The
Tour Operator shall provide and maintain in force insurance in limits no less than that stated
below, as applicable. The City reserves the right to require higher limits should it deem it
necessary in the best interest of the public.
7.2 Commercial Liability Insurance. Before this agreement is fully executed by the parties, the Tour
Operator shall provide the City with a certificate of insurance as proof of commercial liability
insurance with a minimum liability limit of Five Million Dollars ($5,000,000.00) per occurrence
combined single limit bodily injury and property damage, and Five Million Dollars
($5,000,000.00) general aggregate. If the Tour Operator carries higher coverage limits, such
limits shall be shown on the Certificate of Insurance and Endorsements. The certificate shall
clearly state who the provider is, the coverage amount, the policy number, and when the policy
and provisions provided are in effect. Said policy shall be in effect for the duration of this
agreement. The policy and endorsements shall name the City of Yakima, its elected and
appointed officials, officers, agents, employees, and the Harman Center as additional insureds,
and shall contain a clause that the insurer will not cancel or change the insurance without first
giving the City thirty (30) calendar days prior written notice. The insurance shall be with an
insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State
of Washington.
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7.3 Commercial Automobile Liability Insurance. Before this agreement is fully executed by the
parties, the Tour Operator shall provide the City with a certificate of insurance as proof of
commercial automobile liability insurance with a minimum liability limit of Five MiIIion Dollars
($S,U0O,00U.00) per occurrence combined single limit bodily injury andpropertydannage. If the
Tour Operator carries higher coverage limits, such limits shall be shown on the Certificate of
Insurance and Endorsements. The certificate shall clearly state who the provider is, the
coverage amount, the policy number, and when the policy and provisions provided are in effect.
Said policy shall be in effect for the duration of this agreement. The policy and endorsements
shall name the City of Yakima, its elected and appointed officials, officers, agents, employees,
and the Harman Center as additional insureds, and shall contain a clause that the insurer will
not cancel or change the insurance without first giving the City thirty (30) calendar days prior
written notice. The insurance shall be with an insurance company or companies rated A -VII or
higher in Best's Guide and admitted in the State of Washington.
7.4 Liability Before this agreement is fully executed by the parties, the Tour
Operator shall provide the City with a certificate of insurance as evidence of Professional Errors
and Omissions Liability Insurance with coverage of at least Fifteen Million Dollars
($15,000,000.00) per occurrence and an annual aggregate limit of at least Fifteen Million Dollars
($15,000,000.00). The certificate shall clearly state who the provider is, the amount of
coverage, the policy number, and when the policy and provisions provided are in effect. The
insurance shall be with an insurance company rated A -VII or higher in Best's Guide. |fthe policy
is on a claims made basis, the retroactive date of the insurance policy shall be on or before the
inception date of the agreement, or shall provide full prior acts. The insurance coverage shaH
remain in effect during the term of this agreement and for a minimum of three (3) years
foliowing the termination of this agreement.
Section 8. Indemnification
8.1 Tour Operator agrees to protect, defend, indemnifyand hold harmless the City ofYakima, its
elected and appointed officials, officers, employees, agents, and the Harman Center 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 ijury 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 the
Tour Operator, its officers, employees, agents, and/or subcontractors, arising out of the
performance of this agreement.
8.2 Nothing contained in this Section or this agreement shall be construed tocreate aliability ora
right of indemnification in any third party.
Section 9. Warranty of Competence
9.1 As the Tour Operator and independent contractor, the Tour Operator warrants that it and its
entire operation possesses the expertise and the resources to competently and safely perform
the services and meet all required statutory and government regulations that apply to the Tour
Operator's operation. The Tour Operator further warrants that it and its entire operation will
perform its responsibilities to the highest professional standards.
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Section 10. Washington Selier of Travel
10.1 The Tour Operator has registered and/or agrePs to register in the state nf Washington as a
"selier of travel" and to follow the regulations of this state Iaw.This "selier of travel" Ucense
number must appear on all tour brochures.
Section 11. Transportation Requirements
The City of Yakima requires, and it is the responsibility of the Tour Operator to ensure, that aPI
transportation vehicles used in the conveyance of guest participants are safely operated and
maintained in accordance with all relevant foreign and/or U.S. federal, state, and local safety
regulations and requirements.
Section 12. Risk Management, Quality Control, Safety and Security
12.1 The Tour Operator is expected to provide safe and secure excursion operations, understanding
the risks involved and active management to remove or minimize risks and communicate
effectively to ensure that all participants are made aware of and warned of any potential
dangers. This should apply to accommodations for disabled as directed by the American
Disabilities Act (ADA).
12.2 The Tour Operator recognizes and accepts its responsibilitytoprotecttheenvnnnrnentinxvhich
it operates and shall fully comply with all governmental statutory and regulatory requirements
wherever it operates.
12.3 The Harman Center requires a copy of the Tour Operator's Risk Management or Emergency
Operations Plan to be on file in the Harman Center's office before the operation of any tour. If
the Harman Center does not have a copy of the Tour Operator's plan already on file, or if its plan
was updated within this last year, the Tour Operator shall forward a copy of the its plan along
with a signed copy of this agreement.
Section 13. Tour and Excursion Cancellation for Safety Reasons
13.1 Tour Operator must use the highest regard for safety by using conservative judgment prior to
commencing a tour, excursion or activity which poses unusual risks to the security and/or safety
of Harman Center guests, participants, or staff. The Tour Operator must notify the Harman
Center immediately when a decision has been made to cancel any excursion. The Harman
Center reserves the right to cancel any activity, tour, or excursion which it considers would
compromise quality, safety, or security without any financial obligation by the City of Yakima or
its guests, participants, or staff.
13.2 In case any part of a trip is subject to a United States Department of State warning or a Center
for Disease Control warning, the Tour Operator, in cojunction with the Harman Center, will
attempt to reroute the trip to avoid such areas. If this is not feasible or the impacted areas
represent a m'orcomnponentmfthmtrip,theneithertheTqurOperatororHarnnanCenternmay
cancel the trip. In such event, the Tour Operator must refund trip participants in full for all
monies received from them for the trip.
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Section 14. Problem Resolution & Tour Refunds
14.1 It is in the best interest of the Tour Operator to resolve any complaints as soon as possible and
prior to departure. Prompt resolution of a problem will generaily reduce or eliminate a potential
refund. The Harman Center will, at all times, attempt to work with the Tour Operator to resolve
disputes or issues in a manrier beneficial to all parties.
Section 15. Accidents/Incidents/Illness/Injuries
15.1 In the case of accidentsincidents, illness or inju' the Tour Operator must determine if
medical attention is required in a timely manner. All accidentsincidents, illness, or i'uries
requiring medical attention must be reported to the Harman Center. At the discretion of the
Harman Center, future tours or excursions may be canceled without notice until an appropriate
investigation of the accident, incident, illness or ijury is completed and the Harman Center is
assured that the Tour Operator's response was appropriate and the Tour Operator's insurance
coverage remains in effect.
15.2 In addition to emergencies, it is in the besinterest of the City of Yakima and the Tour Operator
for the Tour Operator to bring to the attention of the Harman Center, any non -emergency
situation that may result in a possible complaint, post -tour legal action, or claim.
Section 15. Miscellaneous
15.1 Venue. The venue for any action to enforce or interpret this agreement shall lie in the Superior
Court of Washington forYakima County.
15.2 Governing Law. This agreement shall be governed by and construed in accordance with the laws
of the State of Washington.
15.3 Relationshib. The Tour Operator is an independent contractor, and nothing in the agreement
shall be construed to create any employment, agency, franchise, jointventure,9ertnership,or
other similar legal relationship between the parties.
15.4 Successors and Assips. Neither party may add to this agreement or any interest herein or
delegate any of its duties hereunder without the prior written consent of the other party, except
that Tour Operator may subcontract to quality subcontractors the provision of goods and
services for each program. Tour Operator shall not have the right to assign its obligations
hereunder without the express prior written approval of the City of Yakima.
15.5 Force Majeure. Neither party shall be in default of this agreement if failure to perform any
obligation hereunder is caused by supervening conditions beyond the party's control and which
could not have been prevented by the exercise of reasonable diligence, including acts of God,
terrorism, civil commotion, strikes, labor disputes not of the party's own workforce,
governmental demands or requirements, or a service interruption from an underlying carrier or
service provider. The affected party must notify the other party if such Force Majeure event
occurs, and the other party may elect to terminate this agreement upon written notice to the
affected party. If the agreement is terminated pursuant to this provision, the Tour Operator
shall refund to the City of Yakima, or its travelers, all amounts paid hereunder.
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15.6 The terms and conditions of this document do not give Iicense to use the City of Yakima's or the
Harman Center's name or logo or any abbreviation thereof, except as provided herein.
Furthermore, the names of all tour participants which became known to the tour operator by
virtue of the operation of a Harman Center tour are the sole property of the City of Yakima, and
no such names can be added to Tour Operator's data base.
15.7 Compliance with Laws. The Tour Operatr shall comply with all applicable laws, ordinances,
rules, regulations, orders, licenses, permits, and other requirements of any governmental
authority. The Tour Operator shall furnish such documents as may be required to effect or
evidence such compliance.
15.8 Nondiscrimination Provision. During the performance of this agreementthe Tour Operator shall
not discriminate in violation of any applicable federal, state and/or local law or regulation on the
basis of race, age, color, sex, religion, national origin, creed, marital status, disability, honorably
discharged veteran or military status, pregnancy, sexual orientation, political affiliation, or the
presence of any sensory, mental or physical handicap, and any other classification protected
under federal, state, or Iocal Iaw. This provision shall include but not be Iimited to the foliowing:
employment, upgrading, demotion, transfer, recruitment, advertising, Iayoff or termination,
rates of pay or other forms of compensation, selection for training, and the provision of services
under this agreement.
15.9 Assignment. This agreement, or any interest herein, or claim hereunder, shall not be a ' ned or
transferred in whole or in part by the Tour Operator to any other person or entity without the
prior written consent of the City. In the event that such prior written consent to an assinnomnt
is granted, then the assignee shall assume all duties, obligations, and liabilities of the Tour
Operator stated herein.
15.10 Mergers. This agreement, including any attachmcnts,contains the ontirc understanding
between the parties. It supersedes all prior agreements between the parties concerning the
subject matter of the agreement. All amendments to this agreement must be in writing and
signed by both parties.
15.11 Severabilitv. Any court decision that a provision of the agreement is unenforceable, in whole or
in part, shall not affect the validity of the other provisions of the agreement.
Section 16. Termination
16.1 The City may, by givingtheTourOperator18Udays' written notice of termination, terminate
this agreement as to all or any portion of the Tour Operator's services not then performed,
whether or not the Tour Operator is in breach or default, and with or without cause. Upon
receipt of any such notice of termination, the Tour Operator shall, except as otherwise directed
by the City, immediately stop performance of its services to the extent specified in such notice.
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Section 17. Notices
17.1 All notices required under this agreement shall be in writing and served by certified mail, return
receipt requested or by a recognized overnight delivery service such as Federal Express, to:
Leslie Richards and Lori Schatz
The Harman Center
101 North 65th Avenue
Yakima, WA 98908
CITY OF YAKIMA
By
Ken Wilkinson
City of Yakima
Parks and Recreation
Division
2301 Fruitvale Boulevard
Yakima, WA 98902
Date:
ATTE Ty.
Sue Ownby
Purchasing Manager
City of Yakima
129 North Second Street
Yakima, WA 98901
PREMIE WORLD TOURS, LLC
By :‘,116ct,
i,rjfited narn c,4-7
Its: /1- -OS)
Date:
City Contract No.
Resolution No. R49-1-9-
9
STATE OF CALIFORNIA
COUNTY OF
) ss.
hereby certify that I know or have satisfactory evidence that is the
person who appeared before me, and said person acknowledged that he signed this instrument, and on
oath stated that he was authorized to execute the instrument and acknowledged it to be the free and
voluntary act of such party for the uses and purposes mentioned in the instrument.
DATED this day of
2019.
Print Name:
NOTARY PUBLIC in and for the State of California,
residing at
My appointment expires:
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